Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 03, 2016 | Sep. 08, 2016 | Dec. 27, 2015 | |
Common Class A [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in shares) | 35,028,169 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding (in shares) | 29,983,004 | ||
Entity Registrant Name | 1 800 FLOWERS COM INC | ||
Entity Central Index Key | 1,084,869 | ||
Trading Symbol | flws | ||
Current Fiscal Year End Date | --07-03 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 234 | ||
Document Type | 10-K | ||
Document Period End Date | Jul. 3, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 |
Common Class A [Member] | ||
Stockholders' equity: | ||
Common stock | $ 488 | $ 429 |
Common Class B [Member] | ||
Stockholders' equity: | ||
Common stock | 353 | 393 |
Cash and cash equivalents | 27,826 | 27,940 |
Trade receivables, net | 19,123 | 16,191 |
Insurance receivable | 2,979 | |
Inventories | 103,328 | 93,163 |
Prepaid and other | 16,382 | 14,822 |
Total current assets | 166,659 | 155,095 |
Property, plant and equipment, net | 171,362 | 170,100 |
Goodwill | 77,667 | 77,097 |
Other intangibles, net | 79,000 | 82,125 |
Other assets | 11,826 | 12,656 |
Total assets | 506,514 | 497,073 |
Accounts payable | 35,201 | 35,425 |
Accrued expenses | 66,066 | 73,639 |
Current maturities of long-term debt | 19,594 | 14,543 |
Total current liabilities | 120,861 | 123,607 |
Long-term debt | 97,969 | 117,563 |
Deferred tax liabilities | 35,517 | 37,807 |
Other liabilities | 9,581 | 7,840 |
Total liabilities | 263,928 | 286,817 |
Commitments and contingencies (Note 17) | ||
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued | ||
Additional paid-in capital | 331,349 | 319,108 |
Retained deficit | (11,403) | (48,278) |
Accumulated other comprehensive loss | (146) | (371) |
Treasury stock, at cost, 13,589,025 and 11,874,475 Class A shares in 2016 and 2015, respectively, and 5,280,000 Class B shares in 2016 and 2015 | (78,055) | (62,832) |
Total 1-800-FLOWERS.COM, Inc. stockholders' equity | 242,586 | 208,449 |
Noncontrolling interest in subsidiary | 1,807 | |
Total equity | 242,586 | 210,256 |
Total liabilities and equity | $ 506,514 | $ 497,073 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Jul. 03, 2016 | Jun. 28, 2015 |
Common Class A [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, issued (in shares) | 48,846,449 | 42,875,291 |
Treasury stock, shares (in shares) | 13,589,025 | 11,874,475 |
Common Class B [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, issued (in shares) | 35,263,004 | 39,310,044 |
Treasury stock, shares (in shares) | 5,280,000 | 5,280,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Net revenues | $ 1,173,024 | $ 1,121,506 | $ 756,345 |
Cost of revenues | 655,566 | 634,311 | 440,672 |
Gross profit | 517,458 | 487,195 | 315,673 |
Operating expenses: | |||
Marketing and sales | 318,175 | 299,801 | 194,847 |
Technology and development | 39,234 | 34,745 | 22,518 |
General and administrative | 84,383 | 85,908 | 54,754 |
Depreciation and amortization | 32,384 | 29,124 | 19,848 |
Total operating expenses | 474,176 | 449,578 | 291,967 |
Operating income | 43,282 | 37,617 | 23,706 |
Interest expense, net | 6,674 | 5,753 | 1,305 |
Other (income) expense, net | (14,839) | 1,550 | 52 |
Income from continuing operations before income taxes | 51,447 | 30,314 | 22,349 |
Income tax expense from continuing operations | 15,579 | 10,930 | 8,403 |
Income from continuing operations | 35,868 | 19,384 | 13,946 |
Loss from discontinued operations, net of tax | (86) | ||
Gain on sale of discontinued operations, net of tax | 815 | ||
Income from discontinued operations, net of tax | 729 | ||
Net income | 35,868 | 19,384 | 14,675 |
Net loss attributable to noncontrolling interest | (1,007) | (903) | (697) |
Net income attributable to 1-800-FLOWERS.COM, Inc. | $ 36,875 | $ 20,287 | $ 15,372 |
From continuing operations (in dollars per share) | $ 0.57 | $ 0.31 | $ 0.23 |
From discontinued operations (in dollars per share) | 0.01 | ||
Basic net income per common share (in dollars per share) | 0.57 | 0.31 | 0.24 |
From continuing operations (in dollars per share) | 0.55 | 0.30 | 0.22 |
From discontinued operations (in dollars per share) | 0.01 | ||
Diluted net income per common share (in dollars per share) | $ 0.55 | $ 0.30 | $ 0.23 |
Basic (in shares) | 64,896 | 64,976 | 64,035 |
Diluted (in shares) | 67,083 | 67,602 | 66,460 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income Statement - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Net income | $ 35,868 | $ 19,384 | $ 14,675 |
Other comprehensive income/(loss) (currency translation) | 252 | (505) | (75) |
Comprehensive income | 36,120 | 18,879 | 14,600 |
Net loss attributable to noncontrolling interest | (1,007) | (903) | (697) |
Other comprehensive income (loss) (currency translation) attributable to noncontrolling interest | 87 | (180) | (29) |
Comprehensive net loss attributable to noncontrolling interest | (920) | (1,083) | (726) |
Comprehensive income attributable to 1-800-FLOWERS.COM, Inc. | $ 37,040 | $ 19,962 | $ 15,326 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] | Parent [Member] | Noncontrolling Interest [Member] | Common Class A [Member] | Total |
Balance (in shares) at Jun. 30, 2013 | 36,280,425 | 42,125,465 | 14,537,231 | |||||||
Balance at Jun. 30, 2013 | $ 362 | $ 421 | $ 298,580 | $ (83,937) | $ (46,155) | $ 169,271 | $ 169,271 | |||
Net income | 15,372 | 15,372 | $ (697) | 14,675 | ||||||
Translation adjustment | $ (46) | (46) | (29) | (75) | ||||||
Conversion of Class B stock into Class A stock (in shares) | 66,871 | (66,871) | ||||||||
Conversion of Class B stock into Class A stock | $ 1 | $ (1) | ||||||||
Stock-based compensation (in shares) | 1,608,052 | |||||||||
Stock-based compensation | $ 16 | 4,648 | 4,664 | 4,664 | ||||||
Exercise of stock options (in shares) | 164,050 | |||||||||
Exercise of stock options | $ 2 | 525 | 527 | 527 | ||||||
Excess tax benefit from stock-based compensation | 1,757 | 1,757 | $ 1,757 | |||||||
Acquisition of Class A treasury stock (in shares) | 1,561,206 | 1,561,206 | ||||||||
Acquisition of Class A treasury stock | $ (8,317) | (8,317) | $ (8,317) | |||||||
Noncontrolling interest | 3,616 | 3,616 | ||||||||
Balance (in shares) at Jun. 29, 2014 | 38,119,398 | 42,058,594 | 16,098,437 | |||||||
Balance at Jun. 29, 2014 | $ 381 | $ 420 | 305,510 | (68,565) | (46) | $ (54,472) | 183,228 | 2,890 | 186,118 | |
Net income | 20,287 | 20,287 | (903) | 19,384 | ||||||
Translation adjustment | (325) | (325) | (180) | (505) | ||||||
Conversion of Class B stock into Class A stock (in shares) | 2,748,550 | (2,748,550) | 2,748,550 | |||||||
Conversion of Class B stock into Class A stock | $ 27 | $ (27) | ||||||||
Stock-based compensation (in shares) | 1,154,173 | |||||||||
Stock-based compensation | $ 12 | 5,950 | 5,962 | 5,962 | ||||||
Exercise of stock options (in shares) | 853,170 | |||||||||
Exercise of stock options | $ 9 | 5,533 | 5,542 | 5,542 | ||||||
Excess tax benefit from stock-based compensation | 2,115 | 2,115 | $ 2,115 | |||||||
Acquisition of Class A treasury stock (in shares) | 1,056,038 | 1,056,038 | ||||||||
Acquisition of Class A treasury stock | $ (8,360) | (8,360) | $ (8,360) | |||||||
Balance (in shares) at Jun. 28, 2015 | 42,875,291 | 39,310,044 | 17,154,475 | |||||||
Balance at Jun. 28, 2015 | $ 429 | $ 393 | 319,108 | (48,278) | (371) | $ (62,832) | 208,449 | 1,807 | 210,256 | |
Net income | 36,875 | 36,875 | (1,007) | 35,868 | ||||||
Translation adjustment | 165 | 165 | 87 | 252 | ||||||
Conversion of Class B stock into Class A stock (in shares) | 4,047,040 | (4,047,040) | 4,047,040 | |||||||
Conversion of Class B stock into Class A stock | $ 40 | $ (40) | ||||||||
Stock-based compensation (in shares) | 879,863 | |||||||||
Stock-based compensation | $ 9 | 6,334 | 6,343 | 6,343 | ||||||
Exercise of stock options (in shares) | 1,044,255 | |||||||||
Exercise of stock options | $ 10 | 3,507 | 3,517 | 3,517 | ||||||
Excess tax benefit from stock-based compensation | 2,400 | 2,400 | $ 2,400 | |||||||
Acquisition of Class A treasury stock (in shares) | 1,714,550 | 1,714,550 | ||||||||
Acquisition of Class A treasury stock | $ (15,223) | (15,223) | $ (15,223) | |||||||
Balance (in shares) at Jul. 03, 2016 | 48,846,449 | 35,263,004 | 18,869,025 | |||||||
Balance at Jul. 03, 2016 | $ 488 | $ 353 | $ 331,349 | $ (11,403) | (146) | $ (78,055) | 242,586 | 242,586 | ||
Noncontrolling interest write-off | $ 60 | $ 60 | $ (887) | $ (827) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Operating activities: | |||
Net income | $ 35,868 | $ 19,384 | $ 14,675 |
Reconciliation of net income to net cash provided by operating activities, net of acquisitions/dispositions: | |||
Operating activities of discontinued operations | 1,587 | ||
Gain on sale of discontinued operations | (1,300) | ||
Depreciation and amortization | 32,384 | 29,124 | 19,848 |
Amortization of deferred financing costs | 1,791 | 1,501 | 306 |
Deferred income taxes | (3,000) | 2,471 | 1,454 |
Foreign equity investment impairment | 2,278 | ||
Loss on sale/impairment of iFlorist | 1,990 | ||
Non-cash impact of write-offs related to warehouse fire | 29,522 | ||
Bad debt expense | 1,278 | 1,295 | 1,656 |
Stock-Based Compensation | 6,343 | 5,962 | 4,664 |
Excess tax benefit from stock-based compensation | (2,400) | (2,550) | (1,837) |
Other non-cash items | 517 | 1,439 | 755 |
Changes in operating items: | |||
Trade receivables | (4,210) | 8,331 | (1,893) |
Insurance receivable | 2,979 | (2,979) | |
Inventories | (10,216) | 26,390 | (2,564) |
Prepaid and other | (1,560) | 8,047 | 436 |
Accounts payable and accrued expenses | (6,429) | (2,235) | 2,660 |
Other assets | (29) | (1,058) | (262) |
Other liabilities | 89 | 1,089 | 2,355 |
Net cash provided by operating activities | 57,673 | 125,733 | 42,539 |
Investing activities: | |||
Acquisitions, net of cash acquired | (131,994) | (9,000) | |
Capital expenditures, net of non-cash expenditures | (33,938) | (32,572) | (22,985) |
Other | 963 | (3) | |
Investing activities of discontinued operations | 500 | ||
Net cash used in investing activities | (33,938) | (163,603) | (31,488) |
Financing activities: | |||
Acquisition of treasury stock | (15,223) | (8,360) | (8,317) |
Excess tax benefit from stock based compensation | 2,400 | 2,550 | 1,837 |
Proceeds from exercise of employee stock options | 3,517 | 5,542 | 527 |
Proceeds from bank borrowings | 178,000 | 239,500 | 127,000 |
Repayment of notes payable and bank borrowings | (192,543) | (172,983) | (127,052) |
Debt issuance costs | (5,642) | ||
Other | 3 | ||
Net cash (used in) provided by financing activities | (23,849) | 60,607 | (6,002) |
Net change in cash and cash equivalents | (114) | 22,737 | 5,049 |
Cash and cash equivalents: | |||
Beginning of year | 27,940 | 5,203 | 154 |
End of year | $ 27,826 | $ 27,940 | $ 5,203 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Cash Flow, Supplemental Disclosures [Text Block] | Supplemental Cash Flow Information: - Interest paid amounted to $5.0 million, $4.3 million and $1.0 million, for the years ended July 3, 2016, June 28, 2015 and June 29, 2014, respectively. - The Company paid income taxes of approximately $13.4 million, $5.1 million and $7.0 million, net of tax refunds received, for the years ended July 3, 2016, June 28, 2015, and June 29, 2014, respectively. |
Note 1 - Description of Busines
Note 1 - Description of Business | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | Note 1. Description of Business 1-800-FLOWERS.COM, Inc. and its subsidiaries (collectively, the “Company”) is a leading provider of gourmet food and floral gifts for all occasions. For the past 40 years, 1-800-FLOWERS® (1-800-356-9377 or www.1800flowers.com) has been helping deliver smiles for our customers with gifts for every occasion, including fresh flowers and the finest selection of plants, gift baskets, gourmet foods, confections, candles, balloons and plush stuffed animals. As always, our 100% Smile Guarantee® backs every gift. The Company ’s BloomNet® international floral wire service (www.mybloomnet.net) provides a broad range of quality products and value-added services designed to help professional florists grow their businesses profitably. The 1-800-FLOWERS.COM, Inc. “Gift Shop” also includes gourmet gifts such as premium, gift-quality fruits and other gourmet items from Harry & David® (1-877-322-1200 or www.harryanddavid.com), popcorn and specialty treats from The Popcorn Factory® (1-800-541-2676 or www.thepopcornfactory.com); cookies and baked gifts from Cheryl’s® (1-800-443-8124 or www.cheryls.com); premium chocolates and confections from Fannie May® (www.fanniemay.com and www.harrylondon.com); gift baskets and towers from 1-800- Baskets.com® (www.1800baskets.com); premium English muffins and other breakfast treats from Wolferman’s® (1-800-999-1910 or www.wolfermans.com); carved fresh fruit arrangements from FruitBouquets.com (www.fruitbouquets.com); and top quality steaks and chops from Stock Yards® (www.stockyards.com). |
Note 2 - Significant Accounting
Note 2 - Significant Accounting Policies | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Note 2. Significant Accounting Policies Basis of Presentation The consolidated financial statements include the accounts of 1-800-FLOWERS.COM, Inc. and its subsidiaries (collectively, the “ Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. During fiscal 2016, 2015, and 2014 approximately 1%, 2%, and 2% respectively, of consolidated net revenue came from international sources. During the fourth quarter of fiscal 2013, the Company made the strategic decision to divest the e-commerce and procurement businesses of its Winetasting Network subsidiary in order to focus on growth opportunities in its Gourmet Foods and Gift Baskets business segment. The Company closed on the sale of its Winetasting Network business on December 31, 2013. The Company has classified the results of the e-commerce and procurement business of The Winetasting Network as a discontinued operation in fiscal 2014 . Fiscal Year The Company ’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to June 30. Fiscal year 2016, which ended on July 3, 2016, consisted of 53 weeks, while fiscal years 2015 and 2014, which ended on June 28, 2015 and June 29, 2014, respectively, consisted of 52 weeks . Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of demand deposits with banks, highly liquid money market funds, United States government securities, overnight repurchase agreements and commercial paper with maturities of three months or less when purchased. Inventories Inventories are valued at the lower of cost or market using the first-in, first-out method of accounting. Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation expense is computed using the straight-line method over the assets ’ estimated useful lives. Amortization of leasehold improvements and capital leases is computed using the straight-line method over the shorter of the estimated useful lives and the initial lease terms. The Company capitalizes certain internal and external costs incurred to acquire or develop internal-use software. Capitalized software costs are amortized on a straight-line basis over the estimated useful life of the software. Orchards in production, consisting of direct labor and materials, supervision and other items, are capitalized as part of capital projects in progress – orchards until the orchards produce fruit in commercial quantities. Upon attaining commercial levels of production the capital investments in these orchards are recorded as land improvements. Estimated useful lives are periodically reviewed, and where appropriate, changes are made prospectively. The Company’s property plant and equipment is depreciated using the following estimated lives: Building and building improvements (years) 10 - 40 Leasehold improvements (years) 3 - 10 Furniture, fixtures and production equipment (years) 3 - 10 Software (years) 3 - 7 Orchards in production and land improvements 15 - 35 Property, plant and equipment are reviewed for impairment whenever changes in circumstances or events may indicate that the carrying amounts are not recoverable. Goodwill Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination, with the carrying value of the Company ’s goodwill allocated to its reporting units, in accordance with the acquisition method of accounting. Goodwill is not amortized, but it is subject to an annual assessment for impairment, which the Company performs during the fourth quarter, or more frequently if events occur or circumstances change such that it is more likely than not that an impairment may exist. The Company tests goodwill for impairment at the reporting unit level. The Company identifies its reporting units by assessing whether the components of its operating segments constitute businesses for which discrete financial information is available and management of each reporting unit regularly reviews the operating results of those components. In applying the goodwill impairment test, the Company has the option to perform a qualitative test (also known as “Step 0”) or a two-step quantitative test (consisting of “Step 1” and “Step 2”). Under the Step 0 test, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the reporting units is less than its carrying value. Qualitative factors may include, but are not limited to economic conditions, industry and market considerations, cost factors, overall financial performance of the reporting unit and other entity and reporting unit specific events. If after assessing these qualitative factors, the Company determines it is “more-likely-than-not” that the fair value of the reporting unit is less than the carrying value, then performing the two-step quantitative test is necessary. The first step (“Step 1”) of the two-step quantitative test requires comparison of the fair value of each of the reporting units to the respective carrying value. If the carrying value of the reporting unit is less than the fair value, no impairment exists and the second step (“Step 2”) is not performed. If the carrying value of the reporting unit is higher than the fair value, Step 2 must be performed to compute the amount of the goodwill impairment, if any. In Step 2, the impairment is computed by comparing the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized for the excess. The Company generally estimates the fair value of a reporting unit using an equal weighting of the income and market approaches. The Company uses industry accepted valuation models and set criteria that are reviewed and approved by various levels of management and, in certain instances, the Company engages third-party valuation specialists. Under the income approach, the Company uses a discounted cash flow methodology which requires management to make significant estimates and assumptions related to forecasted revenues, gross profit margins, operating income margins, working capital cash flow, perpetual growth rates, and long-term discount rates, among others. For the market approach, the Company uses the guideline public company method. Under this method the Company utilizes information from comparable publicly traded companies with similar operating and investment characteristics as the reporting units, to create valuation multiples that are applied to the operating performance of the reporting unit being tested, in order to obtain their respective fair values. The Company also reconciles the aggregate fair values of its reporting units determined in the first step (as described above) to its current market capitalization, allowing for a reasonable control premium . During fiscal 2016 the Company performed a Step 0 analysis and determined that it is not “more likely than not” that the fair values of the reporting units were less than their carrying amounts. During fiscal years 2015 and 2014, the Company performed the two-step quantitative impairment test. Other Intangibles, net Other intangibles consist of definite-lived intangible assets (such as investment in licenses, customer lists, and others) and indefinite-lived intangible assets (such as acquired trade names and trademarks). The cost of definite-lived intangible assets is amortized to reflect the pattern of economic benefits consumed, over the estimated periods benefited, ranging from 3 to 16 years, while indefinite-lived intangible assets are not amortized. Definite-lived intangibles are reviewed for impairment whenever changes in circumstances or events may indicate that the carrying amounts are not recoverable. When such events or changes in circumstances occur, a recoverability test is performed comparing projected undiscounted cash flows from the use and eventual disposition of an asset or asset group to its carrying value. If the projected undiscounted cash flows are less than the carrying value, then an impairment charge would be recorded for the excess of the carrying value over the fair value, which is determined by discounting future cash flows . The Company tests indefinite-lived intangible assets for impairment at least annually, during the fourth quarter, or whenever changes in circumstances or events may indicate that the carrying amounts are not recoverable. In applying the impairment test, the Company has the option to perform a qualitative test (also known as “Step 0”) or a quantitative test. Under the Step 0 test, the Company assesses qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. Qualitative factors may include, but are not limited to economic conditions, industry and market considerations, cost factors, financial performance, legal and other entity and asset specific events. If after assessing these qualitative factors, the Company determines it is “more-likely-than-not” that the indefinite-lived intangible asset is impaired, then performing the quantitative test is necessary. The quantitative impairment test for indefinite-lived intangible assets encompasses calculating a fair value of an indefinite-lived intangible asset and comparing the fair value to its carrying value. If the carrying value exceeds the fair value, impairment is recognized for the difference. To determine fair value of other indefinite-lived intangible assets, the Company uses an income approach, the relief-from-royalty method. This method assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to obtain the rights to use the comparable asset. Other indefinite-lived intangible assets’ fair values require significant judgments in determining both the assets’ estimated cash flows as well as the appropriate discount and royalty rates applied to those cash flows to determine fair value. During fiscal 2016 the Company performed a Step 0 analysis and determined that it is not “more likely than not” that the fair values of the indefinite-lived intangibles were less than their carrying amounts. During fiscal years 2015 and 2014, the Company performed the two-step quantitative impairment test. Business Combinations The Company accounts for business combinations in accordance with ASC Topic 805 which requires, among other things, the acquiring entity in a business combination to recognize the fair value of all the assets acquired and liabilities assumed; the recognition of acquisition-related costs in the consolidated results of operations; the recognition of restructuring costs in the consolidated results of operations for which the acquirer becomes obligated after the acquisition date; and contingent purchase consideration to be recognized at their fair values on the acquisition date with subsequent adjustments recognized in the consolidated results of operations. The fair values assigned to identifiable intangible assets acquired are determined primarily by using an income approach which is based on assumptions and estimates made by management. Significant assumptions utilized in the income approach are based on company specific information and projections which are not observable in the market and are therefore considered Level 3 measurements. The excess of the purchase price over the fair value of the identified assets and liabilities is recorded as goodwill. Operating results of the acquired entity are reflected in the Company ’s consolidated financial statements from date of acquisition. Deferred Catalog Costs The Company capitalizes the costs of producing and distributing its catalogs. These costs are amortized in direct proportion to actual sales from the corresponding catalogs over a period not to exceed 12 months. Included within prepaid and other current assets was $3.0million and $2.5million at July 3, 2016 and June 28, 2015 respectively, relating to prepaid catalog expenses. Investments The Company has certain investments in non-marketable equity instruments of private companies. The Company accounts for these investments using the equity method if they provide the Company the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee between 20% and 50%, although other factors, such as representation on the investee ’s Board of Directors, are considered in determining whether the equity method is appropriate. The Company records equity method investments initially at cost, and adjusts the carrying amount to reflect the Company’s share of the earnings or losses of the investee. The Company ’s equity method investments are comprised of a 32% interest in Flores Online, a Sao Paulo, Brazil based internet floral and gift retailer, that the Company made on May 31, 2012. The book value of this investment was $1.1 million as of July 3, 2016 and $2.9 million as of June 28, 2015, and is included in the “Other assets” line item within the Company’s consolidated balance sheets. The Company’s equity in the net income (loss) of Flores Online for the years ended July 3, 2016 and June 28, 2015 was $(0.1) million and $(0.3) million, respectively. During the quarter ended September 27, 2015, the Company determined that the fair value of its investment in Flores Online ($1.2 million) was below its carrying value ($2.9 million) and that this decline was other-than-temporary. As a result, the Company recorded an impairment charge of $1.7 million, which is included within the “Other (income) expense, net” line items in the Company’s consolidated statements of income. Investments in non-marketable equity instruments of private companies, where the Company does not possess the ability to exercise significant influence, are accounted for under the cost method. Cost method investments are originally recorded at cost, and are included within the “Other assets” line item within the Company ’s consolidated balance sheets. The aggregate carrying amount of the Company’s cost method investments was $1.7 million as of July 3, 2016 (including a $1.5 million investment in Euroflorist – see Note 4) and $0.7 million as of June 28, 2015. During the quarter ended July 3, 2016, the Company determined that the fair value of one of its cost method investments was below its carrying value and that the decline was other-than-temporary. As a result the Company recorded an impairment charge of $0.5 million, which is included within the “Other (income) expense, net” line items in the Company’s consolidated statements of income. The Company also holds certain trading securities associated with its Non-Qualified Deferred Compensation Plan (“NQDC Plan”). These investments are measured using quoted market prices at the reporting date and are included in Other assets in the condensed consolidated balance sheets (see Note 10). Each reporting period, the Company uses available qualitative and quantitative information to evaluate its investments for impairment. When a decline in fair value, if any, is determined to be other-than-temporary, an impairment charge is recorded in the consolidated statement of operations. Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company maintains cash and cash equivalents with high quality financial institutions. Concentration of credit risk with respect to accounts receivable is limited due to the Company's large number of customers and their dispersion throughout the United States, and the fact that a substantial portion of receivables are related to balances owed by major credit card companies. Allowances relating to consumer, corporate and franchise accounts receivabl e ($2.1 million at July 3, 2016 and $2.2 million at June 28, 2015) have been recorded based upon previous experience and management’s evaluation. Revenue Recognition Net revenues are generated by e-commerce operations from the Company ’s online and telephonic sales channels as well as other operations (retail/wholesale) and primarily consist of the selling price of merchandise, service or outbound shipping charges, net of discounts, returns and credits. Net revenues are recognized primarily upon product delivery and do not include sales tax. Net revenues generated by the Company’s BloomNet Wire Service operations include membership fees as well as other products and service offerings to florists. Membership fees are recognized monthly in the period earned, and products sales are recognized upon product shipment with shipping terms primarily FOB shipping point. Cost of Revenues Cost of revenues consists primarily of florist fulfillment costs (fees paid directly to florists), the cost of floral and non-floral merchandise sold from inventory or through third parties, and associated costs including inbound and outbound shipping charges. Additionally, cost of revenues includes labor and facility costs related to manufacturing and production operations. Marketing and Sales Marketing and sales expense consists primarily of advertising and promotional expenditures, catalog costs, online portal and search expenses, retail store and fulfillment operations (other than costs included in cost of revenues), and customer service center expenses, as well as the operating expenses of the Company ’s departments engaged in marketing, selling and merchandising activities. The Company expenses all advertising costs, with the exception of catalog costs (see Deferred Catalog Costs Technology and Development Technology and development expense consists primarily of payroll and operating expenses of the Company ’s information technology group, costs associated with its websites, including hosting, content development and maintenance and support costs related to the Company’s order entry, customer service, fulfillment and database systems. Costs associated with the acquisition or development of software for internal use are capitalized if the software is expected to have a useful life beyond one year and amortized over the software’s useful life, typically three to seven years. Costs associated with repair maintenance or the development of website content are expensed as incurred as the useful lives of such software modifications are less than one year. Stock -Based Compensation The Company records compensation expense associated with restricted stock awards and other forms of equity compensation based upon t he fair value of stock-based awards as measured at the grant date. The cost associated with share-based awards that are subject solely to time-based vesting requirements, less expected forfeitures, is recognized over the awards’ service period for the entire award on a straight-line basis. The cost associated with performance-based equity awards is recognized for each tranche over the service period, based on an assessment of the likelihood that the applicable performance goals will be achieved. Derivatives and hedging The Company does not enter into derivative transactions for trading purposes, but rather, on occasion to manage its exposure to interest rate fluctuations. When entering into these transactions, the Company has managed its floating rate debt using interest rate swaps in order to reduce its exposure to the impact of changing interest rates on its consolidated results of operations and future cash outflows for interest. The Company did not have any open derivative positions at July 3, 2016 and June 28, 2015. Income Taxes The Company uses the asset and liability method to account for income taxes. The Company has established deferred tax assets and liabilities for temporary differences between the financial reporting bases and the income tax bases of its assets and liabilities at enacted tax rates expected to be in effect when such assets or liabilities are realized or settled. The Company recognizes as a deferred tax asset, the tax benefits associated with losses related to operations. Realization of these deferred tax assets assumes that we will be able to generate sufficient future taxable income so that these assets will be realized. The factors that the Company considers in assessing the likelihood of realization include the forecast of future taxable income and available tax planning strategies that could be implemented to realize the deferred tax assets. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements on a particular tax position are measured based on the largest benefit that has a greater than a 50% likelihood of being realized upon settlement. The amount of unrecognized tax benefits (“UTBs”) is adjusted as appropriate for changes in facts and circumstances, such as significant amendments to existing tax law, new regulations or interpretations by the taxing authorities, new information obtained during a tax examination, or resolution of an examination. We recognize both accrued interest and penalties, where appropriate, related to UTBs in income tax expense. Assumptions, judgment and the use of estimates are required in determining if the “more likely than not” standard has been met when developing the provision for income taxes. Net Income Per Share Basic net income per common share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income per share is computed using the weighted-average number of common and dilutive common equivalent shares (consisting primarily of employee stock options and unvested restricted stock awards) outstanding during the period . Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” This amended guidance will enhance the comparability of revenue recognition practices and will be applied to all contracts with customers. Expanded disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized are requirements under the amended guidance. This guidance will be effective for the Company ’s fiscal year ending June 30, 2019 and may be applied retrospectively. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In April 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement.” This standard provides guidance to help entities determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. Upon adoption, an entity has the option to apply the provisions of ASU 2015-05 either prospectively to all arrangements entered into or materially modified, or retrospectively. This standard is effective for the Company ’s fiscal year ending July 2, 2017. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which amends ASC 835-30, “Interest – Imputation of Interest.” In order to simplify the presentation of debt issuance costs, ASU No. 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from that debt liability, consistent with the presentation of a debt discount. This presentation is consistent with the guidance in Concepts Statement 6, which states that debt issuance costs are similar to a debt discount and in effect reduce the proceeds of borrowing, thereby increasing the effective interest rate. Concepts Statement 6 further states that debt issuance costs are not assets because they provide no future economic benefit. This new guidance is effective for the Company’s fiscal year ending July 2, 2017 and should be applied retrospectively. In July 2015, the FASB issued ASU No. 2015-11, “Inventory (Topic 330).” The pronouncement was issued to simplify the measurement of inventory and changes the measurement from lower of cost or market to lower of cost and net realizable value. ASU 2015-11 is effective for the Company ’s fiscal year ending July 1, 2018. The adoption of ASU 2015-11 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In November 2015 the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” which will require entities to present deferred tax assets (“DTAs”) and deferred tax liabilities (“DTLs”) as noncurrent in a classified balance sheet. The ASU simplifies the current guidance (ASC 740-10-45-4), which requires entities to separately present DTAs and DTLs as current and noncurrent in a classified balance sheet. The ASU is effective for the Company ’s fiscal year ending July 1, 2018, and interim periods within those annual periods. However, the FASB allowed early adoption of the standard, and therefore, the Company adopted this ASU as of December 27, 2015, and has reclassified all prior periods to be consistent with the requirements outlined in the ASU. The impact of the adoption was to reclassify and net $4.9 million of current deferred tax assets within long-term deferred tax liabilities, as of June 28, 2015. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities." The pronouncement requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. These changes become effective for the Company's fiscal year ending June 30, 2019. The adoption is not expected to have a significant impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” Under this guidance, an entity is required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. This guidance offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for the Company ’s fiscal year ending June 28, 2020. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In March 2016 the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting.” ASU No. 2016-09 affects all entities that issue share-based payment awards to their employees. ASU No. 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows, including recognizing all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement rather than in additional paid-in capital. ASU No. 2016-09 is effective for the Company ’s fiscal year ending July 1, 2018. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In June 2016, the FASB issued ASU no. 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 introduces a new forward-looking “expected loss” approach, to estimate credit losses on most financial assets and certain other instruments, including trade receivables. The estimate of expected credit losses will require entities to incorporate considerations of historical information, current information and reasonable and supportable forecasts. This ASU also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. ASU 2016-13 is effective for the Company’s fiscal year ending July 4, 2021, and the guidance is to be applied using the modified-retrospective approach. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. Reclassifications Certain balances in the prior fiscal years have been reclassified to conform to the presentation in the current fiscal year. See “Recent Accounting Pronouncements” above regarding the impact of our adoption of ASU No. 2015-17 upon the classification of deferred tax assets in our consolidated balance sheets. |
Note 3 - Net Income Per Common
Note 3 - Net Income Per Common Share from Continuing Operations | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 3 – Net Income Per Common Share from Continuing Operations The following table sets forth the computation of basic and diluted net income per common share from continuing operations: Years Ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands, except per share data) Numerator: Income from continuing operations $ 35,868 $ 19,384 $ 13,946 Less: Net loss attributable to noncontrolling interest (1,007 ) (903 ) (697 ) Income from continuing operations attributable to 1-800-FLOWERS.COM, Inc. $ 36,875 $ 20,287 $ 14,643 Denominator: Weighted average shares outstanding 64,896 64,976 64,035 Effect of dilutive securities: Employee stock options (1) 1,294 1,561 1,083 Employee restricted stock awards 893 1,065 1,342 2,187 2,626 2,425 Adjusted weighted-average shares and assumed conversions 67,083 67,602 66,460 Net income per common share from continuing operations attributable to 1-800-FLOWERS.COM, Inc. Basic $ 0.57 $ 0.31 $ 0.23 Diluted $ 0.55 $ 0.30 $ 0.22 Note (1): The effect of options to purchase 0.1 million, 0.1 million and 1.2 million shares for the years ended July 3, 2016, June 28, 2015 and June 29, 2014, respectively, were excluded from the calculation of net income per share on a diluted basis as their effect is anti-dilutive. |
Note 4 - Acquisitions and Dispo
Note 4 - Acquisitions and Dispositions | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 4. Acquisitions and Dispositions Acquisition of Harry & David On September 30, 2014, the Company completed its acquisition of Harry & David, a leading multi-channel specialty retailer and producer of branded premium gift-quality fruit, gourmet food products and other gifts marketed under the Harry & David brands. The transaction, for a purchase price of $142.5 million, includes the Harry & David ’s brands and websites as well as its headquarters, manufacturing and distribution facilities and orchards in Medford, Oregon, a warehouse and distribution facility in Hebron, Ohio and 48 Harry & David retail stores located throughout the country. During the quarter ended June 28, 2015, the Company finalized the allocation of the purchase price to the identifiable assets acquired and liabilities assumed based on its estimates of their fair values on the acquisition date. The determination of the fair values of the acquired assets and assumed liabilities (and the related determination of estimated lives of depreciable tangible and identifiable intangible assets) requires significant judgment. The estimates and assumptions include the projected timing and amount of future cash flows and discount rates reflecting risk inherent in the future cash flows. Of the acquired intangible assets, $5.2 million was assigned to customer lists, which are being amortized over the estimated remaining lives of between 4 to 11 years, $35.5 million was assigned to trademarks, $1.1 million was assigned to leasehold positions and $16.0 million was assigned to goodwill, which is not expected to be deductible for tax purposes. The goodwill recognized in conjunction with our acquisition of Harry & David is primarily related to synergistic value created in terms of both operating costs and revenue growth opportunities, enhanced financial and operational scale, and other strategic benefits. It also includes certain other intangible assets that do not qualify for separate recognition, such as an assembled workforce. The following table summarizes the final allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed at the date of the acquisition: Harry & David Final Purchase Price Allocation (in thousands) Current assets $ 126,268 Intangible assets 41,827 Goodwill 16,042 Property, plant and equipment 105,079 Other assets (131) Total assets acquired 289,085 Current liabilities, including short-term debt 104,513 Deferred tax liabilities 42,048 Other liabilities assumed 24 Total liabilities assumed 146,585 Net assets acquired $ 142,500 The estimated fair value of the acquired work in process and finished goods inventory was determined utilizing the income approach. The income approach estimates the fair value of the inventory based on the net retail value of the inventory less operating expenses and a reasonable profit allowance. Raw materials inventory was valued at book value, as there have not been any significant price fluctuations or other events that would materially change the cost to replace the raw materials. The estimated fair value of the deferred revenue was determined based on the costs to perform the remaining services and/or satisfy the Company ’s remaining obligations, plus a reasonable profit for those activities. These remaining costs exclude sales and marketing expenses since the Deferred Revenue has already been “sold,” and no additional sales and marketing expenses will be incurred. The reasonable profit to be earned on the deferred revenue was estimated based on the profit mark-up that the Company earns on similar services. The estimated fair value of property, plant and equipment was determined utilizing a combination of the cost, sales comparison, market, and excess earnings method approaches, as follows: Under the cost approach a replacement cost of the asset is first determined based on replacing the real property with assets of equal utility and functionality, developed based on both the indirect and the direct cost methods. The indirect cost method includes multiplying the assets ’ historical costs by industry specific inflationary trend factors to yield an estimated replacement cost. In applying this method, all direct and indirect costs including tax, freight, installation, engineering and other associated soft costs were considered. The direct cost method includes obtaining a current replacement cost estimate from the Company and equipment dealers, which includes all applicable direct and indirect costs. An appropriate depreciation allowance is then applied to the replacement cost based on the effective age of the assets relative to the expected normal useful lives of the assets, condition of the assets, and the planned future utilization of the assets. The determination of fair value also includes considerations of functional obsolescence and economic obsolescence, where applicable. The sales comparison approach was considered for certain real estate property. Under the sales comparison approach, an estimate of fair value is determined by comparing the property being valued to similar properties that have been sold within a reasonable period from the valuation date, applying appropriate units of comparison. The market approach was considered for certain assets with active secondary markets including agricultural equipment, automobiles, computer equipment, and general equipment, mobile equipment, packaging machinery and semi-tractors. Under the market approach market, comparables for the assets are obtained from equipment dealers, resellers, industry databases, and published price guides. The market comparables are then adjusted to the subject assets based on age, condition or type of transaction. All applicable direct and indirect costs are also considered and reflected in the final fair value determination. The fair value of orchards in production was determined based on the excess earnings method under the income approach. This valuation approach assumed that the orchards ’ production could be sold independently through a wholesale market rather than Harry & David’s retail channel. The excess earnings method required calculating future crop revenue as determined by multiplying the future crop volume in tons to be produced by the projected price per ton based on the USDA “Agricultural Prices” report released January 31, 2015 by the National Agricultural Statistics Services. Appropriate expenses were deducted from the sales attributable to the orchards and economic rents were charged for the return on contributory assets. The after-tax cash flows attributable to the asset were discounted back to their net present value at an appropriate rate of return and summed to calculate the value of the orchards. The estimated fair value of the acquired trademarks was determined using the relief from royalty method, which is a risk-adjusted discounted cash flow approach. The relief from royalty method values an intangible asset by estimating the royalties saved through ownership of the asset. The relief from royalty method requires identifying the future revenue that would be generated by the trademark, multiplying it by a royalty rate deemed to be avoided through ownership of the asset and discounting the projected royalty savings amounts back to the acquisition date. The royalty rate used in the valuation was based on a consideration of market rates for similar categories of assets. The discount rate used in the valuation was based on the Company ’s weighted average cost of capital, the riskiness of the earnings stream association with the trademarks and the overall composition of the acquired assets. The estimated fair value of the acquired customer lists was determined using the excess earnings method under the income approach. This method requires identifying the future revenue that would be generated by existing customers at the time of the acquisition, considering an appropriate attrition rate based on the historical experience of the Company. Appropriate expenses are then deducted from the revenues and economic rents are charged for the return on contributory assets. The after-tax cash flows attributable to the asset are discounted back to their net present value at an appropriate intangible asset rate of return and summed to calculate the value of the customer lists. Operating results of Harry & David are reflected in the Company ’s consolidated financial statements from the date of acquisition, within its Gourmet Food & Gift Baskets segment. Harry & David contributed net revenues of $359.7 million and operating income of approximately $24.6 million from September 30, 2014 through June 28, 2015. These amounts are not necessarily indicative of the results of operations that Harry & David would have realized had it continued to operate as a stand-alone company during the period presented due to integration activities since the acquisition date, and due to costs that are now reflected in the Company’s unallocated corporate costs which are not allocated to Harry & David. As required by ASC 805, “Business Combinations,” the following unaudited pro forma financial information for the year ended June 28, 2015, gives effect to the Harry & David acquisition as if it had been completed on July 1, 2013. The unaudited pro forma financial information is prepared by management for informational purposes only in accordance with ASC 805 and is not necessarily indicative of or intended to represent the results that would have been achieved had the acquisition been consummated as of the dates presented, and should not be taken as representative of future consolidated results of operations. The unaudited pro forma financial information does not reflect any operating efficiencies and/or cost savings that the Company may achieve with respect to the combined companies. The pro forma information has been adjusted to give effect to nonrecurring items that are directly attributable to the acquisition. Years Ended July 3, 2016 (Actuals) June 28, 2015 (unaudited) (Pro-forma) June 29, 2014 (unaudited) (Pro-forma) Net revenues from continuing operations $ 1,173,024 $ 1,152,103 $ 1,142,946 Income from continuing operations attributable to 1-800-FLOWERS.COM, Inc. $ 36,875 $ 17,812 $ 19,439 Diluted net income per common share attributable to 1-800-FLOWERS.COM, Inc. $ 0.55 $ 0.26 $ 0.29 The unaudited pro forma amounts above include the following adjustments: (1) An increase of net revenues and a decrease of cost of sales by $1.6 million and $4.8 million, to reflect the impact of purchase accounting adjustments related to Harry & David ’s deferred revenue and inventory fair value step-up in the year ended June 28, 2015. (2) A decrease of operating expenses by $17.4 million during the year ended June 28, 2015, to eliminate acquisition costs ($11.9 million during the year ended June 28, 2015), integration costs ($3.0 million during the year ended June 28, 2015) and severance costs ($2.5 million during the year ended June 28, 2015) directly related to the transaction. (3) A decrease of operating expenses by $0.4 million during the year ended June 29, 2014, to eliminate acquisition costs directly related to the transaction. (4) An increase of operating expenses by $0.2 million during the year ended June 29, 2014, to reflect the additional amortization expense related to the increase in definite lived intangibles. (5) An increase to interest expense by $1.1 million for the year ended June 28, 2015 to reflect the incremental impact of the 2014 Credit Facility utilized to finance the acquisition, assuming our new credit facility was in place on July 1, 2013. (6) The adjustments above were tax effected at the combined entity ’s assumed effective tax rate for the respective periods. Acquisition of Fannie May retail stores On June 27, 2014, the Company and GB Chocolates LLC (GB Chocolates) entered into a settlement agreement, resulting in the termination of the GB Chocolates franchise agreement, and its exclusive area development rights. As a result, in fiscal 2014, the Company recognized the previously deferred non-refundable area development fees of $0.7 million. In addition, per the terms of the non-performance Promissory Note, GB Chocolates paid $1.2 million as a result of its failure to complete its development obligations under the 2011 Area Development Agreement (the 2011 ADA). As a result, during the fourth quarter of fiscal 2014, the Company recognized revenue of $1.0 million ($0.2 million had been previously recognized). The Company has no plans to market the territories covered in the 2011 ADA. In conjunction with the settlement agreement, the Company and GB Chocolates entered into an asset purchase agreement whereby the Company repurchased 16 of the original 17 Fannie May retail stores sold to GB Chocolates in November 2011. The acquisition was accounted for using the purchase method of accounting in accordance with FASB guidance regarding business combinations. The purchase price of $6.4 million was financed utilizing available cash balances. During the quarter ended June 28, 2015, the Company finalized the allocation of the purchase price to the identifiable assets acquired and liabilities assumed based on our estimates of their fair values on the acquisition date. There have been no measurement period adjustments. The following table summarizes the final allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed at the date of the acquisition: Final Purchase Price Allocation (in thousands) Current Assets $ 103 Property, plant and equipment 487 Goodwill 5,783 Net assets acquired $ 6,373 Operating results of the acquired stores are reflected in the Company ’s consolidated financial statements from the date of acquisition, within the Gourmet Food & Gift Baskets segment. Disposition of Colonial Gifts Limited On December 3, 2013, the Company completed its acquisition of a controlling interest in Colonial Gifts Limited (“iFlorist”). iFlorist, located in the UK, is a direct-to-consumer marketer of floral and gift-related products sold and delivered throughout Europe. The acquisition was achieved in stages and was accounted for using the acquisition method of accounting in accordance with the FASB ’s guidance regarding business combinations. During the quarter ended September 27, 2015, the Company ’s management committed to a plan to sell its iFlorist business in order to focus its internal resources and capital on integrating Harry & David and achieving expected synergy savings. During October 2015, the Company completed the sale of substantially all of the assets of iFlorist to Euroflorist AB (“Euroflorist”), a pan-European floral and gifting company headquartered in Malmo, Sweden. As consideration for the assets sold, the Company received an investment in Euroflorist with a fair value on the date of sale of approximately $1.5 million. The Company will account for this investment using the cost method as it does not possess the ability to exercise significant influence over Euroflorist. As a result of the above, the Company determined that the iFlorist business (disposal group) met the held for sale criteria, as prescribed by FASB ASC 360-10-45-9, as of September 27, 2015. As a result, the Company compared iFlorist ’s carrying amount ($3.4 million) to its fair value less cost to sell ($1.5 million), and recorded an impairment charge of $1.9 million during the period ended September 27, 2015. The Company recorded this impairment charge within “Other (income) expense, net” in the condensed consolidated statements of operations. During the quarter ended December 27, 2016, the Company completed the sale of the iFlorist business and recorded an additional loss on sale of $0.2 million. |
Note 5 - Inventory
Note 5 - Inventory | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | Note 5. Inventory The Company ’s inventory, stated at cost, which is not in excess of market, includes purchased and manufactured finished goods for sale, packaging supplies, crops, raw material ingredients for manufactured products and associated manufacturing labor and is classified as follows: July 3, 2016 June 28, 2015 (in thousands) Finished goods $ 44,264 $ 43,254 Work-in-process 24,573 16,020 Raw materials 34,491 33,889 $ 103,328 $ 93,163 |
Note 6 - Goodwill and Intangibl
Note 6 - Goodwill and Intangible Assets | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | Note 6. Goodwill and Intangible Assets The following table presents goodwill by segment and the related change in the net carrying amount: Consumer Floral BloomNet Wire Service Gourmet Food & Gift Baskets (1) Total Balance at June 29, 2014 $ 16,691 $ - $ 43,475 $ 60,166 Harry & David acquisition 16,042 16,042 iFlorist measurement period adjustment 1,320 1,320 iFlorist translation adjustment (429 ) (429 ) Other (2 ) (2 ) Balance at June 28, 2015 $ 17,582 $ - $ 59,515 $ 77,097 Other (141 ) 711 570 Balance at July 3, 2016 $ 17,441 $ - $ 60,226 $ 77,667 (1) The total carrying amount of goodwill for all periods in the table above is reflected net of $71.1 million of accumulated impairment charges, which were recorded in the GFGB segment during f iscal 2009. There were no goodwill impairment charges in any segment during the years ended July 3, 2016, June 28, 2015 and June 29, 2014. The Company ’s other intangible assets consist of the following: July 3, 2016 June 28, 2015 Amortization Period (years) Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in thousands) Intangible assets with determinable lives Investment in licenses 14 - 16 $ 7,420 $ 5,832 $ 1,588 $ 7,420 $ 5,727 $ 1,693 Customer lists 3 - 10 21,144 15,960 5,184 21,815 14,595 7,220 Other 5 - 14 3,665 2,698 967 3,665 2,597 1,068 32,229 24,490 7,739 32,900 22,919 9,981 Trademarks with indefinite lives 71,261 - 71,261 72,144 - 72,144 Total identifiable intangible assets $ 103,490 $ 24,490 $ 79,000 $ 105,044 $ 22,919 $ 82,125 Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. No material impairments were recognized for the years ended July 3, 2016, June 28, 2015 and June 29, 2014. The amortization of intangible assets for the years ended July 3, 2016, June 28, 2015 and June 29, 2014 was $1.9 million, $2.1 million and $1.6 million, respectively. Future estimated amortization expense is as follows: 2017 - $1.5 million, 2018 – $1.3 million, 2019 - $0.7million, 2020 - $0.6 million, 2021 - $1.0 million and thereafter - $2.6 million. |
Note 7 - Property, Plant and Eq
Note 7 - Property, Plant and Equipment | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 7. Property, Plant and Equipment July 3, 2016 June 28, 2015 (in thousands) Land $ 30,789 $ 31,077 Orchards in production and land improvements 9,483 9,028 Building and building improvements 54,950 55,121 Leasehold improvements 21,584 19,459 Production equipment and furniture and fixtures 72,912 63,132 Computer and telecommunication equipment 52,737 56,582 Software 136,333 150,695 Capital projects in progress - orchards 8,513 7,335 Property, plant and equipment, gross 387,301 392,429 Accumulated depreciation and amortization (215,939 ) (222,329 ) Property, plant and equipment, net $ 171,362 $ 170,100 Depreciation expense for the years ended July 3, 2016, June 28, 2015 and June 29, 2014 was $30.5 million, $27.0 million and $18.2 million, respectively. |
Note 8 - Accrued Expenses
Note 8 - Accrued Expenses | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] | Note 8. Accrued Expenses Accrued expenses consisted of the following: July 3, 2016 June 28, 2015 (in thousands) Payroll and employee benefits $ 25,892 $ 36,370 Other 40,174 37,269 Accrued Expenses $ 66,066 $ 73,639 |
Note 9 - Long-term Debt
Note 9 - Long-term Debt | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 9. Long-Term Debt The Company ’s current and long-term debt consists of the following: July 3, 2016 June 28, 2015 (in thousands) Revolver (1) $ - $ - Term Loan (1) 117,563 131,813 Bank loan (2) - 293 Total debt 117,563 132,106 Less: current maturities of long-term debt 19,594 14,543 Long-term debt $ 97,969 $ 117,563 (1) In order to finance the Harry & David acquisition, on September 30, 2014, the Company entered into a Credit Agreement with JPMorgan Chase Bank as administrative agent, and a group of lenders (the “2014 Credit Facility”), consisting of a $142.5 million five-year term loan (the “Term Loan”) with a maturity date of September 30, 2019, and a co-terminus revolving credit facility (the “Revolver”), with a seasonally adjusted limit ranging from $100.0 to $200.0 million, which may be used for working capital (subject to applicable sublimits) and general corporate purposes. The Term Loan is payable in 20 quarterly installments of principal and interest beginning in December 2014, with escalating principal payments at the rate of 10% in years one and two, 15% in years three and four, and 20% in year five, with the remaining balance of $42.75 million due upon maturity. Upon closing of the acquisition, the Company borrowed $136.7 million under the Revolver to repay amounts outstanding under the Company’s and Harry & David’s previous credit agreements, as well as to pay acquisition-related transaction costs. There were no amounts outstanding under the Revolver as of July 3, 2016 or June 28, 2015. The 2014 Credit Facility requires that while any borrowings are outstanding the Company comply with certain financial and non-financial covenants, including the maintenance of certain financial ratios. The Company was in compliance with these covenants as of July 3, 2016. Outstanding amounts under the 2014 Credit Facility bear interest at the Company ’s option at either: (i) LIBOR, plus a spread of 175 to 250 basis points, as determined by the Company’s leverage ratio, or (ii) ABR, plus a spread of 75 to 150 basis points. The 2014 Credit Agreement is secured by substantially all of the assets of the Company and the Subsidiary Guarantors. Future principal payments under the term loan are as follows: $19.6 million – 2017, $21.4 million – 2018, $26.7 million – 2019 and $49.9 million– 2020. (2) Bank loan assumed through the Company ’s acquisition of a majority interest in iFlorist. The Company repaid this loan during the quarter ended December 27, 2015. |
Note 10 - Fair Value Measuremen
Note 10 - Fair Value Measurements | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 10. Fair Value Measurements Cash and cash equivalents, trade and other receivables, accounts payable and accrued expenses are reflected in the consolidated balance sheets at carrying value, which approximates fair value due to the short-term nature of these instruments. Although no trading market exists, the Company believes that the carrying amount of its debt approximates fair value due to its variable nature. The Company’s investments in non-marketable equity instruments of private companies are carried at cost and are periodically assessed for other-than-temporary impairment, when an event or circumstances indicate that an other-than-temporary decline in value may have occurred. The Company’s remaining financial assets and liabilities are measured and recorded at fair value (see table below). The Company’s non-financial assets, such as definite lived intangible assets and property, plant and equipment, are recorded at cost and are assessed for impairment when an event or circumstance indicates that an other-than-temporary decline in value may have occurred. Goodwill and indefinite lived intangibles are tested for impairment annually, or more frequently if events occur or circumstances change such that it is more likely than not that an impairment may exist, as required under the accounting standards. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants at the measurement date. The authoritative guidance for fair value measurements establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under the guidance are described below: Level 1 Valuations based on quoted prices in active markets for identical assets or liabilities that the entity has the ability to access. Level 2 Valuations based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. Level 3 Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following table presents by level, within the fair value hierarchy, financial assets and liabilities measured at fair value on a recurring basis: Carrying Value Fair Value Measurements Assets (Liabilities) Level 1 Level 2 Level 3 (in thousands) Assets (liabilities) as of July 3, 2016: Trading securities held in a “rabbi trust” (1) $ 4,852 $ 4,852 $ - $ - $ 4,852 $ 4,852 $ - $ - Assets (liabilities) as of June 28, 2015: Trading securities held in a “rabbi trust” (1) $ 3,118 $ 3,118 $ - $ - $ 3,118 $ 3,118 $ - $ - (1) The Company has established a Non-qualified Deferred Compensation Plan for certain members of senior management. Deferred compensation plan assets are invested in mutual funds held in a “rabbi trust” which is restricted for payment to participants of the NQDC Plan. Trading securities held in a rabbi trust are measured using quoted market prices at the reporting date and are included in Other assets, with the corresponding liability included in Other liabilities, in the consolidated balance sheets. |
Note 11 - Income Taxes
Note 11 - Income Taxes | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 11. Income Taxes The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. The Company is currently being audited by the Internal Revenue Service for fiscal year 2014, while fiscal years 2012, 2013 and 2015 remain subject to federal examination. Due to ongoing state examinations and non-conformity with the federal statute of limitations for assessment, certain states also remain open from fiscal 2012. The Company’s foreign income tax filings are open for examination by its respective foreign tax authorities in Canada, Brazil, and the United Kingdom from fiscal 2012. The Company ’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. At July 3, 2016, the Company has an unrecognized tax position of approximately $1.2 million, including accrued interest and penalties of $0.1 million. The Company believes that $0.9 million of unrecognized tax positions will be resolved over the next twelve months. Significant components of the income tax provision from continuing operations are as follows: Years ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands) Current provision (benefit): Federal $ 15,876 $ 6,630 $ 6,439 State 2,703 1,840 1,247 Foreign - (11 ) 11 Current Income tax expense 18,579 8,459 7,697 Deferred provision (benefit): Federal (2,949 ) 1,970 773 State (7 ) 631 28 Foreign (44 ) (130 ) (95 ) Deferred income tax expenses (benefit) (3,000 ) 2,471 706 Income tax expense $ 15,579 $ 10,930 $ 8,403 A reconciliation of the U.S. federal statutory tax rate to the Company ’s effective tax rate is as follows: Years ended July 3, 2016 June 28, 2015 June 29, 2014 Tax at U.S. statutory rates 35.0 % 35.0 % 35.0 % State income taxes, net of federal tax benefit 3.4 3.8 3.7 Valuation allowance change 1.3 2.6 1.5 Rate differences (2.6 ) 1.1 1.2 Tax settlements 1.1 1.4 (1.0 ) Deductible stock-based compensation (0.2 ) (1.3 ) (0.2 ) Domestic production deduction (2.6 ) (2.2 ) (1.9 ) Tax credits (4.2 ) (3.9 ) (1.7 ) Other, net (0.9 ) (0.4 ) 1.0 Effective tax rate 30.3 % 36.1 % 37.6 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The significant components of the Company's deferred income tax assets (liabilities) are as follows: Years ended July 3 , 2016 June 28, 2015 (in thousands) Deferred income tax assets: Net operating loss and credit carryforwards $ 6,901 $ 6,743 Accrued expenses and reserves 7,267 5,921 Stock-based compensation 4,531 3,622 Gross deferred income tax assets 18,699 16,286 Less: Valuation allowance (4,936 ) (4,589 ) Deferred tax assets, net 13,763 11,697 Deferred income tax liabilities: Other intangibles (24,357 ) (23,307 ) Tax in excess of book depreciation (24,923 ) (26,197 ) Deferred tax liabilities (49,280 ) (49,504 ) Net deferred income tax liabilities $ (35,517 ) $ (37,807 ) A valuation allowance is provided when it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. The Company has established valuation allowances primarily for net operating loss carryforwards in certain states and its United Kingdom, Brazilian and Canadian subsidiaries. At July 3, 2016 the Company’s federal net operating loss carryforwards were $2.2 million, which if not utilized, will begin to expire in fiscal 2025. The federal net operating loss is subject to Section 382 limitations of $0.3 million per year. The Company’s foreign net operating loss carryforward was $10.5 million, while the state net operating losses were $5.7 million, before federal benefit, which if not utilized, will begin to expire in fiscal 2017. |
Note 12 - Capital Stock
Note 12 - Capital Stock | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Capital Stock Disclosure [Text Block] | Note 12. Capital Stock Holders of Class A common stock generally have the same rights as the holders of Class B common stock, except that holders of Class A common stock have one vote per share and holders of Class B common stock have 10 votes per share on all matters submitted to the vote of stockholders. Holders of Class A common stock and Class B common stock generally vote together as a single class on all matters presented to the stockholders for their vote or approval, except as may be required by Delaware law. Class B common stock may be converted into Class A common stock at any time on a one-for-one share basis. Each share of Class B common stock will automatically convert into one share of Class A common stock upon its transfer, with limited exceptions. During fiscal 2016 and 2015, 4,047,040 and 2,748,550 shares of Class B common stock, respectively, were converted into shares of Class A common stock. The Company has a stock repurchase plan through which purchases can be made from time to time in the open market and through privately negotiated transactions, subject to general market conditions. The repurchase program is financed utilizing available cash. In June 2015, the Company’s Board of Directors authorized an increase of $25 million to its stock repurchase plan. The Company repurchased a total of $15.2 million (1,714,550 shares), $8.4 million (1,056,038 shares) and $8.3 million (1,561,206 shares) during the fiscal years ended July 3, 2016, June 28, 2015 and June 29, 2014, respectively, under this program. As of July 3, 2016, $12.0 million remains authorized under the plan. The Company has stock options and restricted stock awards outstanding to participants under the 1-800-FLOWERS.COM 2003 Long Term Incentive and Share Award Plan (the “Plan”). The Plan is a broad-based, long-term incentive program that is intended to attract, retain and motivate employees, consultants and directors to achieve the Company ’s long-term growth and profitability objectives, and therefore align stockholder and employee interests. The Plan provides for the grant to eligible employees, consultants and directors of stock options, share appreciation rights (“SARs”), restricted shares, restricted share units, performance shares, performance units, dividend equivalents, and other share-based awards (collectively “Awards”). |
Note 13 - Stock Based Compensat
Note 13 - Stock Based Compensation | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 13. Stock Based Compensation The Plan is administered by the Compensation Committee or such other Board committee (or the entire Board) as may be designated by the Board (the “Committee”). At July 3, 2016, the Company has reserved approximately 10.5 million shares of common stock for issuance, including options previously authorized for issuance under the 1999 Stock Incentive Plan. The amounts of stock-based compensation expense recognized in the periods presented are as follows: Years Ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands, except per share data) Stock options $ 432 $ 459 $ 420 Restricted stock awards 5,911 5,503 4,244 Total 6,343 5,962 4,664 Deferred income tax benefit 1,987 2,087 1,738 Stock-based compensation expense, net $ 4,356 $ 3,875 $ 2,926 Stock based compensation expense is recorded within the following line items of operating expenses: Years Ended July 3, 2016 June 28, 2015 July 29, 2014 (in thousands) Marketing and sales $ 2,306 $ 1,866 $ 1,261 Technology and development 493 392 298 General and administrative 3,544 3,704 3,105 Total $ 6,343 $ 5,962 $ 4,664 Stock-based compensation expense has not been allocated between business segments, but is reflected as part of Corporate overhead. (Refer to Note 15. Business Segments). Stock Options The weighted average fair value of stock options on the date of grant, and the assumptions used to estimate the fair value of the stock options using the Black-Scholes option valuation model, were as follows: Years ended July 3, 2016 (1) June 28, 2015 June 29, 2014 Weighted average fair value of options granted n/a $ 4.86 $ 3.16 Expected volatility n/a 52 % 61 % Expected life (in years) n/a 7.3 6.6 Risk-free interest rate n/a 1.9 % 1.6 % Expected dividend yield n/a 0.0 % 0.0 % (1) No options were granted during the fiscal year ended July 3, 2016. The expected volatility of the option is determined using historical volatilities based on historical stock prices. The Company estimated the expected life of options granted based upon the historical weighted average. The risk-free interest rate is determined using the yield available for zero-coupon U.S. government issues with a remaining term equal to the expected life of the option. The Company has never paid a dividend, and as such the dividend yield is 0.0%. The following table summarizes stock option activity during the year ended July 3, 2016: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (000s) Outstanding beginning of period 3,345,146 $ 2.93 Granted - $ - Exercised (1,044,255 ) $ 3.36 Forfeited/Expired (118,657 ) $ 7.33 Outstanding end of period 2,182,234 $ 2.49 4.8 $ 14,236 Options vested or expected to vest at end of period 2,117,259 $ 2.49 4.8 $ 13,821 Exercisable at July 3, 2016 1,261,234 $ 2.45 4.6 $ 8,271 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company ’s closing stock price on the last trading day of fiscal 2016 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on July 3, 2016. This amount changes based on the fair market value of the Company’s stock. The total intrinsic value of options exercised for the years ended July 3, 2016, June 28, 2015 and June 29, 2014 was $4.2 million, $3.6 million, and $0.4 million, respectively . The following table summarizes information about stock options outstanding at July 3, 2016: Options Outstanding Options Exercisable Exercise Price Options Outstanding Weighted - Average Remaining Contractual Life (years) Weighted - Average Exercise Price Options Exercisable Weighted - Average Exercise Price $1.69 – 1.79 1,001,000 4.3 $ 1.79 626,000 $ 1.79 $2.22 – 2.44 42,000 6.3 $ 2.43 42,000 $ 2.43 $2.63 – 2.63 1,010,000 0.9 $ 2.63 508,000 $ 2.63 $2.88 – 10.20 129,234 4.1 $ 6.85 85,234 $ 6.23 2,182,234 4.8 $ 2.49 1,261,234 $ 2.45 As of July 3, 2016, the total future compensation cost related to non-vested options not yet recognized in the statement of operations was $1.2 million and the weighted average period over which these awards are expected to be recognized was 2.9 years. Restricted Stock The Company grants shares of Common Stock to its employees that are subject to restrictions on transfer and risk of forfeiture until fulfillment of applicable service conditions and, in certain cases, holding periods (Restricted Stock). The following table summarizes the activity of non-vested restricted stock during the year ended July 3, 2016: Shares Weighted Average Grant Date Fair Value Non-vested – beginning of period 2,342,052 $ 5.62 Granted 1,027,706 $ 9.01 Vested (879,863 ) $ 5.21 Forfeited (472,826 ) $ 8.85 Non-vested - end of period 2,017,069 $ 6.78 The fair value of non-vested shares is determined based on the closing stock price on the grant date. As of July 3, 2016, there was $7.4 million of total unrecognized compensation cost related to non-vested restricted stock-based compensation to be recognized over a weighted-average period of 2.1 years. |
Note 14 - Employee Retirement P
Note 14 - Employee Retirement Plans | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | Note 14. Employee Retirement Plans The Company has a 401(k) Profit Sharing Plan covering substantially all of its eligible employees. All employees who have attained the age of 21 are eligible to participate upon completion of one month of service. Participants may elect to make voluntary contributions to the 401(k) plan in amounts not exceeding federal guidelines. On an annual basis the Company, as determined by its board of directors, may make certain discretionary contributions. Employees are vested in the Company's contributions based upon years of service. The Company suspended all contributions during fiscal years 2016, 2015 and 2014. The Company also has a nonqualified supplemental deferred compensation plan for certain executives pursuant to Section 409A of the Internal Revenue Code. Participants can defer from 1% up to a maximum of 100% of salary and performance and non-performance based bonus. The Company will match 50% of the deferrals made by each participant during the applicable period, up to a maximum of $2,500. Employees are vested in the Company's contributions based upon years of participation in the plan. Distributions will be made to participants upon termination of employment or death in a lump sum, unless installments are selected. As of July 3, 2016 and June 28, 2015, these plan liabilities, which are included in the “Other liabilities” line item within the Company ’s consolidated balance sheets, totaled $4.9 million and $3.1 million, respectively. The associated plan assets, which are subject to the claims of the creditors, are primarily invested in mutual funds and are included in “Other assets” line item within the Company’s consolidated balance Sheets. Company contributions during the years ended July 3, 2016, June 28, 2015 and June 29, 2014 were less than $0.1 million. Gains (losses) on these investments, were ($0.1) million, $0.2 million and $0.3 million for the years ended July 3, 2016, June 28, 2015 and June 29, 2014, are included in Other (income) expense, net, within the Company’s consolidated statements of income. |
Note 15 - Business Segments
Note 15 - Business Segments | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 15. Business Segments The Company ’s management reviews the results of the Company’s operations by the following three business segments: • 1-800-Flowers.com Consumer Floral, • BloomNet Wire Service, and • Gourmet Food and Gift Baskets Segment performance is measured based on contribution margin, which includes only the direct controllable revenue and operating expenses of the segments. As such, management ’s measure of profitability for these segments does not include the effect of corporate overhead (see (a) below), nor does it include depreciation and amortization, other (income) expense, net and income taxes, or stock-based compensation which is included within corporate overhead. Assets and liabilities are reviewed at the consolidated level by management and not accounted for by segment. Years ended Net revenues July 3, 2016 June 28, 2015 June 29, 2014 (in thousands) Net revenues: 1-800-Flowers.com Consumer Floral $ 418,492 $ 422,199 $ 421,336 BloomNet Wire Service 85,483 85,968 84,199 Gourmet Food & Gift Baskets 670,453 613,953 251,990 Corporate 1,066 1,020 797 Intercompany eliminations (2,470 ) (1,634 ) (1,977 ) Total net revenues $ 1,173,024 $ 1,121,506 $ 756,345 Years ended Operating Income from Continuing Operations July 3, 2016 June 28, 2015 June 29, 2014 (in thousands) Segment Contribution Margin: 1-800-Flowers.com Consumer Floral $ 50,773 $ 43,529 $ 40,252 BloomNet Wire Service 30,629 29,398 26,715 Gourmet Food & Gift Baskets 79,398 74,889 27,122 Segment Contribution Margin Subtotal 160,800 147,816 94,089 Corporate (a) (85,134 ) (81,075 ) (50,535 ) Depreciation and amortization (32,384 ) (29,124 ) (19,848 ) Operating income $ 43,282 $ 37,617 $ 23,706 (a) Corporate expenses consist of the Company ’s enterprise shared service cost centers, and include, among other items, Information Technology, Human Resources, Accounting and Finance, Legal, Executive and Customer Service Center functions, as well as Stock-Based Compensation. In order to leverage the Company’s infrastructure, these functions are operated under a centralized management platform, providing support services throughout the organization. The costs of these functions, other than those of the Customer Service Center, which are allocated directly to the above categories based upon usage, are included within corporate expenses as they are not directly allocable to a specific segment. |
Note 16 - Discontinued Operatio
Note 16 - Discontinued Operations | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Note 16. Discontinued Operations During the fourth quarter of fiscal 2013, the Company made the strategic decision to divest the e-commerce and procurement businesses of its Winetasting Network subsidiary in order to focus on growth opportunities in its Gourmet Foods and Gift Baskets business segment. The Company closed on the sale of its e-commerce and procurement businesses on December 31, 2013. The Company had originally estimated a loss of $2.3 million ($1.5 million, net of tax), which was provided for during the fourth quarter of fiscal 2013, but the loss was reduced to $1.0 million, upon finalization of terms and closing on the sale. As a result, the Company reversed $1.3 million ($0.8 million, net of tax) of its accrual for the estimated loss during the fiscal year ended June 29, 2014. The Company has classified the results of the e-commerce and procurement business of The Winetasting Network as a discontinued operation in fiscal 2014 . Results for discontinued operations are as follows: Years Ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands, except per share data) Net revenues from discontinued operations $ - $ - $ 1,669 Loss from discontinued operations, net of tax $ - $ - $ (86 ) Gain (loss) on sale of discontinued operations, net of tax $ - $ - $ 815 Income (loss) from discontinued operations $ - $ - $ 729 |
Note 17 - Commitments and Conti
Note 17 - Commitments and Contingencies | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 17. Commitments and Contingencies Leases The Company currently leases office, store facilities, and equipment under various leases through fiscal 2030. As these leases expire, it can be expected that in the normal course of business they will be renewed or replaced. Most lease agreements contain renewal options and rent escalation clauses and require the Company to pay real estate taxes, insurance, common area maintenance and operating expenses applicable to the leased properties. The Company has also entered into leases that are on a month-to-month basis. These leases are classified as either capital leases, operating leases or subleases, as appropriate. As of July 3, 2016 future minimum rental payments under non-cancelable operating leases with initial terms of one year or more consist of the following: Operating Lease s (in thousands ) 201 7 $ 19,671 201 8 16,990 201 9 15,093 202 0 11,611 202 1 9,727 Thereafte r 48,781 Total minimum lease payment s $ 121,873 At July 3, 2016, the total future minimum sublease rentals under non-cancelable operating sub-leases for land and buildings were $2.3 million. Rent expense was approximately $33.4 million, $28.3 million and $17.7 million for the years ended July 3, 2016, June 28, 2015 and June 29, 2014, respectively. Other Commitments The Company ’s purchase commitments consist primarily of inventory, equipment and technology (hardware and software) purchase orders made in the ordinary course of business, most of which have terms less than one year. As of July 3, 2016, the Company had fixed and determinable off-balance sheet purchase commitments with remaining terms in excess of one year of approximately $3.8 million, primarily related to the Company’s technology infrastructure. The Company had approximately $2.5 million in unused stand-by letters of credit as of July 3, 2016. Litigation From time to time, the Company is subject to legal proceedings and claims arising in the ordinary course of business: Edible Arrangements: On November 20, 2014, a complaint was filed in the United States District Court for the District of Connecticut by Edible Arrangements LLC and Edible Arrangements International, LLC, alleging that the Company ’s use of the terms “Fruit Bouquets,” “Edible,” “Bouquet,” “Edible Fruit Arrangements,” Edible Arrangements,” and “DoFruit” and its use of a six petal pineapple slice design in connection with marketing and selling edible fruit arrangements constitutes trademark infringement, false designation of origin, dilution, and contributory infringement under the federal Lanham Act, 29 USC § 1114 and 1125(a), common law unfair competition, and a violation of the Connecticut Unfair Trade Practices Act, Connecticut General Statutes § 42-110b (a). The Complaint alleged Edible Arrangements has been damaged in the amount of $97.4 million. The Complaint requested a declaratory judgment in favor of Edible Arrangements, an injunction against the Company’s use of the terms and design, an accounting and payment of the Company’s profits from its sale of edible fruit arrangements, a trebling of the Company’s profits from such sales or of any damages sustained by Edible Arrangements, punitive damages, and attorneys’ fees. On November 24, 2014, the Complaint was amended to add a breach of contract claim for use of these terms and the design, based on a contract that had been entered by one of the Company’s subsidiaries prior to its acquisition by the Company. On January 29, 2015, the Plaintiffs amended the Complaint to add one of the Company’s subsidiaries and to claim its damages were $101.4 million. The Company filed an Answer and a Counterclaim on February 27, 2015. The Answer asserted substantial defenses, including fair use by the Company of generic and descriptive terms, as expressly permitted under the Lanham Act, invalidity of Edible Arrangements ’ trademark registrations on grounds of fraud and trademark misuse, lack of exclusive rights on the part of Edible Arrangements, functionality of the claimed design mark, acquiescence, estoppel, and Edible Arrangements’ use of the claimed trademarks in violation of the antitrust laws. The Counterclaim sought a declaratory judgment of lack of infringement and invalidity of claimed marks, cancellation of Edible Arrangements’ registrations due to its fraud and misuse, genericism, and lack of secondary meaning as to any terms deemed descriptive, and damages in an amount to be determined for violation of the antitrust provisions of the federal Sherman Act and the Connecticut Unfair Trade Practices Act. Following extensive discovery, the parties engaged in mediation and reached an agreement in principle to resolve all claims on June 30, 2016. The parties entered a Confidential Settlement Agreement on July 22, 2016, pursuant to which, among other things, the Company paid $1.5 million to Edible Arrangements and the Company agreed not to use “Edible”, “Edible Arrangements” or “Do Fruit ’ in its marketing, except that the Company may refer to “Edible Arrangements” to comment on or compare the Company’s products to those of “Edible Arrangements”. The Company maintains its rights to market its products as “Fruit Bouquets” and “Bouquets,” and to the continued use of its branding of “Fruit Bouquets.com” and Fruit Bouquets by 1800Flowers.com. In addition, all claims and counterclaims in the case were dismissed with prejudice. The Company recorded the settlement paid to Edible Arrangements in the “General and administrative expense” line item in the consolidated statements of income for the year ended July 3, 2016. |
Note 18 - Fire at the Fannie Ma
Note 18 - Fire at the Fannie May Warehouse and Distribution Facility | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Nonrecurring Items [Text Block] | On November 27, 2014, a fire occurred at the Company's Maple Heights, Ohio warehouse and distribution facility. While the fire did not cause any injuries, the building was severely damaged, rendering it inoperable for the key calendar 2014 holiday season, and all Fannie May and Harry London confections in the facility were destroyed. As a result, the Company had limited supplies of its Fannie May Fine Chocolates and Harry London Chocolates products available in its retail stores as well as for its ecommerce and wholesale channels during the 2014 holiday season. While the Company implemented contingency plans to increase production for Fannie May Fine Chocolates and Harry London Chocolates products at its production facility in Canton, Ohio and to shift warehousing and distribution operations to alternate Company facilities, product availability was severely limited, impacting revenue and earnings during the f iscal second and third quarters of fiscal 2015. The following table reflects the costs related to the fire and the insurance recovery and associated gain as of July 3, 2016: Fire-related Insurance Recovery (in thousands) Loss on inventory $ 29,587 Other fire related costs 5,802 Total fire related costs 35,389 Less: fire related insurance recoveries (55,000 ) Fire related gain $ (19,611 ) During the three months ended September 27, 2015, the Company and its insurance carrier reached final agreement, and during the three months ended December 27, 2015, the Company received all remaining proceeds from its Fannie May fire claim. The agreement, in the amount of $55.0 million, provided for: (i) recovery of raw materials and work-in-process at replacement cost, and finished goods at selling price, less costs to complete the sale and normal discounts and other charges, as well as (ii) other incremental fire-related costs. The cost of inventory lost in the fire was approximately $29.6 million, while other fire-related costs amounted to approximately $5.8 million, including incremental contracted lease and cold storage fees which were incurred by the Company until the move back into its leased facility once the landlord completed repairs, during the Company’s third quarter of fiscal 2016. The resulting gain of $19.6 million is included in “Other (income) expense, net” in the consolidated statements of income for the year ended July 3, 2016. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Jul. 03, 2016 | |
Notes to Financial Statements | |
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Schedule II - Valuation and Qualifying Accounts Additions Description Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts - Describe Deductions - Describe (a) Balance at End of Period Reserves and allowances deducted from asset accounts: Reserve for estimated doubtful accounts-accounts/notes receivable Year Ended July 3, 2016 $ 2,235,000 $ 1,278,000 $ - $ (1,409,000 ) $ 2,104,000 Year Ended June 28, 2015 $ 2,443,000 $ 1,295,000 $ - $ (1,503,000 ) $ 2,235,000 Year Ended June 29, 2014 $ 2,488,000 $ 1,656,000 $ - $ (1,701,000 ) $ 2,443,000 (a) Reduction in reserve due to write -off of accounts/notes receivable balances. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 03, 2016 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Basis of Presentation The consolidated financial statements include the accounts of 1-800-FLOWERS.COM, Inc. and its subsidiaries (collectively, the “ Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. During fiscal 2016, 2015, and 2014 approximately 1%, 2%, and 2% respectively, of consolidated net revenue came from international sources. During the fourth quarter of fiscal 2013, the Company made the strategic decision to divest the e-commerce and procurement businesses of its Winetasting Network subsidiary in order to focus on growth opportunities in its Gourmet Foods and Gift Baskets business segment. The Company closed on the sale of its Winetasting Network business on December 31, 2013. The Company has classified the results of the e-commerce and procurement business of The Winetasting Network as a discontinued operation in fiscal 2014 . |
Fiscal Period, Policy [Policy Text Block] | Fiscal Year The Company ’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to June 30. Fiscal year 2016, which ended on July 3, 2016, consisted of 53 weeks, while fiscal years 2015 and 2014, which ended on June 28, 2015 and June 29, 2014, respectively, consisted of 52 weeks . |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents consist of demand deposits with banks, highly liquid money market funds, United States government securities, overnight repurchase agreements and commercial paper with maturities of three months or less when purchased. |
Inventory, Policy [Policy Text Block] | Inventories Inventories are valued at the lower of cost or market using the first-in, first-out method of accounting. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation and amortization. Depreciation expense is computed using the straight-line method over the assets ’ estimated useful lives. Amortization of leasehold improvements and capital leases is computed using the straight-line method over the shorter of the estimated useful lives and the initial lease terms. The Company capitalizes certain internal and external costs incurred to acquire or develop internal-use software. Capitalized software costs are amortized on a straight-line basis over the estimated useful life of the software. Orchards in production, consisting of direct labor and materials, supervision and other items, are capitalized as part of capital projects in progress – orchards until the orchards produce fruit in commercial quantities. Upon attaining commercial levels of production the capital investments in these orchards are recorded as land improvements. Estimated useful lives are periodically reviewed, and where appropriate, changes are made prospectively. The Company’s property plant and equipment is depreciated using the following estimated lives: Building and building improvements (years) 10 - 40 Leasehold improvements (years) 3 - 10 Furniture, fixtures and production equipment (years) 3 - 10 Software (years) 3 - 7 Orchards in production and land improvements 15 - 35 Property, plant and equipment are reviewed for impairment whenever changes in circumstances or events may indicate that the carrying amounts are not recoverable. |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess of the purchase price over the fair value of the net assets acquired in each business combination, with the carrying value of the Company ’s goodwill allocated to its reporting units, in accordance with the acquisition method of accounting. Goodwill is not amortized, but it is subject to an annual assessment for impairment, which the Company performs during the fourth quarter, or more frequently if events occur or circumstances change such that it is more likely than not that an impairment may exist. The Company tests goodwill for impairment at the reporting unit level. The Company identifies its reporting units by assessing whether the components of its operating segments constitute businesses for which discrete financial information is available and management of each reporting unit regularly reviews the operating results of those components. In applying the goodwill impairment test, the Company has the option to perform a qualitative test (also known as “Step 0”) or a two-step quantitative test (consisting of “Step 1” and “Step 2”). Under the Step 0 test, the Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of the reporting units is less than its carrying value. Qualitative factors may include, but are not limited to economic conditions, industry and market considerations, cost factors, overall financial performance of the reporting unit and other entity and reporting unit specific events. If after assessing these qualitative factors, the Company determines it is “more-likely-than-not” that the fair value of the reporting unit is less than the carrying value, then performing the two-step quantitative test is necessary. The first step (“Step 1”) of the two-step quantitative test requires comparison of the fair value of each of the reporting units to the respective carrying value. If the carrying value of the reporting unit is less than the fair value, no impairment exists and the second step (“Step 2”) is not performed. If the carrying value of the reporting unit is higher than the fair value, Step 2 must be performed to compute the amount of the goodwill impairment, if any. In Step 2, the impairment is computed by comparing the implied fair value of the reporting unit goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized for the excess. The Company generally estimates the fair value of a reporting unit using an equal weighting of the income and market approaches. The Company uses industry accepted valuation models and set criteria that are reviewed and approved by various levels of management and, in certain instances, the Company engages third-party valuation specialists. Under the income approach, the Company uses a discounted cash flow methodology which requires management to make significant estimates and assumptions related to forecasted revenues, gross profit margins, operating income margins, working capital cash flow, perpetual growth rates, and long-term discount rates, among others. For the market approach, the Company uses the guideline public company method. Under this method the Company utilizes information from comparable publicly traded companies with similar operating and investment characteristics as the reporting units, to create valuation multiples that are applied to the operating performance of the reporting unit being tested, in order to obtain their respective fair values. The Company also reconciles the aggregate fair values of its reporting units determined in the first step (as described above) to its current market capitalization, allowing for a reasonable control premium . During fiscal 2016 the Company performed a Step 0 analysis and determined that it is not “more likely than not” that the fair values of the reporting units were less than their carrying amounts. During fiscal years 2015 and 2014, the Company performed the two-step quantitative impairment test. |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Other Intangibles, net Other intangibles consist of definite-lived intangible assets (such as investment in licenses, customer lists, and others) and indefinite-lived intangible assets (such as acquired trade names and trademarks). The cost of definite-lived intangible assets is amortized to reflect the pattern of economic benefits consumed, over the estimated periods benefited, ranging from 3 to 16 years, while indefinite-lived intangible assets are not amortized. Definite-lived intangibles are reviewed for impairment whenever changes in circumstances or events may indicate that the carrying amounts are not recoverable. When such events or changes in circumstances occur, a recoverability test is performed comparing projected undiscounted cash flows from the use and eventual disposition of an asset or asset group to its carrying value. If the projected undiscounted cash flows are less than the carrying value, then an impairment charge would be recorded for the excess of the carrying value over the fair value, which is determined by discounting future cash flows . The Company tests indefinite-lived intangible assets for impairment at least annually, during the fourth quarter, or whenever changes in circumstances or events may indicate that the carrying amounts are not recoverable. In applying the impairment test, the Company has the option to perform a qualitative test (also known as “Step 0”) or a quantitative test. Under the Step 0 test, the Company assesses qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. Qualitative factors may include, but are not limited to economic conditions, industry and market considerations, cost factors, financial performance, legal and other entity and asset specific events. If after assessing these qualitative factors, the Company determines it is “more-likely-than-not” that the indefinite-lived intangible asset is impaired, then performing the quantitative test is necessary. The quantitative impairment test for indefinite-lived intangible assets encompasses calculating a fair value of an indefinite-lived intangible asset and comparing the fair value to its carrying value. If the carrying value exceeds the fair value, impairment is recognized for the difference. To determine fair value of other indefinite-lived intangible assets, the Company uses an income approach, the relief-from-royalty method. This method assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to obtain the rights to use the comparable asset. Other indefinite-lived intangible assets’ fair values require significant judgments in determining both the assets’ estimated cash flows as well as the appropriate discount and royalty rates applied to those cash flows to determine fair value. During fiscal 2016 the Company performed a Step 0 analysis and determined that it is not “more likely than not” that the fair values of the indefinite-lived intangibles were less than their carrying amounts. During fiscal years 2015 and 2014, the Company performed the two-step quantitative impairment test. |
Business Combinations Policy [Policy Text Block] | Business Combinations The Company accounts for business combinations in accordance with ASC Topic 805 which requires, among other things, the acquiring entity in a business combination to recognize the fair value of all the assets acquired and liabilities assumed; the recognition of acquisition-related costs in the consolidated results of operations; the recognition of restructuring costs in the consolidated results of operations for which the acquirer becomes obligated after the acquisition date; and contingent purchase consideration to be recognized at their fair values on the acquisition date with subsequent adjustments recognized in the consolidated results of operations. The fair values assigned to identifiable intangible assets acquired are determined primarily by using an income approach which is based on assumptions and estimates made by management. Significant assumptions utilized in the income approach are based on company specific information and projections which are not observable in the market and are therefore considered Level 3 measurements. The excess of the purchase price over the fair value of the identified assets and liabilities is recorded as goodwill. Operating results of the acquired entity are reflected in the Company ’s consolidated financial statements from date of acquisition. |
Deferred Charges, Policy [Policy Text Block] | Deferred Catalog Costs The Company capitalizes the costs of producing and distributing its catalogs. These costs are amortized in direct proportion to actual sales from the corresponding catalogs over a period not to exceed 12 months. Included within prepaid and other current assets was $3.0million and $2.5million at July 3, 2016 and June 28, 2015 respectively, relating to prepaid catalog expenses. |
Investment, Policy [Policy Text Block] | Investments The Company has certain investments in non-marketable equity instruments of private companies. The Company accounts for these investments using the equity method if they provide the Company the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company has an ownership interest in the voting stock of the investee between 20% and 50%, although other factors, such as representation on the investee ’s Board of Directors, are considered in determining whether the equity method is appropriate. The Company records equity method investments initially at cost, and adjusts the carrying amount to reflect the Company’s share of the earnings or losses of the investee. The Company ’s equity method investments are comprised of a 32% interest in Flores Online, a Sao Paulo, Brazil based internet floral and gift retailer, that the Company made on May 31, 2012. The book value of this investment was $1.1 million as of July 3, 2016 and $2.9 million as of June 28, 2015, and is included in the “Other assets” line item within the Company’s consolidated balance sheets. The Company’s equity in the net income (loss) of Flores Online for the years ended July 3, 2016 and June 28, 2015 was $(0.1) million and $(0.3) million, respectively. During the quarter ended September 27, 2015, the Company determined that the fair value of its investment in Flores Online ($1.2 million) was below its carrying value ($2.9 million) and that this decline was other-than-temporary. As a result, the Company recorded an impairment charge of $1.7 million, which is included within the “Other (income) expense, net” line items in the Company’s consolidated statements of income. Investments in non-marketable equity instruments of private companies, where the Company does not possess the ability to exercise significant influence, are accounted for under the cost method. Cost method investments are originally recorded at cost, and are included within the “Other assets” line item within the Company ’s consolidated balance sheets. The aggregate carrying amount of the Company’s cost method investments was $1.7 million as of July 3, 2016 (including a $1.5 million investment in Euroflorist – see Note 4) and $0.7 million as of June 28, 2015. During the quarter ended July 3, 2016, the Company determined that the fair value of one of its cost method investments was below its carrying value and that the decline was other-than-temporary. As a result the Company recorded an impairment charge of $0.5 million, which is included within the “Other (income) expense, net” line items in the Company’s consolidated statements of income. The Company also holds certain trading securities associated with its Non-Qualified Deferred Compensation Plan (“NQDC Plan”). These investments are measured using quoted market prices at the reporting date and are included in Other assets in the condensed consolidated balance sheets (see Note 10). Each reporting period, the Company uses available qualitative and quantitative information to evaluate its investments for impairment. When a decline in fair value, if any, is determined to be other-than-temporary, an impairment charge is recorded in the consolidated statement of operations. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company maintains cash and cash equivalents with high quality financial institutions. Concentration of credit risk with respect to accounts receivable is limited due to the Company's large number of customers and their dispersion throughout the United States, and the fact that a substantial portion of receivables are related to balances owed by major credit card companies. Allowances relating to consumer, corporate and franchise accounts receivabl e ($2.1 million at July 3, 2016 and $2.2 million at June 28, 2015) have been recorded based upon previous experience and management’s evaluation. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Net revenues are generated by e-commerce operations from the Company ’s online and telephonic sales channels as well as other operations (retail/wholesale) and primarily consist of the selling price of merchandise, service or outbound shipping charges, net of discounts, returns and credits. Net revenues are recognized primarily upon product delivery and do not include sales tax. Net revenues generated by the Company’s BloomNet Wire Service operations include membership fees as well as other products and service offerings to florists. Membership fees are recognized monthly in the period earned, and products sales are recognized upon product shipment with shipping terms primarily FOB shipping point. |
Cost of Sales, Policy [Policy Text Block] | Cost of Revenues Cost of revenues consists primarily of florist fulfillment costs (fees paid directly to florists), the cost of floral and non-floral merchandise sold from inventory or through third parties, and associated costs including inbound and outbound shipping charges. Additionally, cost of revenues includes labor and facility costs related to manufacturing and production operations. |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | Marketing and Sales Marketing and sales expense consists primarily of advertising and promotional expenditures, catalog costs, online portal and search expenses, retail store and fulfillment operations (other than costs included in cost of revenues), and customer service center expenses, as well as the operating expenses of the Company ’s departments engaged in marketing, selling and merchandising activities. The Company expenses all advertising costs, with the exception of catalog costs (see Deferred Catalog Costs |
Research, Development, and Computer Software, Policy [Policy Text Block] | Technology and Development Technology and development expense consists primarily of payroll and operating expenses of the Company ’s information technology group, costs associated with its websites, including hosting, content development and maintenance and support costs related to the Company’s order entry, customer service, fulfillment and database systems. Costs associated with the acquisition or development of software for internal use are capitalized if the software is expected to have a useful life beyond one year and amortized over the software’s useful life, typically three to seven years. Costs associated with repair maintenance or the development of website content are expensed as incurred as the useful lives of such software modifications are less than one year. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock -Based Compensation The Company records compensation expense associated with restricted stock awards and other forms of equity compensation based upon t he fair value of stock-based awards as measured at the grant date. The cost associated with share-based awards that are subject solely to time-based vesting requirements, less expected forfeitures, is recognized over the awards’ service period for the entire award on a straight-line basis. The cost associated with performance-based equity awards is recognized for each tranche over the service period, based on an assessment of the likelihood that the applicable performance goals will be achieved. |
Derivatives, Policy [Policy Text Block] | Derivatives and hedging The Company does not enter into derivative transactions for trading purposes, but rather, on occasion to manage its exposure to interest rate fluctuations. When entering into these transactions, the Company has managed its floating rate debt using interest rate swaps in order to reduce its exposure to the impact of changing interest rates on its consolidated results of operations and future cash outflows for interest. The Company did not have any open derivative positions at July 3, 2016 and June 28, 2015. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company uses the asset and liability method to account for income taxes. The Company has established deferred tax assets and liabilities for temporary differences between the financial reporting bases and the income tax bases of its assets and liabilities at enacted tax rates expected to be in effect when such assets or liabilities are realized or settled. The Company recognizes as a deferred tax asset, the tax benefits associated with losses related to operations. Realization of these deferred tax assets assumes that we will be able to generate sufficient future taxable income so that these assets will be realized. The factors that the Company considers in assessing the likelihood of realization include the forecast of future taxable income and available tax planning strategies that could be implemented to realize the deferred tax assets. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements on a particular tax position are measured based on the largest benefit that has a greater than a 50% likelihood of being realized upon settlement. The amount of unrecognized tax benefits (“UTBs”) is adjusted as appropriate for changes in facts and circumstances, such as significant amendments to existing tax law, new regulations or interpretations by the taxing authorities, new information obtained during a tax examination, or resolution of an examination. We recognize both accrued interest and penalties, where appropriate, related to UTBs in income tax expense. Assumptions, judgment and the use of estimates are required in determining if the “more likely than not” standard has been met when developing the provision for income taxes. |
Earnings Per Share, Policy [Policy Text Block] | Net Income Per Share Basic net income per common share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income per share is computed using the weighted-average number of common and dilutive common equivalent shares (consisting primarily of employee stock options and unvested restricted stock awards) outstanding during the period . |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” This amended guidance will enhance the comparability of revenue recognition practices and will be applied to all contracts with customers. Expanded disclosures related to the nature, amount, timing, and uncertainty of revenue that is recognized are requirements under the amended guidance. This guidance will be effective for the Company ’s fiscal year ending June 30, 2019 and may be applied retrospectively. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In April 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement.” This standard provides guidance to help entities determine whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software or as a service contract. Upon adoption, an entity has the option to apply the provisions of ASU 2015-05 either prospectively to all arrangements entered into or materially modified, or retrospectively. This standard is effective for the Company ’s fiscal year ending July 2, 2017. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which amends ASC 835-30, “Interest – Imputation of Interest.” In order to simplify the presentation of debt issuance costs, ASU No. 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from that debt liability, consistent with the presentation of a debt discount. This presentation is consistent with the guidance in Concepts Statement 6, which states that debt issuance costs are similar to a debt discount and in effect reduce the proceeds of borrowing, thereby increasing the effective interest rate. Concepts Statement 6 further states that debt issuance costs are not assets because they provide no future economic benefit. This new guidance is effective for the Company’s fiscal year ending July 2, 2017 and should be applied retrospectively. In July 2015, the FASB issued ASU No. 2015-11, “Inventory (Topic 330).” The pronouncement was issued to simplify the measurement of inventory and changes the measurement from lower of cost or market to lower of cost and net realizable value. ASU 2015-11 is effective for the Company ’s fiscal year ending July 1, 2018. The adoption of ASU 2015-11 is not expected to have a significant impact on the Company’s consolidated financial position or results of operations. In November 2015 the FASB issued ASU No. 2015-17, “Balance Sheet Classification of Deferred Taxes,” which will require entities to present deferred tax assets (“DTAs”) and deferred tax liabilities (“DTLs”) as noncurrent in a classified balance sheet. The ASU simplifies the current guidance (ASC 740-10-45-4), which requires entities to separately present DTAs and DTLs as current and noncurrent in a classified balance sheet. The ASU is effective for the Company ’s fiscal year ending July 1, 2018, and interim periods within those annual periods. However, the FASB allowed early adoption of the standard, and therefore, the Company adopted this ASU as of December 27, 2015, and has reclassified all prior periods to be consistent with the requirements outlined in the ASU. The impact of the adoption was to reclassify and net $4.9 million of current deferred tax assets within long-term deferred tax liabilities, as of June 28, 2015. In January 2016, the FASB issued ASU 2016-01, "Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities." The pronouncement requires equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income, requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset, and eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost. These changes become effective for the Company's fiscal year ending June 30, 2019. The adoption is not expected to have a significant impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” Under this guidance, an entity is required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. This guidance offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for the Company ’s fiscal year ending June 28, 2020. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In March 2016 the FASB issued ASU No. 2016-09, “Improvements to Employee Share-Based Payment Accounting.” ASU No. 2016-09 affects all entities that issue share-based payment awards to their employees. ASU No. 2016-09 simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows, including recognizing all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement rather than in additional paid-in capital. ASU No. 2016-09 is effective for the Company ’s fiscal year ending July 1, 2018. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. In June 2016, the FASB issued ASU no. 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” ASU 2016-13 introduces a new forward-looking “expected loss” approach, to estimate credit losses on most financial assets and certain other instruments, including trade receivables. The estimate of expected credit losses will require entities to incorporate considerations of historical information, current information and reasonable and supportable forecasts. This ASU also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. ASU 2016-13 is effective for the Company’s fiscal year ending July 4, 2021, and the guidance is to be applied using the modified-retrospective approach. The Company is currently evaluating the potential impact of adopting this guidance on our consolidated financial statements. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain balances in the prior fiscal years have been reclassified to conform to the presentation in the current fiscal year. See “Recent Accounting Pronouncements” above regarding the impact of our adoption of ASU No. 2015-17 upon the classification of deferred tax assets in our consolidated balance sheets. |
Note 2 - Significant Accounti29
Note 2 - Significant Accounting Policies (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Property Plant and Equipment Estimated Useful Lives [Table Text Block] | Building and building improvements (years) 10 - 40 Leasehold improvements (years) 3 - 10 Furniture, fixtures and production equipment (years) 3 - 10 Software (years) 3 - 7 Orchards in production and land improvements 15 - 35 |
Note 3 - Net Income Per Commo30
Note 3 - Net Income Per Common Share from Continuing Operations (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Years Ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands, except per share data) Numerator: Income from continuing operations $ 35,868 $ 19,384 $ 13,946 Less: Net loss attributable to noncontrolling interest (1,007 ) (903 ) (697 ) Income from continuing operations attributable to 1-800-FLOWERS.COM, Inc. $ 36,875 $ 20,287 $ 14,643 Denominator: Weighted average shares outstanding 64,896 64,976 64,035 Effect of dilutive securities: Employee stock options (1) 1,294 1,561 1,083 Employee restricted stock awards 893 1,065 1,342 2,187 2,626 2,425 Adjusted weighted-average shares and assumed conversions 67,083 67,602 66,460 Net income per common share from continuing operations attributable to 1-800-FLOWERS.COM, Inc. Basic $ 0.57 $ 0.31 $ 0.23 Diluted $ 0.55 $ 0.30 $ 0.22 |
Note 4 - Acquisitions and Dis31
Note 4 - Acquisitions and Dispositions (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Harry and David Holdings Inc [Member] | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Harry & David Final Purchase Price Allocation (in thousands) Current assets $ 126,268 Intangible assets 41,827 Goodwill 16,042 Property, plant and equipment 105,079 Other assets (131) Total assets acquired 289,085 Current liabilities, including short-term debt 104,513 Deferred tax liabilities 42,048 Other liabilities assumed 24 Total liabilities assumed 146,585 Net assets acquired $ 142,500 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Final Purchase Price Allocation (in thousands) Current Assets $ 103 Property, plant and equipment 487 Goodwill 5,783 Net assets acquired $ 6,373 |
Business Acquisition, Pro Forma Information [Table Text Block] | Years Ended July 3, 2016 (Actuals) June 28, 2015 (unaudited) (Pro-forma) June 29, 2014 (unaudited) (Pro-forma) Net revenues from continuing operations $ 1,173,024 $ 1,152,103 $ 1,142,946 Income from continuing operations attributable to 1-800-FLOWERS.COM, Inc. $ 36,875 $ 17,812 $ 19,439 Diluted net income per common share attributable to 1-800-FLOWERS.COM, Inc. $ 0.55 $ 0.26 $ 0.29 |
Note 5 - Inventory (Tables)
Note 5 - Inventory (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | July 3, 2016 June 28, 2015 (in thousands) Finished goods $ 44,264 $ 43,254 Work-in-process 24,573 16,020 Raw materials 34,491 33,889 $ 103,328 $ 93,163 |
Note 6 - Goodwill and Intangi33
Note 6 - Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Consumer Floral BloomNet Wire Service Gourmet Food & Gift Baskets (1) Total Balance at June 29, 2014 $ 16,691 $ - $ 43,475 $ 60,166 Harry & David acquisition 16,042 16,042 iFlorist measurement period adjustment 1,320 1,320 iFlorist translation adjustment (429 ) (429 ) Other (2 ) (2 ) Balance at June 28, 2015 $ 17,582 $ - $ 59,515 $ 77,097 Other (141 ) 711 570 Balance at July 3, 2016 $ 17,441 $ - $ 60,226 $ 77,667 |
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets by Major Class [Table Text Block] | July 3, 2016 June 28, 2015 Amortization Period (years) Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net (in thousands) Intangible assets with determinable lives Investment in licenses 14 - 16 $ 7,420 $ 5,832 $ 1,588 $ 7,420 $ 5,727 $ 1,693 Customer lists 3 - 10 21,144 15,960 5,184 21,815 14,595 7,220 Other 5 - 14 3,665 2,698 967 3,665 2,597 1,068 32,229 24,490 7,739 32,900 22,919 9,981 Trademarks with indefinite lives 71,261 - 71,261 72,144 - 72,144 Total identifiable intangible assets $ 103,490 $ 24,490 $ 79,000 $ 105,044 $ 22,919 $ 82,125 |
Note 7 - Property, Plant and 34
Note 7 - Property, Plant and Equipment (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | July 3, 2016 June 28, 2015 (in thousands) Land $ 30,789 $ 31,077 Orchards in production and land improvements 9,483 9,028 Building and building improvements 54,950 55,121 Leasehold improvements 21,584 19,459 Production equipment and furniture and fixtures 72,912 63,132 Computer and telecommunication equipment 52,737 56,582 Software 136,333 150,695 Capital projects in progress - orchards 8,513 7,335 Property, plant and equipment, gross 387,301 392,429 Accumulated depreciation and amortization (215,939 ) (222,329 ) Property, plant and equipment, net $ 171,362 $ 170,100 |
Note 8 - Accrued Expenses (Tabl
Note 8 - Accrued Expenses (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | July 3, 2016 June 28, 2015 (in thousands) Payroll and employee benefits $ 25,892 $ 36,370 Other 40,174 37,269 Accrued Expenses $ 66,066 $ 73,639 |
Note 9 - Long-term Debt (Tables
Note 9 - Long-term Debt (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | July 3, 2016 June 28, 2015 (in thousands) Revolver (1) $ - $ - Term Loan (1) 117,563 131,813 Bank loan (2) - 293 Total debt 117,563 132,106 Less: current maturities of long-term debt 19,594 14,543 Long-term debt $ 97,969 $ 117,563 |
Note 10 - Fair Value Measurem37
Note 10 - Fair Value Measurements (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Carrying Value Fair Value Measurements Assets (Liabilities) Level 1 Level 2 Level 3 (in thousands) Assets (liabilities) as of July 3, 2016: Trading securities held in a “rabbi trust” (1) $ 4,852 $ 4,852 $ - $ - $ 4,852 $ 4,852 $ - $ - Assets (liabilities) as of June 28, 2015: Trading securities held in a “rabbi trust” (1) $ 3,118 $ 3,118 $ - $ - $ 3,118 $ 3,118 $ - $ - |
Note 11 - Income Taxes (Tables)
Note 11 - Income Taxes (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Years ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands) Current provision (benefit): Federal $ 15,876 $ 6,630 $ 6,439 State 2,703 1,840 1,247 Foreign - (11 ) 11 Current Income tax expense 18,579 8,459 7,697 Deferred provision (benefit): Federal (2,949 ) 1,970 773 State (7 ) 631 28 Foreign (44 ) (130 ) (95 ) Deferred income tax expenses (benefit) (3,000 ) 2,471 706 Income tax expense $ 15,579 $ 10,930 $ 8,403 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Years ended July 3, 2016 June 28, 2015 June 29, 2014 Tax at U.S. statutory rates 35.0 % 35.0 % 35.0 % State income taxes, net of federal tax benefit 3.4 3.8 3.7 Valuation allowance change 1.3 2.6 1.5 Rate differences (2.6 ) 1.1 1.2 Tax settlements 1.1 1.4 (1.0 ) Deductible stock-based compensation (0.2 ) (1.3 ) (0.2 ) Domestic production deduction (2.6 ) (2.2 ) (1.9 ) Tax credits (4.2 ) (3.9 ) (1.7 ) Other, net (0.9 ) (0.4 ) 1.0 Effective tax rate 30.3 % 36.1 % 37.6 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Years ended July 3 , 2016 June 28, 2015 (in thousands) Deferred income tax assets: Net operating loss and credit carryforwards $ 6,901 $ 6,743 Accrued expenses and reserves 7,267 5,921 Stock-based compensation 4,531 3,622 Gross deferred income tax assets 18,699 16,286 Less: Valuation allowance (4,936 ) (4,589 ) Deferred tax assets, net 13,763 11,697 Deferred income tax liabilities: Other intangibles (24,357 ) (23,307 ) Tax in excess of book depreciation (24,923 ) (26,197 ) Deferred tax liabilities (49,280 ) (49,504 ) Net deferred income tax liabilities $ (35,517 ) $ (37,807 ) |
Note 13 - Stock Based Compens39
Note 13 - Stock Based Compensation (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan [Table Text Block] | Years Ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands, except per share data) Stock options $ 432 $ 459 $ 420 Restricted stock awards 5,911 5,503 4,244 Total 6,343 5,962 4,664 Deferred income tax benefit 1,987 2,087 1,738 Stock-based compensation expense, net $ 4,356 $ 3,875 $ 2,926 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Years Ended July 3, 2016 June 28, 2015 July 29, 2014 (in thousands) Marketing and sales $ 2,306 $ 1,866 $ 1,261 Technology and development 493 392 298 General and administrative 3,544 3,704 3,105 Total $ 6,343 $ 5,962 $ 4,664 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Years ended July 3, 2016 (1) June 28, 2015 June 29, 2014 Weighted average fair value of options granted n/a $ 4.86 $ 3.16 Expected volatility n/a 52 % 61 % Expected life (in years) n/a 7.3 6.6 Risk-free interest rate n/a 1.9 % 1.6 % Expected dividend yield n/a 0.0 % 0.0 % |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (000s) Outstanding beginning of period 3,345,146 $ 2.93 Granted - $ - Exercised (1,044,255 ) $ 3.36 Forfeited/Expired (118,657 ) $ 7.33 Outstanding end of period 2,182,234 $ 2.49 4.8 $ 14,236 Options vested or expected to vest at end of period 2,117,259 $ 2.49 4.8 $ 13,821 Exercisable at July 3, 2016 1,261,234 $ 2.45 4.6 $ 8,271 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Options Outstanding Options Exercisable Exercise Price Options Outstanding Weighted - Average Remaining Contractual Life (years) Weighted - Average Exercise Price Options Exercisable Weighted - Average Exercise Price $1.69 – 1.79 1,001,000 4.3 $ 1.79 626,000 $ 1.79 $2.22 – 2.44 42,000 6.3 $ 2.43 42,000 $ 2.43 $2.63 – 2.63 1,010,000 0.9 $ 2.63 508,000 $ 2.63 $2.88 – 10.20 129,234 4.1 $ 6.85 85,234 $ 6.23 2,182,234 4.8 $ 2.49 1,261,234 $ 2.45 |
Schedule of Nonvested Share Activity [Table Text Block] | Shares Weighted Average Grant Date Fair Value Non-vested – beginning of period 2,342,052 $ 5.62 Granted 1,027,706 $ 9.01 Vested (879,863 ) $ 5.21 Forfeited (472,826 ) $ 8.85 Non-vested - end of period 2,017,069 $ 6.78 |
Note 15 - Business Segments (Ta
Note 15 - Business Segments (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Years ended Net revenues July 3, 2016 June 28, 2015 June 29, 2014 (in thousands) Net revenues: 1-800-Flowers.com Consumer Floral $ 418,492 $ 422,199 $ 421,336 BloomNet Wire Service 85,483 85,968 84,199 Gourmet Food & Gift Baskets 670,453 613,953 251,990 Corporate 1,066 1,020 797 Intercompany eliminations (2,470 ) (1,634 ) (1,977 ) Total net revenues $ 1,173,024 $ 1,121,506 $ 756,345 Years ended Operating Income from Continuing Operations July 3, 2016 June 28, 2015 June 29, 2014 (in thousands) Segment Contribution Margin: 1-800-Flowers.com Consumer Floral $ 50,773 $ 43,529 $ 40,252 BloomNet Wire Service 30,629 29,398 26,715 Gourmet Food & Gift Baskets 79,398 74,889 27,122 Segment Contribution Margin Subtotal 160,800 147,816 94,089 Corporate (a) (85,134 ) (81,075 ) (50,535 ) Depreciation and amortization (32,384 ) (29,124 ) (19,848 ) Operating income $ 43,282 $ 37,617 $ 23,706 |
Note 16 - Discontinued Operat41
Note 16 - Discontinued Operations (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Years Ended July 3, 2016 June 28, 2015 June 29, 2014 (in thousands, except per share data) Net revenues from discontinued operations $ - $ - $ 1,669 Loss from discontinued operations, net of tax $ - $ - $ (86 ) Gain (loss) on sale of discontinued operations, net of tax $ - $ - $ 815 Income (loss) from discontinued operations $ - $ - $ 729 |
Note 17 - Commitments and Con42
Note 17 - Commitments and Contingencies (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Operating Lease s (in thousands ) 201 7 $ 19,671 201 8 16,990 201 9 15,093 202 0 11,611 202 1 9,727 Thereafte r 48,781 Total minimum lease payment s $ 121,873 |
Note 18 - Fire at the Fannie 43
Note 18 - Fire at the Fannie May Warehouse and Distribution Facility (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Business Insurance Recoveries [Table Text Block] | Fire-related Insurance Recovery (in thousands) Loss on inventory $ 29,587 Other fire related costs 5,802 Total fire related costs 35,389 Less: fire related insurance recoveries (55,000 ) Fire related gain $ (19,611 ) |
Schedule II - Valuation and Q44
Schedule II - Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Jul. 03, 2016 | |
Notes Tables | |
Allowance for Credit Losses on Financing Receivables [Table Text Block] | Additions Description Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts - Describe Deductions - Describe (a) Balance at End of Period Reserves and allowances deducted from asset accounts: Reserve for estimated doubtful accounts-accounts/notes receivable Year Ended July 3, 2016 $ 2,235,000 $ 1,278,000 $ - $ (1,409,000 ) $ 2,104,000 Year Ended June 28, 2015 $ 2,443,000 $ 1,295,000 $ - $ (1,503,000 ) $ 2,235,000 Year Ended June 29, 2014 $ 2,488,000 $ 1,656,000 $ - $ (1,701,000 ) $ 2,443,000 |
Supplemental Cash Flow Inform45
Supplemental Cash Flow Information (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Interest Paid | $ 5 | $ 4.3 | $ 1 |
Income Taxes Paid, Net | $ 13.4 | $ 5.1 | $ 7 |
Note 1 - Description of Busin46
Note 1 - Description of Business (Details Textual) | 12 Months Ended |
Jul. 03, 2016 | |
Minimum Period Over Which Gifts Have Been Provided to Customers | 40 years |
Percentage of Satisfaction Guaranteed | 100.00% |
Note 2 - Significant Accounti47
Note 2 - Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 27, 2015 | Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
International Sources [Member] | ||||
Revenue Net Percent | 1.00% | 2.00% | 2.00% | |
Minimum [Member] | Software and Software Development Costs [Member] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Minimum [Member] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years | |||
Maximum [Member] | Software and Software Development Costs [Member] | ||||
Property, Plant and Equipment, Useful Life | 7 years | |||
Maximum [Member] | ||||
Finite-Lived Intangible Asset, Useful Life | 16 years | |||
iFlorist [Member] | ||||
Equity Method Investment, Ownership Percentage | 32.00% | |||
Equity Method Investments | $ 1,100 | $ 2,900 | ||
Income (Loss) from Equity Method Investments | (100) | (300) | ||
Flores Online [Member] | ||||
Equity Method Investments | $ 1,200 | $ 2,900 | ||
Equity Method Investment, Other than Temporary Impairment | $ 1,700 | |||
Euroflorist [Member] | ||||
Cost Method Investments | 1,500 | |||
Other Income (Expense), Net [Member] | ||||
Cost-method Investments, Other than Temporary Impairment | 500 | |||
Reclassification from Current Deferred Tax Assets to Long-term Deferred Tax Liabilities [Member] | June 28, 2015 [Member] | ||||
Prior Period Reclassification Adjustment | $ 4,900 | |||
Number of Weeks in Fiscal Year | 1 year 7 days | 1 year | 1 year | |
Prepaid Catalog Expenses Current | $ 3,000 | $ 2,500 | ||
Equity Method Investment, Other than Temporary Impairment | 2,278 | |||
Cost Method Investments | 1,700 | 700 | ||
Allowance for Doubtful Accounts Receivable, Current | 2,100 | 2,200 | ||
Advertising Expense | $ 133,100 | $ 130,600 | $ 83,000 | |
Minimum Percentage Likelihood of Tax Benefit Realized Upon Statement of Tax Position to be Recognized | 50.00% |
Note 2 - Property Plant and Equ
Note 2 - Property Plant and Equipment (Details) | 12 Months Ended |
Jul. 03, 2016 | |
Building and Building Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Building and Building Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 40 years |
Leasehold Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Leasehold Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 10 years |
Software and Software Development Costs [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Software and Software Development Costs [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 7 years |
Orchards in Production and Land Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 15 years |
Orchards in Production and Land Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 35 years |
Note 3 - Net Income Per Commo49
Note 3 - Net Income Per Common Share from Continuing Operations (Details Textual) - shares shares in Millions | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Employee Stock Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0.1 | 0.1 | 1.2 |
Note 3 - Computation of Basic a
Note 3 - Computation of Basic and Diluted Net Income (Loss) Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | ||
Employee Stock Option [Member] | ||||
Employee stock options (1) (in shares) | [1] | 1,294 | 1,561 | 1,083 |
Restricted Stock [Member] | ||||
Employee stock options (1) (in shares) | 893 | 1,065 | 1,342 | |
Income from continuing operations | $ 35,868 | $ 19,384 | $ 13,946 | |
Less: Net loss attributable to noncontrolling interest | (1,007) | (903) | (697) | |
Income from continuing operations attributable to 1-800-FLOWERS.COM, Inc. | $ 36,875 | $ 20,287 | $ 14,643 | |
Weighted average shares outstanding (in shares) | 64,896 | 64,976 | 64,035 | |
Employee stock options (1) (in shares) | 2,187 | 2,626 | 2,425 | |
Adjusted weighted-average shares and assumed conversions (in shares) | 67,083 | 67,602 | 66,460 | |
From continuing operations (in dollars per share) | $ 0.57 | $ 0.31 | $ 0.23 | |
Diluted (in dollars per share) | $ 0.55 | $ 0.30 | $ 0.22 | |
[1] | The effect of options to purchase 0.1 million, 0.1 million and 1.2 million shares for the years ended July 3, 2016, June 28, 2015 and June 29, 2014, respectively, were excluded from the calculation of net income per share on a diluted basis as their effect is anti-dilutive. |
Note 4 - Acquisitions and Dis51
Note 4 - Acquisitions and Dispositions (Details Textual) $ in Thousands | Sep. 30, 2014USD ($) | Jun. 27, 2014USD ($) | Nov. 30, 2011USD ($) | Dec. 27, 2015USD ($) | Sep. 27, 2015USD ($) | Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Jan. 01, 2012USD ($) | Jun. 28, 2015USD ($) | Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Jul. 03, 2016USD ($) | Oct. 28, 2015USD ($) |
Harry and David Holdings Inc [Member] | Customer Lists [Member] | Minimum [Member] | |||||||||||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 4 years | ||||||||||||
Harry and David Holdings Inc [Member] | Customer Lists [Member] | Maximum [Member] | |||||||||||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 11 years | ||||||||||||
Harry and David Holdings Inc [Member] | Customer Lists [Member] | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 5,200 | $ 5,200 | $ 5,200 | ||||||||||
Harry and David Holdings Inc [Member] | Leaseholds and Leasehold Improvements [Member] | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 1,100 | 1,100 | 1,100 | ||||||||||
Harry and David Holdings Inc [Member] | Deferred Revenue Adjustment [Member] | |||||||||||||
Business Combination Proforma Information Adjustment Deferred Revenue | (1,600) | ||||||||||||
Harry and David Holdings Inc [Member] | Fair Value Adjustment to Inventory [Member] | |||||||||||||
Business Combination Proforma Information Adjustment Inventory | (4,800) | ||||||||||||
Harry and David Holdings Inc [Member] | Additional Amortization Expense [Member] | |||||||||||||
Business Combination Proforma Information Adjustment Acquisition And Integration Costs | 17,400 | ||||||||||||
Business Combination Proforma Information Adjustment Acquisition Costs | $ 400 | ||||||||||||
Business Combination Proforma Information Adjustment Amortization Expense | 200 | ||||||||||||
Harry and David Holdings Inc [Member] | Incremental Impact of Credit Facility [Member] | |||||||||||||
Business Combination Proforma Information Adjustment Interest Expense Impact | 1,100 | ||||||||||||
Harry and David Holdings Inc [Member] | |||||||||||||
Business Combination, Consideration Transferred | $ 142,500 | ||||||||||||
Business Acquisition Number Of Retail Store Locations | 48 | ||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 35,500 | 35,500 | 35,500 | ||||||||||
Goodwill | 16,000 | 16,000 | 16,000 | $ 16,042 | |||||||||
Business Combination Proforma Information Adjustment Acquisition Costs | 11,900 | ||||||||||||
Business Combination Proforma Information Adjustment Integration Costs | 3,000 | ||||||||||||
Business Combination Proforma Information Adjustment Severance Costs Impact | 2,500 | ||||||||||||
Fannie May Franchise LLC [Member] | GB Chocolates LLC [Member] | |||||||||||||
Business Acquisition Number Of Retail Store Locations | 16 | ||||||||||||
Number of Retail Stores Sold | 17 | ||||||||||||
Payments to Acquire Businesses, Gross | $ 6,400 | ||||||||||||
Fannie May Franchise LLC [Member] | |||||||||||||
Goodwill | 5,783 | 5,783 | 5,783 | ||||||||||
Fannie May Franchise LLC [Member] | GB Chocolates LLC [Member] | |||||||||||||
Deferred Revenue, Revenue Recognized | $ 700 | ||||||||||||
Area Development Agreement Proceeds From Non Performance Promissory Note | $ 1,200 | ||||||||||||
Franchise Revenue | $ 1,000 | $ 200 | |||||||||||
Euroflorist [Member] | |||||||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 1,500 | ||||||||||||
iFlorist [Member] | Other Nonoperating Income (Expense) [Member] | |||||||||||||
Asset Impairment Charges | $ 1,900 | ||||||||||||
iFlorist [Member] | |||||||||||||
Disposal Group, Including Discontinued Operation, Assets, Carrying Amount Before Impairment | 3,400 | ||||||||||||
Disposal Group, Including Discontinued Operation, Assets | $ 1,500 | ||||||||||||
Gain (Loss) on Disposition of Business | $ (200) | ||||||||||||
Goodwill | $ 77,097 | $ 60,166 | 77,097 | $ 77,097 | $ 60,166 | $ 77,667 | |||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 359,700 | ||||||||||||
Business Combination Pro Forma Information Operating Income Loss of Acquiree Since Acquisition Date Actual | $ 24,600 |
Note 4 - Puchase Price Allocati
Note 4 - Puchase Price Allocation of Harry and David (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 |
Harry and David Holdings Inc [Member] | |||
Current assets | $ 126,268 | ||
Intangible assets | 41,827 | ||
Goodwill | 16,042 | $ 16,000 | |
Property, plant and equipment | 105,079 | ||
Other assets | 131 | ||
Total assets acquired | 289,085 | ||
Current liabilities, including short-term debt | 104,513 | ||
Deferred tax liabilities | 42,048 | ||
Other liabilities assumed | 24 | ||
Total liabilities assumed | 146,585 | ||
Net assets acquired | 142,500 | ||
Goodwill | $ 77,667 | $ 77,097 | $ 60,166 |
Note 4 - Unaudited Pro Forma Fi
Note 4 - Unaudited Pro Forma Financial Information (Details) - Harry and David Holdings Inc [Member] - USD ($) | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Net revenues from continuing operations | $ 1,173,024 | $ 1,152,103 | $ 1,142,946 |
Income from continuing operations attributable to 1-800-FLOWERS.COM, Inc. | $ 36,875 | $ 17,812 | $ 19,439 |
Diluted net income per common share attributable to 1-800-FLOWERS.COM, Inc. (in dollars per share) | $ 0.55 | $ 0.26 | $ 0.29 |
Note 4 - Purchase Price Allocat
Note 4 - Purchase Price Allocation of Fannie May Retail Stores (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 |
Fannie May Franchise LLC [Member] | |||
Current assets | $ 103 | ||
Property, plant and equipment | 487 | ||
Goodwill | 5,783 | ||
Net assets acquired | 6,373 | ||
Goodwill | $ 77,667 | $ 77,097 | $ 60,166 |
Note 5 - The Company's Inventor
Note 5 - The Company's Inventory (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 |
Finished goods | $ 44,264 | $ 43,254 |
Work-in-process | 24,573 | 16,020 |
Raw materials | 34,491 | 33,889 |
Total | $ 103,328 | $ 93,163 |
Note 6 - Goodwill and Intangi56
Note 6 - Goodwill and Intangible Assets (Details Textual) - USD ($) | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Gourmet Food and Gift Baskets [Member] | |||
Goodwill, Impaired, Accumulated Impairment Loss | $ 71,100,000 | ||
Goodwill and Intangible Asset Impairment | 0 | $ 0 | $ 0 |
Amortization of Intangible Assets | 1,900,000 | $ 2,100,000 | $ 1,600,000 |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 1,500,000 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 1,300,000 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 700,000 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 600,000 | ||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 1,000,000 | ||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | $ 2,600,000 |
Note 6 - Goodwill by Segment (D
Note 6 - Goodwill by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jul. 03, 2016 | Jun. 28, 2015 | |||
Consumer Floral [Member] | iFlorist [Member] | ||||
iFlorist measurement period adjustment | $ 1,320 | |||
iFlorist translation adjustment | (429) | |||
Consumer Floral [Member] | ||||
Balance | $ 17,582 | 16,691 | ||
Other | (141) | |||
Balance | 17,441 | 17,582 | ||
Gourmet Food and Gift Baskets [Member] | Harry and David Holdings Inc [Member] | ||||
Harry & David acquisition | 16,042 | |||
Gourmet Food and Gift Baskets [Member] | ||||
Balance | [1] | 59,515 | 43,475 | |
Other | 711 | (2) | [1] | |
Balance | 60,226 | 59,515 | [1] | |
Harry and David Holdings Inc [Member] | ||||
Balance | 16,000 | |||
Harry & David acquisition | 16,042 | |||
Balance | 16,042 | 16,000 | ||
iFlorist [Member] | ||||
iFlorist measurement period adjustment | 1,320 | |||
iFlorist translation adjustment | (429) | |||
Balance | 77,097 | 60,166 | ||
Other | 570 | (2) | ||
Balance | $ 77,667 | $ 77,097 | ||
[1] | The total carrying amount of goodwill for all periods in the table above is reflected net of $71.1 million of accumulated impairment charges, which were recorded in the GFGB segment during Fiscal 2009. |
Note 6 - Other Intangible Asset
Note 6 - Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 03, 2016 | Jun. 28, 2015 | |
Licensing Agreements [Member] | Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 14 years | |
Licensing Agreements [Member] | Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 16 years | |
Licensing Agreements [Member] | ||
Gross Carrying Amount | $ 7,420 | $ 7,420 |
Accumulated Amortization | 5,832 | 5,727 |
Net | $ 1,588 | 1,693 |
Customer Lists [Member] | Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Customer Lists [Member] | Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Customer Lists [Member] | ||
Gross Carrying Amount | $ 21,144 | 21,815 |
Accumulated Amortization | 15,960 | 14,595 |
Net | $ 5,184 | 7,220 |
Other Intangible Assets [Member] | Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 5 years | |
Other Intangible Assets [Member] | Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 14 years | |
Other Intangible Assets [Member] | ||
Gross Carrying Amount | $ 3,665 | 3,665 |
Accumulated Amortization | 2,698 | 2,597 |
Net | $ 967 | 1,068 |
Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 16 years | |
Gross Carrying Amount | $ 32,229 | 32,900 |
Accumulated Amortization | 24,490 | 22,919 |
Net | 7,739 | 9,981 |
Gross Carrying Amount | 71,261 | 72,144 |
Gross Carrying Amount | 103,490 | 105,044 |
Net | $ 79,000 | $ 82,125 |
Note 7 - Property, Plant and 59
Note 7 - Property, Plant and Equipment (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Depreciation | $ 30.5 | $ 27 | $ 18.2 |
Note 7 - Property, Plant and 60
Note 7 - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 |
Land [Member] | ||
Property, Plant, and Equipment, gross | $ 30,789 | $ 31,077 |
Orchards in Production and Land Improvements [Member] | ||
Property, Plant, and Equipment, gross | 9,483 | 9,028 |
Building and Building Improvements [Member] | ||
Property, Plant, and Equipment, gross | 54,950 | 55,121 |
Leasehold Improvements [Member] | ||
Property, Plant, and Equipment, gross | 21,584 | 19,459 |
Furniture and Fixtures [Member] | ||
Property, Plant, and Equipment, gross | 72,912 | 63,132 |
Computer and Telecommunication Equipment [Member] | ||
Property, Plant, and Equipment, gross | 52,737 | 56,582 |
Software and Software Development Costs [Member] | ||
Property, Plant, and Equipment, gross | 136,333 | 150,695 |
Capital Projects in Progress [Member] | ||
Property, Plant, and Equipment, gross | 8,513 | 7,335 |
Property, Plant, and Equipment, gross | 387,301 | 392,429 |
Accumulated depreciation and amortization | (215,939) | (222,329) |
Property, plant and equipment, net | $ 171,362 | $ 170,100 |
Note 8 - Accrued Expenses (Deta
Note 8 - Accrued Expenses (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 |
Payroll and employee benefits | $ 25,892 | $ 36,370 |
Other | 40,174 | 37,269 |
Accrued Expenses | $ 66,066 | $ 73,639 |
Note 9 - Long-term Debt (Detail
Note 9 - Long-term Debt (Details Textual) $ in Thousands | Sep. 30, 2014USD ($) | Jul. 03, 2016USD ($) | Jun. 28, 2015USD ($) | |
Term Loan [Member] | Credit Facility 2014 [Member] | Minimum [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000 | |||
Term Loan [Member] | Credit Facility 2014 [Member] | Maximum [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 200,000 | |||
Term Loan [Member] | Credit Facility 2014 [Member] | ||||
Long-term Debt | $ 142,500 | |||
Debt Instrument, Term | 5 years | |||
Term Loan [Member] | ||||
Long-term Debt | [1] | $ 117,563 | $ 131,813 | |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 19,600 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 21,400 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Three | 26,700 | |||
Long-term Debt, Maturities, Repayments of Principal in Year Four | $ 49,900 | |||
Line of Credit [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Line of Credit [Member] | Minimum [Member] | ABR [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |||
Line of Credit [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||
Line of Credit [Member] | Maximum [Member] | ABR [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||
Credit Facility 2014 [Member] | Revolving Credit Facility [Member] | ||||
Proceeds from Lines of Credit | $ 136,700 | |||
Debt Instrument Number of Installment Payment | 20 | |||
Debt Instrument Principal Payment Percentage In Year One And Two | 10.00% | |||
Debt Instrument Principal Payment Percentage in Year Three and Four | 15.00% | |||
Debt Instrument Principal Payment Percentage in Year Five | 20.00% | |||
Debt Instrument Principal Payment Due Upon Maturity | $ 42,750 | |||
[1] | In order to finance the Harry & David acquisition, on September 30, 2014, the Company entered into a Credit Agreement with JPMorgan Chase Bank as administrative agent, and a group of lenders (the "2014 Credit Facility"), consisting of a $142.5 million five-year term loan (the "Term Loan") with a maturity date of September 30, 2019, and a co-terminus revolving credit facility (the "Revolver"), with a seasonally adjusted limit ranging from $100.0 to $200.0 million, which may be used for working capital (subject to applicable sublimits) and general corporate purposes. The Term Loan is payable in 20 quarterly installments of principal and interest beginning in December 2014, with escalating principal payments at the rate of 10% in years one and two, 15% in years three and four, and 20% in year five, with the remaining balance of $42.75 million due upon maturity. Upon closing of the acquisition, the Company borrowed $136.7 million under the Revolver to repay amounts outstanding under the Company's and Harry & David's previous credit agreements, as well as to pay acquisition-related transaction costs. There were no amounts outstanding under the Revolver as of July 3, 2016 or June 28, 2015. The 2014 Credit Facility requires that while any borrowings are outstanding the Company comply with certain financial and non-financial covenants, including the maintenance of certain financial ratios. The Company was in compliance with these covenants as of July 3, 2016. Outstanding amounts under the 2014 Credit Facility bear interest at the Company's option at either: (i) LIBOR, plus a spread of 175 to 250 basis points, as determined by the Company's leverage ratio, or (ii) ABR, plus a spread of 75 to 150 basis points. The 2014 Credit Agreement is secured by substantially all of the assets of the Company and the Subsidiary Guarantors. Future principal payments under the term loan are as follows: $19.6 million - 2017, $21.4 million - 2018, $26.7 million - 2019 and $49.9 million - 2020. |
Note 9 - Current and Long-term
Note 9 - Current and Long-term Debt Summary (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 | |
Term Loan [Member] | |||
Long-term Debt | [1] | $ 117,563 | $ 131,813 |
Revolver (1) | [1] | ||
Bank loan (2) | [2] | 293 | |
Total debt | 117,563 | 132,106 | |
Less: current maturities of long-term debt | 19,594 | 14,543 | |
Long-term debt | $ 97,969 | $ 117,563 | |
[1] | In order to finance the Harry & David acquisition, on September 30, 2014, the Company entered into a Credit Agreement with JPMorgan Chase Bank as administrative agent, and a group of lenders (the "2014 Credit Facility"), consisting of a $142.5 million five-year term loan (the "Term Loan") with a maturity date of September 30, 2019, and a co-terminus revolving credit facility (the "Revolver"), with a seasonally adjusted limit ranging from $100.0 to $200.0 million, which may be used for working capital (subject to applicable sublimits) and general corporate purposes. The Term Loan is payable in 20 quarterly installments of principal and interest beginning in December 2014, with escalating principal payments at the rate of 10% in years one and two, 15% in years three and four, and 20% in year five, with the remaining balance of $42.75 million due upon maturity. Upon closing of the acquisition, the Company borrowed $136.7 million under the Revolver to repay amounts outstanding under the Company's and Harry & David's previous credit agreements, as well as to pay acquisition-related transaction costs. There were no amounts outstanding under the Revolver as of July 3, 2016 or June 28, 2015. The 2014 Credit Facility requires that while any borrowings are outstanding the Company comply with certain financial and non-financial covenants, including the maintenance of certain financial ratios. The Company was in compliance with these covenants as of July 3, 2016. Outstanding amounts under the 2014 Credit Facility bear interest at the Company's option at either: (i) LIBOR, plus a spread of 175 to 250 basis points, as determined by the Company's leverage ratio, or (ii) ABR, plus a spread of 75 to 150 basis points. The 2014 Credit Agreement is secured by substantially all of the assets of the Company and the Subsidiary Guarantors. Future principal payments under the term loan are as follows: $19.6 million - 2017, $21.4 million - 2018, $26.7 million - 2019 and $49.9 million - 2020. | ||
[2] | Bank loan assumed through the Company's acquisition of a majority interest in iFlorist. The Company repaid this loan during the quarter ended December 27, 2015. |
Note 10 - Assets and Liabilitie
Note 10 - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 | |
Fair Value, Inputs, Level 1 [Member] | |||
Trading securities held in a “rabbi trust” (1) | [1] | $ 4,852 | $ 3,118 |
Assets (liabilities) measured at fair value | 4,852 | 3,118 | |
Fair Value, Inputs, Level 2 [Member] | |||
Trading securities held in a “rabbi trust” (1) | [1] | ||
Assets (liabilities) measured at fair value | |||
Fair Value, Inputs, Level 3 [Member] | |||
Trading securities held in a “rabbi trust” (1) | [1] | ||
Assets (liabilities) measured at fair value | |||
Trading securities held in a “rabbi trust” (1) | [1] | 4,852 | 3,118 |
Assets (liabilities) measured at fair value | $ 4,852 | $ 3,118 | |
[1] | The Company has established a Non-qualified Deferred Compensation Plan for certain members of senior management. Deferred compensation plan assets are invested in mutual funds held in a "rabbi trust" which is restricted for payment to participants of the NQDC Plan. Trading securities held in a rabbi trust are measured using quoted market prices at the reporting date and are included in Other assets, with the corresponding liability included in Other liabilities, in the consolidated balance sheets. |
Note 11 - Income Taxes (Details
Note 11 - Income Taxes (Details Textual) $ in Millions | Jul. 03, 2016USD ($) |
Domestic Tax Authority [Member] | |
Operating Loss Carryforwards | $ 2.2 |
Operating Loss Carryforwards Limitation On Use | 0.3 |
Foreign Tax Authority [Member] | |
Operating Loss Carryforwards | 10.5 |
State and Local Jurisdiction [Member] | |
Operating Loss Carryforwards | 5.7 |
Unrecognized Tax Benefits | 1.2 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 0.1 |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Amount of Unrecorded Benefit | $ 0.9 |
Note 11 - Income Tax Provision
Note 11 - Income Tax Provision from Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Current provision (benefit): | |||
Federal | $ 15,876 | $ 6,630 | $ 6,439 |
State | 2,703 | 1,840 | 1,247 |
Foreign | (11) | 11 | |
Current Income tax expense | 18,579 | 8,459 | 7,697 |
Deferred provision (benefit): | |||
Federal | (2,949) | 1,970 | 773 |
State | (7) | 631 | 28 |
Foreign | (44) | (130) | (95) |
Deferred income tax expenses (benefit) | (3,000) | 2,471 | 706 |
Income tax expense | $ 15,579 | $ 10,930 | $ 8,403 |
Note 11 - Effective Income Tax
Note 11 - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Tax at U.S. statutory rates | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal tax benefit | 3.40% | 3.80% | 3.70% |
Valuation allowance change | 1.30% | 2.60% | 1.50% |
Rate differences | (2.60%) | 1.10% | 1.20% |
Tax settlements | 1.10% | 1.40% | (1.00%) |
Deductible stock-based compensation | (0.20%) | (1.30%) | (0.20%) |
Domestic production deduction | (2.60%) | (2.20%) | (1.90%) |
Tax credits | (4.20%) | (3.90%) | (1.70%) |
Other, net | (0.90%) | (0.40%) | 1.00% |
Effective tax rate | 30.30% | 36.10% | 37.60% |
Note 11 - Deferred Income Tax A
Note 11 - Deferred Income Tax Assets (Details) - USD ($) $ in Thousands | Jul. 03, 2016 | Jun. 28, 2015 |
Deferred income tax assets: | ||
Net operating loss and credit carryforwards | $ 6,901 | $ 6,743 |
Accrued expenses and reserves | 7,267 | 5,921 |
Stock-based compensation | 4,531 | 3,622 |
Gross deferred income tax assets | 18,699 | 16,286 |
Less: Valuation allowance | (4,936) | (4,589) |
Deferred tax assets, net | 13,763 | 11,697 |
Deferred income tax liabilities: | ||
Other intangibles | (24,357) | (23,307) |
Tax in excess of book depreciation | (24,923) | (26,197) |
Deferred tax liabilities | (49,280) | (49,504) |
Net deferred income tax liabilities | $ (35,517) | $ (37,807) |
Note 12 - Capital Stock (Detail
Note 12 - Capital Stock (Details Textual) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 28, 2015USD ($) | Jul. 03, 2016USD ($)shares | Jun. 28, 2015USD ($)shares | Jun. 29, 2014USD ($)shares | |
Common Class A [Member] | ||||
Number of Voting Rights Per Share | 1 | |||
Stock Issued During Period, Shares, Conversion of Convertible Securities | shares | 4,047,040 | 2,748,550 | ||
Common Class B [Member] | ||||
Number of Voting Rights Per Share | 10 | |||
Conversion Of Stock Shares Of Class A Common Stock Converted From A Share Of Class B Common Stock | shares | 1 | |||
Stock Repurchase Program, Additional Authorized Amount | $ | $ 25,000 | |||
Treasury Stock, Value, Acquired, Cost Method | $ | $ 15,223 | $ 8,360 | $ 8,317 | |
Treasury Stock, Shares, Acquired | shares | 1,714,550 | 1,056,038 | 1,561,206 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ | $ 12,000 |
Note 13 - Stock Based Compens70
Note 13 - Stock Based Compensation (Details Textual) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Employee Stock Option [Member] | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 1.2 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 328 days | ||
Restricted Stock [Member] | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 7.4 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 36 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 10.5 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 4.2 | $ 3.6 | $ 0.4 |
Note 13 - Stock-based Compensat
Note 13 - Stock-based Compensation Expense Recognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Employee Stock Option [Member] | |||
Allocated share based expense | $ 432 | $ 459 | $ 420 |
Restricted Stock [Member] | |||
Allocated share based expense | 5,911 | 5,503 | 4,244 |
Allocated share based expense | 6,343 | 5,962 | 4,664 |
Deferred income tax benefit | 1,987 | 2,087 | 1,738 |
Stock-based compensation expense | $ 4,356 | $ 3,875 | $ 2,926 |
Note 13 - Allocation of Stock-B
Note 13 - Allocation of Stock-Based Compensation to Operating Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Selling and Marketing Expense [Member] | |||
Allocated share based expense | $ 2,306 | $ 1,866 | $ 1,261 |
Technology and development [Member] | |||
Allocated share based expense | 493 | 392 | 298 |
General and Administrative Expense [Member] | |||
Allocated share based expense | 3,544 | 3,704 | 3,105 |
Allocated share based expense | $ 6,343 | $ 5,962 | $ 4,664 |
Note 13 - Stock-based Compens73
Note 13 - Stock-based Compensation Valuation Assumptions (Details) - $ / shares | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Weighted average fair value of options granted (in dollars per share) | $ 4.86 | $ 3.16 | |
Expected volatility | 52.00% | 61.00% | |
Expected life (in years) | 7 years 109 days | 6 years 219 days | |
Risk-free interest rate | 1.90% | 1.60% | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | 0.00% |
Note 13 - Stock Option Activity
Note 13 - Stock Option Activity (Details) - Employee Stock Option [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Jul. 03, 2016USD ($)$ / sharesshares | |
Outstanding beginning of period (in shares) | shares | 3,345,146 |
Outstanding beginning of period (in dollars per share) | $ / shares | $ 2.93 |
Granted (in shares) | shares | |
Granted (in dollars per share) | $ / shares | |
Exercised (in shares) | shares | (1,044,255) |
Exercised (in dollars per share) | $ / shares | $ 3.36 |
Forfeited/Expired (in shares) | shares | (118,657) |
Forfeited/Expired (in dollars per share) | $ / shares | $ 7.33 |
Outstanding end of period (in shares) | shares | 2,182,234 |
Outstanding end of period (in dollars per share) | $ / shares | $ 2.49 |
Outstanding end of period | 4 years 292 days |
Outstanding end of period | $ | $ 14,236 |
Options vested or expected to vest at end of period (in shares) | shares | 2,117,259 |
Options vested or expected to vest at end of period (in dollars per share) | $ / shares | $ 2.49 |
Options vested or expected to vest at end of period | 4 years 292 days |
Options vested or expected to vest at end of period | $ | $ 13,821 |
Exercisable at July 3, 2016 (in shares) | shares | 1,261,234 |
Exercisable at July 3, 2016 (in dollars per share) | $ / shares | $ 2.45 |
Exercisable at July 3, 2016 | 4 years 219 days |
Exercisable at July 3, 2016 | $ | $ 8,271 |
Note 13 - Stock Options Outstan
Note 13 - Stock Options Outstanding (Details) | 12 Months Ended |
Jul. 03, 2016$ / sharesshares | |
Exercise Price Range 1 [Member] | |
Exercise Price Range, Lower Range Limit (in dollars per share) | $ 1.69 |
Exercise Price Range, Upper Range Limit (in dollars per share) | $ 1.79 |
Options Outstanding Options Outstanding (in shares) | shares | 1,001,000 |
Options Outstanding Weighted- Average Remaining Contractual Life | 4 years 109 days |
Options Outstanding Weighted- Average Exercise Price (in dollars per share) | $ 1.79 |
Options Exercisable Options Exercisable (in shares) | shares | 626,000 |
Options Exercisable Weighted- Average Exercise Price (in dollars per share) | $ 1.79 |
Exercise Price Range 2 [Member] | |
Exercise Price Range, Lower Range Limit (in dollars per share) | 2.22 |
Exercise Price Range, Upper Range Limit (in dollars per share) | $ 2.44 |
Options Outstanding Options Outstanding (in shares) | shares | 42,000 |
Options Outstanding Weighted- Average Remaining Contractual Life | 6 years 109 days |
Options Outstanding Weighted- Average Exercise Price (in dollars per share) | $ 2.43 |
Options Exercisable Options Exercisable (in shares) | shares | 42,000 |
Options Exercisable Weighted- Average Exercise Price (in dollars per share) | $ 2.43 |
Exercise Price Range 3 [Member] | |
Exercise Price Range, Lower Range Limit (in dollars per share) | 2.63 |
Exercise Price Range, Upper Range Limit (in dollars per share) | $ 2.63 |
Options Outstanding Options Outstanding (in shares) | shares | 1,010,000 |
Options Outstanding Weighted- Average Remaining Contractual Life | 328 days |
Options Outstanding Weighted- Average Exercise Price (in dollars per share) | $ 2.63 |
Options Exercisable Options Exercisable (in shares) | shares | 508,000 |
Options Exercisable Weighted- Average Exercise Price (in dollars per share) | $ 2.63 |
Exercise Price Range 4 [Member] | |
Exercise Price Range, Lower Range Limit (in dollars per share) | 2.88 |
Exercise Price Range, Upper Range Limit (in dollars per share) | $ 10.20 |
Options Outstanding Options Outstanding (in shares) | shares | 129,234 |
Options Outstanding Weighted- Average Remaining Contractual Life | 4 years 36 days |
Options Outstanding Weighted- Average Exercise Price (in dollars per share) | $ 6.85 |
Options Exercisable Options Exercisable (in shares) | shares | 85,234 |
Options Exercisable Weighted- Average Exercise Price (in dollars per share) | $ 6.23 |
Exercise Price Range, Upper Range Limit (in dollars per share) | |
Options Outstanding Options Outstanding (in shares) | shares | 2,182,234 |
Options Outstanding Weighted- Average Remaining Contractual Life | 4 years 292 days |
Options Outstanding Weighted- Average Exercise Price (in dollars per share) | $ 2.49 |
Options Exercisable Options Exercisable (in shares) | shares | 1,261,234 |
Options Exercisable Weighted- Average Exercise Price (in dollars per share) | $ 2.45 |
Note 13 - Non-Vested Restricted
Note 13 - Non-Vested Restricted Stock Activity (Details) - Restricted Stock [Member] | 12 Months Ended |
Jul. 03, 2016$ / sharesshares | |
Non-vested – beginning of period (in shares) | shares | 2,342,052 |
Non-vested – beginning of period (in dollars per share) | $ / shares | $ 5.62 |
Granted (in shares) | shares | 1,027,706 |
Granted (in dollars per share) | $ / shares | $ 9.01 |
Vested (in shares) | shares | (879,863) |
Vested (in dollars per share) | $ / shares | $ 5.21 |
Forfeited (in shares) | shares | (472,826) |
Forfeited (in dollars per share) | $ / shares | $ 8.85 |
Non-vested - end of period (in shares) | shares | 2,017,069 |
Non-vested - end of period (in dollars per share) | $ / shares | $ 6.78 |
Note 14 - Employee Retirement77
Note 14 - Employee Retirement Plans (Details Textual) - USD ($) | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | Maximum [Member] | |||
Defined Benefit Plan Participants Deferment Percentage Of Salary And Performance And Nonperformance Based Bonus | 100.00% | ||
Defined Benefit Plan Employer Matching Contribution Per Participant Amount | $ 2,500 | ||
Deferred Compensation Arrangement with Individual, Employer Contribution | $ 100,000 | $ 100,000 | $ 100,000 |
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits [Member] | |||
Defined Benefit Plan Percentage Of Employer Matching Contribution On Deferrals Made By Each Participant | 50.00% | ||
Deferred Compensation Arrangement with Individual, Recorded Liability | $ 4,900,000 | 3,100,000 | |
Interest Expense [Member] | |||
Deferred Compensation Arrangement With Individual Gain (Loss) On Investment | $ (100,000) | $ 200,000 | $ 300,000 |
Defined Contribution Plan Required Age Of Employees To Become Eligible To Participate | 21 years | ||
Defined Contribution Plan Number Of Months Of Service Must Be Completed To Participate | 30 days | ||
Defined Benefit Plan Participants Deferment Percentage Of Salary And Performance And Nonperformance Based Bonus | 1.00% |
Note 15 - Business Segments (De
Note 15 - Business Segments (Details Textual) | 12 Months Ended |
Jun. 30, 2016 | |
Number of Reportable Segments | 3 |
Note 15 - Segment Performance (
Note 15 - Segment Performance (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | ||
Consumer Floral [Member] | ||||
Sales Revenue | $ 418,492 | $ 422,199 | $ 421,336 | |
Contribution Margin | 50,773 | 43,529 | 40,252 | |
BloonNet Wire Service [Member] | ||||
Sales Revenue | 85,483 | 85,968 | 84,199 | |
Contribution Margin | 30,629 | 29,398 | 26,715 | |
Gourmet Food and Gift Baskets [Member] | ||||
Sales Revenue | 670,453 | 613,953 | 251,990 | |
Contribution Margin | 79,398 | 74,889 | 27,122 | |
Corporate Segment [Member] | ||||
Sales Revenue | 1,066 | 1,020 | 797 | |
Corporate (a) | [1] | (85,134) | (81,075) | (50,535) |
Intersegment Eliminations [Member] | ||||
Sales Revenue | (2,470) | (1,634) | (1,977) | |
Sales Revenue | 1,173,024 | 1,121,506 | 756,345 | |
Contribution Margin | 160,800 | 147,816 | 94,089 | |
Depreciation and amortization | (32,384) | (29,124) | (19,848) | |
Operating income | $ 43,282 | $ 37,617 | $ 23,706 | |
[1] | Corporate expenses consist of the Company's enterprise shared service cost centers, and include, among other items, Information Technology, Human Resources, Accounting and Finance, Legal, Executive and Customer Service Center functions, as well as Stock-Based Compensation. In order to leverage the Company's infrastructure, these functions are operated under a centralized management platform, providing support services throughout the organization. The costs of these functions, other than those of the Customer Service Center, which are allocated directly to the above categories based upon usage, are included within corporate expenses as they are not directly allocable to a specific segment. |
Note 16 - Discontinued Operat80
Note 16 - Discontinued Operations (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 29, 2013 | Jun. 30, 2013 | Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
WinetastingNetworkMember | Gourmet Food and Gift Baskets [Member] | Scenario, Previously Reported [Member] | |||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ (2,300) | ||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | $ (1,500) | ||||
WinetastingNetworkMember | Gourmet Food and Gift Baskets [Member] | Scenario, Actual [Member] | |||||
Proceeds from Divestiture of Businesses | $ (1,000) | ||||
Discontinued Operation, Gain (Loss) from Disposal of Discontinued Operation, before Income Tax | $ 1,300 | ||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 815 | ||||
Discontinued Operation, Amount of Adjustment to Prior Period Gain (Loss) on Disposal, before Income Tax | 1,300 | ||||
Discontinued Operation, Amount of Adjustment to Prior Period Gain (Loss) on Disposal, Net of Tax | $ 800 |
Note 16 - Results for Discontin
Note 16 - Results for Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | |
Net revenues from discontinued operations | $ 1,669 | ||
Loss from discontinued operations, net of tax | (86) | ||
Gain on sale of discontinued operations, net of tax | 815 | ||
Income from discontinued operations, net of tax | $ 729 |
Note 17 - Commitments and Con82
Note 17 - Commitments and Contingencies (Details Textual) - USD ($) $ in Millions | Jul. 22, 2016 | Jan. 29, 2015 | Nov. 20, 2014 | Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 |
Land and Building [Member] | ||||||
Operating Leases, Future Minimum Payments Due, Future Minimum Sublease Rentals | $ 2.3 | |||||
Technology Infrastructure [Member] | ||||||
Long-term Purchase Commitment, Amount | 3.8 | |||||
Letter of Credit [Member] | ||||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 2.5 | |||||
Edible Arrangements LLC and Edible Arrangements International LLC [Member] | Subsequent Event [Member] | ||||||
Loss Contingency, Damages Paid, Value | $ 1.5 | |||||
Edible Arrangements LLC and Edible Arrangements International LLC [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 101.4 | $ 97.4 | ||||
Operating Lease Minimum Term | 1 year | |||||
Operating Leases, Rent Expense, Net | $ 33.4 | $ 28.3 | $ 17.7 |
Note 17 - Future Minimum Paymen
Note 17 - Future Minimum Payments under Non-cancelable Operating Leases (Details) $ in Thousands | Jul. 03, 2016USD ($) |
2,017 | $ 19,671 |
2,018 | 16,990 |
2,019 | 15,093 |
2,020 | 11,611 |
2,021 | 9,727 |
Thereafter | 48,781 |
Total minimum lease payments | $ 121,873 |
Note 18 - Fire at the Fannie 84
Note 18 - Fire at the Fannie May Warehouse and Distribution Facility (Details Textual) - Fire [Member] $ in Thousands | 12 Months Ended |
Jul. 03, 2016USD ($) | |
Other Nonoperating Income (Expense) [Member] | |
Gain on Business Interruption Insurance Recovery | $ 19,600 |
Insurance Recovery Settlement | 55,000 |
Inventory Write-down | 29,587 |
Other Nonrecurring Expense | 5,802 |
Gain on Business Interruption Insurance Recovery | $ 19,611 |
Note 18 - Costs Related to the
Note 18 - Costs Related to the Fire and the Insurance Recovery (Details) - Fire [Member] $ in Thousands | 12 Months Ended |
Jul. 03, 2016USD ($) | |
Inventory Write-down | $ 29,587 |
Other Nonrecurring Expense | 5,802 |
Total fire related costs | 35,389 |
Less: fire related insurance recoveries | (55,000) |
Fire related gain | $ (19,611) |
Schedule II - Valuation and Q86
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) | 12 Months Ended | |||
Jul. 03, 2016 | Jun. 28, 2015 | Jun. 29, 2014 | ||
Balance at Beginning of Period | $ 2,235,000 | $ 2,443,000 | $ 2,488,000 | |
Charged to Costs and Expenses | 1,278,000 | 1,295,000 | 1,656,000 | |
Deductions- Describe | [1] | (1,409,000) | (1,503,000) | (1,701,000) |
Balance at End of Period | $ 2,104,000 | $ 2,235,000 | $ 2,443,000 | |
[1] | Reduction in reserve due to write-off of accounts/notes receivable balances. |