1 800 FLOWERS COM INC
For the period ended Sep 27, 2026. Filed Nov 6, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 27, 2026 · Filed Nov 6, 2026
FLWS$2.58-1.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-29; filed 2026-05-07.
0001084869-26-000019
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-27; filed 2026-11-06.
0001084869-26-000057
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 133 previous paragraphs and 119 current paragraphs.
65 unchanged; 30 reworded; 24 added; 38 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 18 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (24)
Current report
Discontinued Operations
Current report
On September 26, 2026, the Company and PlanetArt, LLC ("Purchaser") entered into an Asset Purchase Agreement (the "Purchase Agreement") related to the sale of certain assets and the assumption of certain liabilities of the Company's Personalization Mall, Things Remembered, and Personalization Universe businesses (collectively, the "Personalization Businesses"). The aggregate sale price was $45.0 million in cash (subject to certain working capital adjustments). The Company and Purchaser consummated the transactions contemplated by the Purchase Agreement on October 19, 2026. The disposition represented a strategic shift that had a major impact on the Company's operations and financial results and has been accounted for as discontinued operations.
Current report
The Company is presenting the operating results and cash flows of the Personalization Businesses within discontinued operations in the current and prior periods. The assets and liabilities of the Personalization Businesses are presented as assets and liabilities of discontinued operations in the consolidated balance sheets for all periods presented.
Current report
See Note 3 - Discontinued operations, in the Notes to Consolidated Financial Statements included in Part I, Item 1 of this Form 10-Q for additional information on discontinued operations.
Current report
Change in Segments
Current report
Historically, the Company had three reportable business segments, Consumer Floral & Gifts, BloomNet®, and Gourmet Foods & Gift Baskets. Effective June 29, 2026, the Company reassessed its segment reporting structure to reflect changes in how the Company’s Chief Executive Officer, who serves as the Chief Operating Decision Maker (“CODM”), manages the business, assesses performance, and allocates resources, in accordance with Accounting Standards Codification (“ASC”) 280, Segment Reporting. As a result, the Company’s operations were re-organized into the three following segments: E-Commerce, Wholesale and Other, and BloomNet®. The revised segment structure aligns with the manner in which the CODM reviews the Company’s operating results and allocates resources and more closely reflects the Company’s channel strategy.
Current report
See Note 13 - Business segments for additional information.
Current report
Fire at the Hebron warehouse and distribution facility
Current report
The Company maintains insurance coverage for property damage and business interruption and has submitted a claim to its insurance carriers. The Company has already received some recovery amounts from its insurers and is continuing to work with them to finalize the evaluation and settlement of the claim.
Current report
See Note 14 - Fire at the Hebron warehouse and distribution facility for additional information.
Current report
Segment contribution margin:
Current report
See Note 13- Businesss egments for additional information.
Current report
Net revenues decreased 11.1% during the three months ended September 27, 2026 primarily due to continued weakness in the Company’s e-commerce channel, particularly across websites other than 1800flowers.com and harryanddavid.com, as well as a shift in the timing of wholesale orders from the first quarter of the prior year to the second quarter in the current year.
Current report
Other revenues during the three months ended September 27, 2026 decreased 7.1% compared to the same period of the prior year, primarily due to a shift in the timing of wholesale orders from the first quarter of the prior year to the second quarter in the current year.
Current report
E-Commerce Segment – this segment consists primarily of the Company's direct-to-consumer gifting business operating through digital platforms, including Company-owned websites, third-party marketplaces, and other direct ordering channels.
Current report
Net revenues decreased 12.3% during the three months ended September 27, 2026 compared to the same period of the prior year, primarily due to continued weakness across websites other than 1800flowers.com and harryanddavid.com.
Current report
Wholesale and Other Segment - this segment consists primarily of wholesale distribution of gifting products to commercial customers for resale, as well as Company-operated retail stores and franchise operations.
Current report
Net revenues within this segment decreased 10.7% during thethree months ended September 27, 2026, compared to the same period of the prior year, primarily due to a shift in the timing of wholesale orders from the first quarter of the prior year to the second quarter in the current year.
Current report
Gross profit decreased 14.1% and gross profit percentage decreased 120 basis points during the three months ended September 27, 2026 compared to the same period of the prior year, primarily due to lower sales volume, higher fuel surcharges, and promotional strategy testing, partially offset by savings from the Company's cost-efficiency initiatives.
Current report
Wholesale and Other Segment- Gross profit increased by 13.7% during the three months ended September 27, 2026 compared to the same period of the prior year, primarily driven by timing of orders and customer mix.
Current report
Technology and development expense increased by 9.8% during the three months ended September 27, 2026 compared to the same period of the prior year primarily due to higher labor costs.
Current report
Other income, net
Current report
Net loss from discontinued operations, net of tax
Current report
Net loss from discontinued operations, net of tax, represents the results of the Personalization Businesses. Net loss from discontinued operations, net of tax decreased 6.2% during the three months ended September 27, 2026 due to a decrease in income tax expense.
Removed paragraphs (38)
Previous report
Fiscal 2026
Previous report
The Company is approaching fiscal 2026 as a pivotal period of foundation setting. By transforming the Company into a customer-centric, data-driven organization with clear objectives and return on investment-focused decision making, the Company aims to position itself to fuel future growth.
Previous report
The Company's strategic priorities are focused on positioning the organization for long-term growth. These priorities include:
Previous report
•driving cost savings and organizational efficiency,
Previous report
•building a customer-centric and data-driven organization,
Previous report
•broadening our reach beyond our e-commerce sites into new channels, and
Previous report
•strengthening our team through enhanced talent and accountability.
Previous report
With a renewed commitment to agility and customer-centricity, the Company believes these foundational steps will set the stage for sustainable revenue and profit growth in the years to come.
Previous report
Segment contribution margin and adjusted segment contribution margin
Previous report
We define segment contribution margin as earnings before interest, taxes, depreciation and amortization, before the allocation of corporate overhead expenses. Adjusted segment contribution margin is defined as segment contribution margin adjusted for certain items affecting period-to-period comparability. When viewed together with our GAAP results, we believe segment contribution margin and adjusted segment contribution margin provide management and users of the financial statements meaningful information about the performance of our business segments.
Previous report
Segment contribution margin and adjusted segment contribution margin are used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. The material limitation associated with the use of segment contribution margin and adjusted segment contribution margin is that they are an incomplete measure of profitability as they do not include all operating expenses or non-operating income and expenses. Management compensates for this limitation when using these measures by looking at other GAAP measures, such as Operating income (loss) and Net income (loss).
Previous report
(a) Segment performance is measured based on segment contribution margin or segment Adjusted EBITDA, reflecting only the direct controllable revenue and operating expenses of the segments, both of which are non-GAAP measurements. As such, management’s measure of profitability for these segments does not include the effect of corporate overhead, described above, depreciation and amortization, other expense (income), net, and other items that we do not consider indicative of our core operating performance.
Previous report
(b) 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 stock-based compensation, as well as changes in the fair value of the Company's NQDC Plan. 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 are included within corporate expenses as they are not directly allocable to a specific segment.
Previous report
(c) See reconciliation of the Company's net loss to Adjusted EBITDA (non-GAAP) above.
Previous report
Net revenues decreased 11.6% and 10.3% during the three and nine months ended March 29, 2026, respectively, mainly due to a focus on marketing effectiveness and profitability being prioritized over near-term revenue growth, offset in part by increased wholesale volume.
Previous report
Other revenues during the three and nine months ended March 29, 2026 increased 8.9% and 4.9%, respectively, compared to the same periods of the prior year, primarily due to higher wholesale volume within the Gourmet Foods & Gift Baskets segment due to increased orders from big box retailers.
Previous report
Consumer Floral & Gifts – this segment, which includes the operations of the 1-800-Flowers.com®, Personalization Mall®, and Things Remembered® brands, derives revenues from the sale of consumer floral products and gifts through its e-commerce sales channels (telephonic and online sales), retail stores, and royalties from its franchise operations.
Previous report
Net revenues decreased 18.7% and 19.4% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, due to a focus on marketing effectiveness and profitability being prioritized over near-term revenue growth.
Previous report
Gourmet Foods & Gift Baskets - this segment includes the operations of Harry & David®, Wolferman’s Bakery®, Cheryl’s Cookies®, The Popcorn Factory®, 1-800-Baskets.com®/DesignPac®, Shari’s Berries®, Vital Choice®, and Scharffen Berger®. Revenue is derived from the sale of gourmet fruits, cookies, baked gifts, premium chocolates and confections, gourmet popcorn, gift baskets, dipped berries, prime steaks, chops, and fish, through the Company’s e-commerce sales channels (telephonic and online sales) and company-owned and operated retail stores under the Harry & David and Cheryl’s Cookies brand names, as well as wholesale operations.
Previous report
Net revenues within this segment decreased 0.1% and 3.8% during thethree and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, primarily due to lower e-commerce revenue due to a focus on marketing effectiveness and profitability being prioritized over near-term revenue growth, partially offset by higher wholesale volume due to increased orders from big box retailers.
Previous report
During the three and nine months ended March 29, 2026, Gourmet Foods & Gift Baskets orders through its e-commerce sales channel (online and telephonic sales) decreased 8.0% and 8.3%, respectively, compared to the same periods of the prior year. In addition, the average order value for the three and nine months ended March 29, 2026 increased 2.8% and 2.1%, respectively, compared to the same periods of the prior year.
Previous report
Gross profit decreased 7.3% and 11.9% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, primarily due to lower revenues as noted above.
Previous report
During the three and nine months ended March 29, 2026, the gross profit percentage increased 150 basis points and decreased 70 basis points, respectively, compared to the same periods of the prior year.
Previous report
Gourmet Foods & Gift Baskets segment- Gross profit increased by 24.3% and decreased by 5.3% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year. The increase in gross profit for the three months ended March 29, 2026 compared to the prior year period was due to lower labor and facility costs on relatively flat revenue. The decline for the nine months ended March 29, 2026 compared to the prior year was due to the decrease in revenue noted above, as well as unfavorable gross profit percentage primarily attributable to deleveraging on the sales decline and increased tariff, commodity, and shipping costs.
Previous report
Technology and development expense decreased by 0.2% and 6.6% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, primarily due to the prior year period, including costs related to a new customer service platform and order management system.
Previous report
Goodwill and intangible impairment
Previous report
During the quarter ended March 29, 2026, the Company recorded a non-cash goodwill and intangible impairment charge of $45.2 million, comprised of $34.6 million related to goodwill for its Consumer Floral & Gifts segment and $10.6 million attributable to the Personalization Mall tradename.
Previous report
During the quarter ended March 30, 2025, the Company recorded a non-cash goodwill and intangible impairment charge of $138.2 million, comprised of $113.4 million related to goodwill for its Consumer Floral & Gifts segment and $24.8 million attributable to the Personalization Mall tradename.
Previous report
See Note 6 - Goodwill, trademarks with indefinite lives and other intangibles, net in Item 1 for further information.
Previous report
Other expense (income), net
Previous report
Goodwill & Intangible Assets Assessment and Impairment
Previous report
Interim Impairment Evaluation
Previous report
During the quarter ended March 29, 2026, the Company evaluated whether events or circumstances had changed such that it was more likely than not that the fair value of its goodwill, intangibles and other long-lived assets were less than their carrying amounts. After consideration of current and projected operating results, changes in macro-economic conditions, and a decline in the Company’s market capitalization, the Company concluded that a triggering event had occurred for its Consumer Floral & Gifts reporting unit. As such, the Company performed an impairment test of the reporting unit’s goodwill, intangibles and long-lived assets as of March 29, 2026.
Previous report
Impairment Assessments – Goodwill and Intangibles
Previous report
The Company performed its goodwill impairment test by comparing the fair value of its Consumer Floral and Gifts reporting unit to its respective carrying value. The Company estimated the fair value of the Consumer Floral and Gifts reporting unit using an equal weighting of the income and market approaches, and a discount rate of 14.5%. The Company used industry accepted valuation models and set criteria that were reviewed and approved by various levels of management. Under the income approach, the Company used a discounted cash flow methodology that required management to make significant estimates and assumptions related to forecasted revenues, gross profit margins, operating income margins, perpetual growth rates, and long-term discount rates, among others. For the market approach, the Company used the guideline public company method. Under this method, the Company utilized information from comparable publicly traded companies with similar operating and investment characteristics as the reporting units, to create valuation multiples that were applied to the operating performance of the reporting unit being tested, in order to obtain their respective fair values. The Company also reconciled the aggregate fair values of its reporting units to its current market capitalization.
Previous report
The Company’s impairment test for indefinite-lived intangible assets encompassed calculating a fair value of the indefinite-lived intangible asset and comparing that result to its carrying value. To determine fair value of indefinite-lived intangible assets, the Company used 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. 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.
Previous report
The Company’s impairment test for definite-lived and other long-lived assets was performed through a recoverability test, comparing projected undiscounted cash flows from the use and eventual disposition of the asset or asset group to its carrying value.
Previous report
Based on the impairment assessment performed for the period ended March 29, 2026, the Company recorded a non-cash goodwill and intangible impairment charge of $45.2 million, comprised of $34.6 million attributable to the Consumer Floral & Gifts reporting unit's goodwill and $10.6 million attributable to the Personalization Mall tradename within the same reporting unit. The Company concluded that definite-lived and other long-lived assets of the reporting unit were not impaired.
Reworded paragraphs (30)
Previous wording
1-800-FLOWERS.COM, Inc. and its subsidiaries (collectively, the “Company”) is a leading provider of thoughtful expressions designed to help inspire customers to give more, connect more, and build more and better relationships. The Company’s e-commerce business platform features our all-star family of brands, including: 1-800-Flowers.com®, 1-800-Baskets.com®, Cheryl’s Cookies®, Harry & David®, PersonalizationMall.com®, Shari’s Berries®, FruitBouquets.com®, Things Remembered®, Moose Munch®, The Popcorn Factory®, Wolferman’s Bakery®, Vital Choice®, Scharffen Berger®, and Simply Chocolate®. Through the Celebrations Passport® loyalty program, which provides members with free standard shipping and no service charge on eligible products across our portfolio of brands, the Company strives to deepen relationships with customers. The Company also operates BloomNet®, an international floral and gift industry service provider offering a broad range of products and services designed to help its members grow their businesses profitably; Napco®, a resource for floral gifts and seasonal décor; DesignPac®, a manufacturer of gift baskets and towers; and Card Isle®, an e-commerce greeting card service.
Current wording
1-800-FLOWERS.COM, Inc. and its subsidiaries (collectively, the “Company”) is a leading provider of thoughtful expressions designed to help inspire customers to give more, connect more, and build more and better relationships. The Company’s e-commerce business platform features our all-star family of brands, including: 1-800-Flowers.com®, 1-800-Baskets.com®, Cheryl’s Cookies®, Harry & David®, Shari’s Berries®, FruitBouquets.com®, Moose Munch®, The Popcorn Factory®, Wolferman’s Bakery®, Vital Choice®, Scharffen Berger®, and Simply Chocolate®. Through the Celebrations Passport® loyalty program, which provides members with free standard shipping and no service charge on eligible products across our portfolio of brands, the Company strives to deepen relationships with customers. The Company also operates BloomNet®, an international floral and gift industry service provider offering a broad range of products and services designed to help its members grow their businesses profitably; Napco®, a resource for floral gifts and seasonal décor; DesignPac®, a manufacturer of gift baskets and towers; and Card Isle®, an e-commerce greeting card service.
Previous wording
We define EBITDA as net income (loss) before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for the impact of stock-based compensation, Non-Qualified Deferred Compensation Plan (“NQDC Plan”) investment appreciation/depreciation, and certain items affecting period-to-period comparability.
Current wording
We define EBITDA as net income (loss) from continuing operations before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for the impact of stock-based compensation, Non-Qualified Deferred Compensation Plan (“NQDC Plan”) investment appreciation/depreciation, and certain items affecting period-to-period comparability.
Previous wording
We define free cash flow as net cash provided by (used in) operating activities, less capital expenditures. The Company considers free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business after the purchases of fixed assets, which can then be used to, among other things, invest in the Company’s business, make strategic acquisitions, strengthen the balance sheet, and repurchase stock or retire debt. Free cash flow is a liquidity measure that is frequently used by the investment community in the evaluation of similarly situated companies. Since free cash flow is not a measure of performance calculated in accordance with GAAP, it should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP. A limitation of the utility of free cash flow as a measure of financial performance is that it does not represent the total increase or decrease in the Company's cash balance for the period.
Current wording
We define free cash flow as net cash provided by (used in) operating activities from continuing operations, less capital expenditures. The Company considers free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business after the purchases of fixed assets, which can then be used to, among other things, invest in the Company’s business, make strategic acquisitions, strengthen the balance sheet and repurchase stock or retire debt. Free cash flow is a liquidity measure that is frequently used by the investment community in the evaluation of similarly situated companies. Since free cash flow is not a measure of performance calculated in accordance with GAAP, it should not be considered in isolation of, or as a substitute for analysis of, the Company's results as reported under GAAP. A limitation of the utility of free cash flow as a measure of financial performance is that it does not represent the total increase or decrease in the Company's cash balance for the period.
Previous wording
The following table reconciles net cash provided by operating activities, a GAAP measure, to free cash flow, a non-GAAP measure:
Current wording
The following table reconciles net cash used in operating activities from continuing operations, a GAAP measure, to free cash flow, a non-GAAP measure:
Previous wording
The following tables present the net revenues, gross profit, segment contribution margin, and adjusted segment contribution margin from each of the Company’s business segments:
Current wording
The following table presents the net revenues, gross profit, and segment contribution margin from each of the Company’s business segments. We define Segment Contribution Margin as segment revenues less cost of sales, credit card fees, and direct advertising costs directly attributable to the respective segments. Segment Contribution Margin is the measure of segment profit or loss regularly reviewed by the Company's Chief Operating Decision Maker to evaluate segment performance and allocate resources and is reported in accordance with ASC 280, Segment Reporting. The Company believes Segment Contribution Margin provides useful information to investors in evaluating the performance of its reportable segments. Segment Contribution Margin excludes certain expenses that are managed centrally and are not allocated to the Company's reportable segments. Accordingly, Segment Contribution Margin should be considered in conjunction with the Company's consolidated results reported in accordance with GAAP.
Previous wording
E-commerce revenues (combined online and telephonic) decreased 14.4% and 12.7% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, primarily due to the decline in demand in the Consumer Floral & Gifts segment of 18.9% and 19.5%, respectively.
Current wording
E-commerce revenues (combined online and telephonic) decreased 12.3% during the three months ended September 27, 2026, compared to the same period of the prior year, primarily due to continued weakness across websites other than 1800flowers.com and harryanddavid.com.
Previous wording
During the three and nine months ended March 29, 2026, the Company fulfilled approximately 3.0 million and 11.2 million orders through its e-commerce sales channel (online and telephonic sales), a decrease of 18.5% and 16.6%, respectively, compared to the same periods of the prior year. During the three and nine months ended March 29, 2026, the average order value increased 5.0% and 4.6% to $83.39 and $90.49, respectively, compared to the same periods of the prior year.
Current wording
During the three months ended September 27, 2026, the Company fulfilled approximately 1.5 million orders through its e-commerce sales channel (online and telephonic sales), a decrease of 14.1%, compared to the same period of the prior year.
Previous wording
Other revenues are comprised of the Company’s BloomNet® segment, as well as the wholesale and retail channels of its Consumer Floral & Gifts and Gourmet Foods & Gift Baskets segments.
Current wording
Other revenues are comprised of the Company’s Wholesale and Other and BloomNet® segments.
Previous wording
During the three and nine months ended March 29, 2026, Consumer Floral & Gifts orders through the Company's e-commerce sales channel (online and telephonic sales) decreased 24.3% and 23.4%, respectively, compared to the same periods of the prior year. In addition, during the three and nine months ended March 29, 2026, the average order value increased 7.1% and 5.1%, respectively, compared to the same periods of the prior year.
Current wording
During the three months ended September 27, 2026, E-Commerce orders decreased 14.1% compared to the same period of the prior year. In addition, during the three months ended September 27, 2026, the average order value increased 2.0% compared to the same period of the prior year.
Previous wording
BloomNet® - revenues in this segment are derived from membership fees, as well as other product and service offerings.
Current wording
BloomNet®Segment- revenues in this segment are derived from membership fees, as well as other product and service offerings.
Previous wording
Net revenues decreased 5.9% and 3.1% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year. The revenue decrease was primarily due to lower membership and wholesale revenues primarily from lower network order volumes and lower directory revenue.
Current wording
Net revenues decreased 3.6% during the three months ended September 27, 2026, compared to the same period of the prior year. The revenue decrease was primarily due to lower membership and wholesale revenues primarily from lower network order volumes and lower directory revenue.
Previous wording
Consumer Floral & Gifts segment- Gross profit decreased by 15.8% and 21.0% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, due to the impact of the lower revenues noted above, as well as an unfavorable gross profit percentage during the nine months ended March 29, 2026 compared to the same period of the prior year primarily attributable to deleveraging on the sales decline and increased fulfillment and tariff costs. Gross profit percentage was favorable during the three months ended March 29, 2026, due to increased pricing discipline, more targeted promotional activity, and better alignment between florist-fulfilled and direct shipment offerings, offset in part by higher tariff costs.
Current wording
E-Commerce Segment- Gross profit decreased by 20.0% during the three months ended September 27, 2026, compared to the same period of the prior year, due to the impact of the lower revenues noted above, as well as an unfavorable gross profit percentage during the three months ended September 27, 2026 compared to the same period of the prior year primarily attributable to deleveraging on the sales decline, increased fuel surcharges, and promotional strategy testing.
Previous wording
BloomNet® segment - Gross profit decreased by 6.9% and 4.9% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, primarily due to the impact of the lower revenues noted above. The decline for the nine months ended March 29, 2026 was also due to an unfavorable gross profit percentage primarily due to higher fulfillment costs and a less favorable mix between wholesale and service revenue, which impacted the nine-month period.
Current wording
BloomNet® Segment - Gross profit decreased by 0.1% during the three months ended September 27, 2026 compared to the same period of the prior year.
Previous wording
Marketing and sales expenses decreased 19.2% and 17.1% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year and also decreased as a percentage of revenues, primarily due to a focus on marketing effectiveness and profitability.
Current wording
Marketing and sales expenses decreased 17.0% during the three months ended September 27, 2026, compared to the same period of the prior year, and also decreased as a percentage of revenues, primarily due to reduced labor costs related to the Company's cost-saving initiatives.
Previous wording
General and administrative expenses increased 28.2% and 23.9% during the three and nine months ended March 29, 2026, respectively, compared to the same periods of the prior year, primarily due to higher severance costs related to enterprise reductions in workforce, increased consulting costs and changes in the value of the Company's NQDC Plan investments (offset in Other expense (income), net below).
Current wording
General and administrative expenses decreased 2.9% during the three months ended September 27, 2026, compared to the same period of the prior year, primarily due to lower labor costs, insurance costs, and professional fees, partially offset by changes in the value of the Company's NQDC Plan investments (offset in Other income, net below).
Previous wording
Depreciation and amortization expenses decreased 1.6% and 2.3% during the three and nine months ended March 29, 2026, respectively, due to timing of certain assets becoming fully depreciated.
Current wording
Depreciation and amortization expenses decreased 3.3% during the three months ended September 27, 2026 due to timing of certain assets becoming fully depreciated.
Previous wording
Interest income decreased 28.4% and 43.2% during the three and nine months ended March 29, 2026, respectively, due to a decline in interest earned on lower available cash balances.
Current wording
Interest income decreased 58.2% during the three months ended September 27, 2026 due to a decline in interest earned on lower available cash balances.
Previous wording
Interest expense increased 10.5% and 18.9% during the three and nine months ended March 29, 2026, respectively, due to an increase in borrowings and interest rates.
Current wording
Interest expense increased 29.8% during the three months ended September 27, 2026 primarily due to debt refinancing costs and an increase in revolver borrowings.
Previous wording
Other expense (income), net consists primarily of investment losses (gains) on the Company’s NQDC Plan investments (for which the offsetting expense or income was recorded in general and administrative expense above).
Current wording
Other income, net consists primarily of investment losses (gains) on the Company’s NQDC Plan investments (for which the offsetting expense or income was recorded in general and administrative expense above).
Previous wording
The Company recorded an income tax expense of $0.2 million during both the three and nine months ended March 29, 2026, compared to income tax benefit of $18.5 million and $9.4 million during the three and nine months ended March 30, 2025, respectively. The Company’s effective tax rate for the three and nine months ended March 29, 2026 was (0.2)% and (0.3)%, respectively, compared to 9.4% and 5.9% in the same respective periods of the prior year. The Company’s effective tax rate for the three and nine months ended March 29, 2026 differed from the U.S. federal statutory rate of 21.0% primarily due to the change in valuation allowance, state income taxes and interest on uncertain tax positions. The Company’s effective tax rate for the three and nine months ended March 30, 2025 differed from the U.S. federal statutory rate of 21.0% primarily due to establishing a valuation allowance on certain federal and state deferred tax assets (including charitable contribution carryforwards) and the permanent portion of goodwill impairment charges. The Company's effective tax rate for the three and nine months ended March 30, 2025 was also impacted by state income taxes and tax deficiencies (shortfalls) from stock-based compensation, partially offset by tax credits.
Current wording
The Company recorded an income tax expense of $0.7 million during the three months ended September 27, 2026, compared to $0.3 million during the three months ended September 28, 2025. The Company’s effective tax rate for the three months ended September 27, 2026 was (1.3)% compared to (0.6)% in the same respective period of the prior year. The Company’s effective tax rate for the three months ended September 27, 2026 and September 28, 2025 differed from the U.S. federal statutory rate of 21.0% primarily due to the change in valuation allowance, state income taxes and interest on uncertain tax positions.
Previous wording
The Company's principal sources of liquidity are cash on hand, cash flows generated from operations, and borrowings available under the Company’s credit agreement (see Note 10 – Long-term debt, net in Item 1 for details). At March 29, 2026, the Company had working capital of $30.6 million, including cash and cash equivalents of $50.7 million, compared to working capital of $61.3 million, including cash and cash equivalents of $46.5 million, at June 29, 2025.
Current wording
The Company's principal sources of liquidity are cash on hand, cash flows generated from operations, and borrowings available under the Company’s credit agreement (see Note 9 – Long-term debt, net in Item 1 for details). At September 27, 2026, the Company had working capital of negative $63.7 million, including cash and cash equivalents of $9.4 million, compared to working capital of negative $17.8 million at June 28, 2026.
Previous wording
Due to the seasonal nature of the Company’s business, and its continued expansion into non-floral products, the Thanksgiving through Christmas holiday season, which falls within the Company’s second fiscal quarter, is expected to generate over 40% of the Company’s annual revenues, and all of its earnings. Due to the number of major floral gifting occasions, including Mother’s Day, Valentine’s Day, Easter, and Administrative Professionals Week, revenues also have historically risen during the Company’s fiscal third and fourth quarters in comparison to its fiscal first quarter.
Current wording
Due to the seasonal nature of the Company’s business, and its continued expansion into non-floral products, the Thanksgiving through Christmas holiday season, which falls within the Company’s fiscal second quarter, is expected to generate over 40% of the Company’s annual revenues, and all of its earnings. Due to the number of major floral gifting occasions, including Mother’s Day, Valentine’s Day, Easter, and Administrative Professionals Week, revenues also have historically risen during the Company’s fiscal third and fourth quarters in comparison to its fiscal first quarter.
Previous wording
During the first two quarters of fiscal 2026, the Company borrowed under its revolving credit facility in order to fund pre-holiday manufacturing and inventory procurement requirements, with borrowings peaking at $175.0 million in November 2025. Cash generated from operations during the Christmas holiday shopping season enabled the Company to repay the borrowings under the revolving credit facility in December 2025. Based on current projected cash flows, the Company believes that the available cash balances will be sufficient to provide for the Company's operating needs through the remainder of fiscal 2026, at which time the Company would again expect to borrow against the revolving credit facility to fund pre-holiday manufacturing and inventory purchases. The Company had no amounts outstanding under the revolving credit facility as of March 29, 2026.
Current wording
As of September 27, 2026, the Company had $140.0 million outstanding under its revolving credit agreement in order to fund pre-holiday manufacturing and inventory procurement requirements. Working capital borrowings typically peak in November, after which time cash generated from operations during the Christmas holiday season is expected to enable the Company to repay the borrowings.
Previous wording
While we believe that our sources of funding will be sufficient to meet our anticipated operating cash needs for at least the next twelve months, any projections of future cash needs and cash flows are subject to substantial uncertainty. We continually evaluate, and will, from time to time, consider the acquisition of, or investment in, complementary businesses, products, services, capital infrastructure, and technologies, which might affect our liquidity requirements or cause us to require additional financing.
Current wording
While we believe that our sources of funding will be sufficient to meet our anticipated operating cash needs for at least the next twelve months, any projections of future cash needs and cash flows are subject to uncertainty. We continually evaluate, and will, from time to time, consider the acquisition of, or investment in, complementary businesses, products, services, capital infrastructure, and technologies, which might affect our liquidity requirements or cause us to require additional financing.
Previous wording
Net cash provided by operating activities of $42.9 million, for the nine months ended March 29, 2026, was primarily attributable to the net loss during the period, adjusted by non-cash charges for goodwill and intangible impairment, depreciation and amortization and stock based compensation, combined with changes in working capital, including decreases in inventory and prepaid and other, offset in part by an increase in trade receivables.
Current wording
Net cash used in operating activities from continuing operations of $126.1 million for the three months ended September 27, 2026, was primarily attributable to the net loss during the period combined with changes in working capital, including increases in inventory, trade receivables and prepaid and other, offset in part by an increase in accounts payable and accrued expenses.
Previous wording
Net cash used in investing activities of $22.8 million, for the nine months ended March 29, 2026, was primarily attributable to capital expenditures related to the Company's technology initiatives.
Current wording
Net cash used in investing activities of $3.7 million from continuing operations for the three months ended September 27, 2026, was primarily attributable to capital expenditures related to the Company's technology initiatives.
Previous wording
Net cash used in financing activities of $15.8 million, for the nine months ended March 29, 2026, primarily related to net repayment of bank borrowings under the Company's working capital line of credit, as well as payments made on the Company's Term Loan.
Current wording
Net cash provided by financing activities from continuing operations of $131.7 million for the three months ended September 27, 2026, primarily related to net proceeds from the bank borrowings under the Company's working capital line of credit, partially offset by a payment made on the Company's Term Loan and debt issuance costs.
Previous wording
Free cash flow was $20.0 million for the nine months ended March 29, 2026, compared with free cash flow of negative $31.7 million for the nine months ended March 30, 2025. The improvement of $51.7 million was primarily due to improved working capital management. Refer to "Definitions of non-GAAP Financial Measures" for reconciliation of non-GAAP results to applicable GAAP results.
Current wording
Free cash flow was negative $129.8 million for the three months ended September 27, 2026, compared with free cash flow of negative $136.5 million for the three months ended September 28, 2025. The improvement of $6.7 million was primarily due to changes in working capital and reduced capital expenditures. Refer to "Definitions of non-GAAP Financial Measures" for reconciliation of non-GAAP results to applicable GAAP results.
Previous wording
At March 29, 2026, the Company’s contractual obligations consist of:
Current wording
At September 27, 2026, the Company’s contractual obligations from continuing operations consist of:
Previous wording
As disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended June 29, 2025, the discussion and analysis of the Company’s financial condition and results of operations are based upon the consolidated financial statements, which have been prepared in conformity with U.S. generally accepted accounting principles. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances, and management evaluates its estimates and assumptions on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions. The Company’s most critical accounting policies relate to goodwill and other intangible assets. There have been no significant changes to the assumptions and estimates related to the Company’s critical accounting policies since June 29, 2025, except as noted below:
Current wording
As disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended June 28, 2026, the discussion and analysis of the Company’s financial condition and results of operations are based upon the consolidated financial statements, which have been prepared in conformity with U.S. generally accepted accounting principles. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets and liabilities. Management bases its estimates and assumptions on historical experience and on various other factors that are believed to be reasonable under the circumstances, and management evaluates its estimates and assumptions on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions. The Company’s most critical accounting policies relate to goodwill and other intangible assets. There have been no significant changes to the assumptions and estimates related to the Company’s critical accounting policies since June 28, 2026.