HOOKER FURNISHINGS Corp
For the period ended Nov 2, 2025. Filed Dec 12, 2025.
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.
Nov 2, 2025 · Filed Dec 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-08-03; filed 2025-09-12.
0001185185-25-001179
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-11-02; filed 2025-12-12.
0001185185-25-002043
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 102 previous paragraphs and 107 current paragraphs.
55 unchanged; 18 reworded; 32 added; 28 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 44 previous and 36 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 (32)
Current report
(5) future actions by activist stockholders that could divert management attention, create uncertainty around our strategic direction, disrupt relationships with key shareholders, increase our costs, drive stock price volatility, and otherwise materially impact our business, financial condition, results of operations, and cash flows;
Current report
(7) risks associated with our ability to satisfy the necessary conditions to consummate the sale of Pulaski Furniture and Samuel Lawrence casegoods brands on a timely basis or at all;
Current report
(26) decisions concerning the allocation of capital including the extent to which we repurchase shares of our common stock which will affect shares outstanding and EPS.
Current report
During fiscal 2026, management determined that the Pulaski Furniture (“PFC”) and Samuel Lawrence Furniture (“SLF”) brands within the Home Meridian segment no longer aligned with the Company’s long-term strategic direction. As a result, the Company initiated a formal process to sell these businesses.
Current report
In recent years, the value-priced PFC and SLF businesses have faced substantial sales declines due to adverse macroeconomic conditions, including elevated housing prices and mortgage rates that have weakened the housing market, reduced consumer discretionary spending, inflationary pressures, and ongoing tariffs. These uncontrollable factors disproportionately impacted the higher-volume, low-margin business model under which these brands operate. Despite implementing organizational restructuring and cost-reduction initiatives, the model no longer supports the Company’s strategy of achieving sustainable, long-term profitability. We believe that divesting the PFC and SLF businesses will allow management to realign our portfolio around our strongest brands and position the Company for consistent, long-term performance.
Current report
For the nine-month period of fiscal 2026, the combined net sales of PFC and SLF accounted for approximately 75% of the Home Meridian segment’s net sales and 15% of consolidated net sales. Following their sale, the Home Meridian segment will be eliminated, with its remaining Samuel Lawrence Hospitality brand reclassified into the “All Other” category. This divestiture represents a strategic shift and will result in a significant change to the Company’s operations and financial reporting.
Current report
An active buyer was identified, and a letter of intent was executed before the end of the third quarter. Accordingly, management concluded that the PFC and SLF businesses met the criteria to be classified as held for sale and reported as discontinued operations. On December 1, 2025, the Company entered into an Asset Purchase Agreement with the buyer. Pursuant to the terms of the Agreement, a preliminary purchase price was established at execution. Following closing, the purchase price will be adjusted to reflect the final net book value of the assets sold as of the closing date. See Note 3 to the Condensed Consolidated Financial Statements for additional information.
Current report
The following analysis excludes discontinued operations except as otherwise indicated.
Current report
At the end of the third quarter of fiscal 2026, consolidated order backlog decreased 10.3% compared to the fiscal year-end on February 2, 2025, and 23.8% compared to the prior year third quarter end. These decreases were primarily driven by the absence of large projects in the hospitality business during the current period, reflecting the project-based nature and inherent variability of that business.
Current report
Hooker Branded’s backlog increased 17.2% compared to fiscal year-end and 7.9% compared to the prior-year third quarter, supported by a 4.1% increase in incoming orders during the quarter. Domestic Upholstery’s backlog decreased 10.9% from year-end but increased 7.5% compared to the prior-year quarter-end, driven by a 3.5% increase in incoming orders. Both Hooker Branded and Domestic Upholstery experienced year-over-year increases in incoming orders for two consecutive quarters.
Current report
Fiscal 2026 third quarter:
Current report
Consolidated net sales from continuing operations for the third quarter of fiscal 2026 decreased $11.9 million, or 14.4%, to $70.7 million compared to $82.7million in the prior-year period. The decline was primarily attributable to the timing of shipments in the hospitality business, as several large projects were shipped in the prior-year quarter. The decrease was partially offset by a 3.0% increase in net sales at Domestic Upholstery and a 1.1% increase at Hooker Branded.
Current report
Gross profit from continuing operations decreased $2.4 million, consistent with the lower sales volume; however, gross margin increased slightly to 25.6% compared to 24.8% in the prior-year period. Margin improvement at Hooker Branded offset margin declines within All Other due to lower sales volume in the hospitality business. Domestic Upholstery gross margin remained consistent with the prior-year quarter.
Current report
Consolidated operating loss from continuing operations for the quarter was $16.3 million driven by the $15.6 million non-cash impairment charges to certain intangible assets within the Domestic Upholstery segment and All Other. The challenging macroeconomic environment has created significant pressure across the home furnishings and broader consumer discretionary sectors, which adversely affected our near-term results and contributed to a sustained decline in our share price during the third quarter. These conditions triggered an interim impairment analysis under U.S. GAAP. Market-based valuation inputs, including trading multiples and discount rates, were negatively impacted, resulting in non-cash impairments of certain goodwill and indefinite-lived intangible assets. These accounting charges are not expected to affect our liquidity, ongoing operations, or strategic view of the related brands and businesses. Additionally, approximately $600,000 of restructuring costs, primarily severance associated with cost-reduction initiatives, were recorded in the current quarter. Net loss from continuing operations for the quarter was $12.5 million, or ($1.18) per diluted share.
Current report
Fiscal 2026 nine months:
Current report
Consolidated net sales from continuing operations for the first nine months of fiscal 2026 decreased $22.0 million, or 9.4%, to $211.1 million compared to $233.1 million in the prior-year period. The decline was also driven by lower hospitality net sales, as several large projects shipped during the third quarter, and to a lesser extent, the second quarter, of the prior fiscal year. This decline was partially offset by a $1.2 million, or 1.1%, increase in net sales at Hooker Branded. Domestic Upholstery net sales were essentially flat for the period.
Current report
Gross profit decreased $2.9 million, largely reflecting the reduction in hospitality volume. Despite the lower sales, consolidated gross margin improved to 25.0% from 23.9% in the prior-year period, primarily due to increased profitability at Domestic Upholstery resulting from modest decreases in direct labor, warehousing labor, and material costs. Hooker Branded gross margin remained essentially unchanged.
Current report
Consolidated operating loss from continuing operations for the nine-month period was $17.4 million, which included the $15.6 million non-cash impairment charges discussed above to certain intangible assets within the Domestic Upholstery segment and All Other, as well as the $1.7 million of restructuring costs related to severance and warehousing consolidation costs. The Company reported a net loss of $13.6 million, or ($1.29) per diluted share.
Current report
Through our multi-phased cost reduction initiatives, we have exceeded our initial goal to reduce our fixed costs by approximately $25 million by the end of the fiscal 2026 third quarter. We now have our new cost structure in place, which we projected to be complete by the end of this quarter.
Current report
Results of Operations – Continuing Operations
Current report
Consolidated net sales decreased $11.9 million, or 14.4%, for the third quarter of fiscal 2026, and $22.0 million, or 9.4%, for the nine-month period, primarily due to a significant decline in hospitality net sales under All Other.
Current report
Consolidated gross profit decreased for both periods due to lower net sales, while consolidated gross margin increased in each period.
Current report
Consolidated selling and administrative (“S&A”) expenses decreased $5.9 million in the third quarter and $9.7 million for the nine-month period. The reduction was primarily due to the exit of the PRI business, including the recognition of bad debt associated with the bankruptcy of its major customer, as well as lower restructuring costs related to the cost-reduction initiatives that began in the prior-year third quarter. The decreases also reflect reduced spending associated with the cost-reduction and restructuring efforts.
Current report
We recorded $15.6 million of non-cash impairment charges during the third quarter and nine-month period. These costs included $14.5 million to write down goodwill in the Sunset West division, $556,000 to write down the Bradington-Young trade name, both within the Domestic Upholstery segment, and $558,000 to the remaining HMI business classified in All Other. See Note 9 to our Condensed Consolidated Financial Statements for additional information.
Current report
We recorded operating loss of $16.3 million for the fiscal 2026 third quarter, driven primarily by a $15.6 million non-cash intangible impairment charge and $597,000 in restructuring costs. For the nine-month period, operating loss was $17.4 million likewise reflects the impact of the $15.6 million impairment and $1.7 million in restructuring charges.
Current report
For the third quarters of fiscal 2026 and fiscal 2025, we recorded income tax benefits of $3.6 million and $1.2 million on the pretax loss from continuing operations. For the nine-month periods of fiscal 2026 and fiscal 2025, we recorded income tax benefits of $3.9 million and $2.0 million on the pretax loss from continuing operations. The effective tax rates for these periods were 22.3% and 25.6%, respectively. The fiscal 2025 effective tax rate was higher due to the impact of favorable tax adjustments including the cash surrender value gain on company-owned life insurance applied to a lower pretax loss.
Current report
Results of Operations – Discontinued Operations
Current report
Combined net sales for PFC and SLF decreased $11.3 million, or 52.3%, in the third quarter and $22.5 million, or 37.6%, for the nine-month period due to significantly lower unit volume. These declines were primarily driven by continued macroeconomic pressures and tariff-related buying hesitancy among their value-oriented customers, particularly major furniture chains.
Current report
We recorded restructuring costs of $2.6 million in the third quarter and $4.1 million year-to-date associated with the exit of the Savannah warehouse, which primarily supported the PFC and SLF businesses These costs included fixed-asset write-offs, inventory liquidation, severance, and relocation expenses. Low sales volumes resulted in under-absorption of warehouse and international operating costs, which also adversely impacted gross profitability.
Current report
Persistently low sales volume, unfavorable product and customer mix, restructuring costs, and approximately $1 million of bad debt related to a recent customer bankruptcy resulted in significant operating losses for both periods. Additionally, valuation allowance of $6.5 million was recorded in the third quarter against held for sale assets.
Current report
Incoming orders for Hooker branded and Domestic Upholstery segments have increased year-over-year for two consecutive quarters. While macroeconomic headwinds, including elevated housing prices, inflation, low consumer confidence and ongoing tariffs, remain largely unchanged, these challenges were most acute in our higher-volume, lower-margin discontinued business. With a more efficient cost structure and sharper portfolio, we believe we are better positioned to improve profitability even in a prolonged downturn. The advantage going forward is focus, and our team is now fully aligned around our core businesses, which we believe will allow us to drive organic growth and build sustainable profitability.
Current report
Cash provided by discontinued operations was $537,000, compared to $743,000 used in the prior-year period. Favorable adjustments including non-cash valuation allowance and asset disposals were added back to the net loss, and $6.8 million inflow from collections of trade accounts receivable led to $722,000 cash generated from operating activities.
Removed paragraphs (28)
Previous report
(6) risks associated with the ongoing restructuring and review of the Home Meridian (HMI) segment, including uncertainties related to the successful execution of cost reduction plans, the impact of exiting unprofitable product lines and facilities, and the potential to achieve consistent profitability in the future, including the buying hesitancy of its customer base due to tariff and other economic uncertainties;
Previous report
(7) risk associated with the planned exit of our Savannah, Georgia warehouse, including executing a timely exit, the costs and availability of temporary warehousing, moving and start-up costs, ERP and technology-related risks, the timing and amounts of related restructuring charges and expected cost savings, as well as possible related disruptions to sales, earnings, revenue;
Previous report
At the end of the second quarter of fiscal 2026, consolidated order backlog experienced a modest decrease of 2.8% compared to the fiscal year-end on February 2, 2025, These decreases were driven by the Home Meridian segment, where incoming orders and backlog decreased significantly due to softer demand from macroeconomic pressures, tariff-related buying hesitancy among value-focused customers, and the loss of orders from a major customer that filed for bankruptcy in calendar 2024.
Previous report
In contrast, Domestic Upholstery backlog rose nearly 7% compared to both year-end and the prior year’s quarter-end, with three of its four divisions showing increases across both periods. Hooker Branded’s backlog was flat compared to last year’s second quarter, but increased nearly 20% from year-end, supported by a 10.6% rise in incoming orders during the second quarter.
Previous report
During the second quarter of fiscal 2026, the home furnishings industry continued to face a challenging macroeconomic environment, as reflected in several key economic indicators. Existing home sales also remained at historically low levels, particularly for single-family homes, which are a key driver of home furnishings sales. Elevated mortgage rates continued to pressure housing affordability and dampen turnover in the housing market, limiting consumer willingness to invest in home-related products. The Consumer Price Index (CPI) remains elevated, reflecting persistent inflationary pressures, while the Index of Consumer Sentiment indicated continued weakness in consumer confidence. Additionally, since the early 1980s, the average age of first time homebuyers has increased by nearly ten years over four decades. Collectively, these factors contributed to reduced demand across the industry.
Previous report
The Home Meridian segment was most heavily impacted by these conditions, given its value-focused customer base. Inflationary pressures and weak consumer sentiment disproportionately affected demand for lower-priced products, while tariff-related buying hesitancy further pressured its revenue. As a result of these factors, and the absence of sales from a major customer’s bankruptcy in the prior year and lower hospitality shipments due to the project-based nature and timing of these sales, Home Meridian’s net sales declined by 44.5% in the second quarter, and gross margin decreased by 1,330 bps.
Previous report
In contrast, the Hooker Branded and Domestic Upholstery segments demonstrated modest recovery in net sales during the quarter, reflecting some stabilization in higher-priced product categories. However, sales volumes in these segments remain at historically low levels due to ongoing weakness in the housing market and subdued housing demand.
Previous report
In response to these persistent macroeconomic challenges, we remain focused on factors within our control:
Previous report
Net sales of $82.1 million were down 13.6% from the prior year second quarter. We recorded $2.0 million in consolidated restructuring costs in the second quarter of fiscal 2026. These costs included $1.3 million in severance and warehouse consolidation expenses and approximately $700,000 in inventory liquidation losses at the Georgia warehouse. For the first half of fiscal 2026, total restructuring costs were $2.5 million, consisting of $1.7 million in severance and warehouse consolidation expenses and $821,000 in inventory liquidation losses at the same facility. Operating loss was $4.4 million versus $3.1 million last year, reflecting lower Home Meridian volumes and an unfavorable product-customer mix. Hooker Branded achieved breakeven in operating results for the quarter despite including $655,000 restructuring costs, while Domestic Upholstery reduced its operating loss by $877,000 or 68% compared to the same quarter last year, despite including $152,000 restructuring costs. The consolidated net loss for the quarter was $3.3 million, or ($0.31) per diluted share, compared to a net loss of $2.0 million, or ($0.19) per diluted share, in the same quarter last year. The consolidated net loss for the six-month period was $6.3 million, or ($0.60) per diluted share, compared to a net loss of $6.0 million, or ($0.57) per diluted share, in the prior year period.
Previous report
We are executing a multi-phase cost reduction strategy aimed at achieving approximately $25 million in annualized savings by next year (fiscal year 2027). In fiscal 2025, we identified $10 million of expense reduction opportunities and realized approximately $3 million of savings within that year. In fiscal 2026, we identified an additional $15 million of expense reductions. During the first half of fiscal 2026, we achieved approximately $3.7 million in savings, notwithstanding the recognition of $1.7 million in restructuring charges. We expect to realize further benefits during the second half of fiscal 2026 and believe we remain on track to achieve approximately $25 million in annualized savings beginning in fiscal 2027.
Previous report
These phased initiatives are designed to enhance profitability, improve operational efficiency, and support long-term shareholder value creation. We do not expect these cost reduction measures to materially impact our strategic growth priorities, which include advancing the Collected Living merchandising platform, leveraging the Vietnam warehouse advantage, and launching the Margaritaville licensed collection.
Previous report
In total, we expect these initiatives to reduce fixed costs by approximately $25 million, or nearly 25%. This includes approximately $11 million in warehousing and distribution expenses, which are reported within cost of goods sold, and approximately $14 million in selling and administrative expenses.
Previous report
Phase 1: Initial Cost Reductions (Fiscal 2025)
Previous report
Phase 2: Logistics & Operations Consolidation (Fiscal 2026)
Previous report
Results of Operations
Previous report
Consolidated net sales decreased by $12.9 million, or 13.6%, in the second quarter of fiscal 2026, primarily attributable to a significant decline in the Home Meridian segment. The Hooker Branded and Domestic Upholstery segments each experienced modest recoveries in net sales during the quarter. For the six-month period, consolidated net sales decreased by $21.2 million, or 11.2%, also driven by the decline in the Home Meridian segment and, to a lesser extent, a slight decrease in the Domestic Upholstery segment.
Previous report
Although ASP in the Home Meridian segment decreased significantly, consolidated ASP increased compared to both prior-year periods. The increase in consolidated average selling price was due to a favorable shift in product mix. Unit volume of lower-priced Home Meridian products declined by 37.7% in the second quarter and 36.7% for the six-month period, while higher-priced Hooker Branded and Domestic Upholstery products represented a larger proportion of total unit volume.
Previous report
Consolidated gross profit decreased by $4.1 million in the second quarter, and gross margin declined by 150 bps, primarily due to significantly lower profitability in the Home Meridian segment. These declines were partially offset by higher gross profit in the Domestic Upholstery segment. For the six-month period, gross profit also decreased, driven by the Home Meridian segment, partially offset by improved results in Domestic Upholstery and a reduced loss in All Other. Gross margin for the six-month period was essentially flat compared to the prior-year period.
Previous report
Consolidated selling and administrative (“S&A”) expenses decreased by $2.8 million in the second quarter and $4.6 million in the first half of fiscal 2026, reflecting reductions across all three segments driven by the ongoing cost-reduction and restructuring plan. As a percentage of net sales, S&A expenses increased in both periods due to the overall decline in net sales.
Previous report
Intangible asset amortization for the second quarter and first half decreased compared to the prior-year periods due to the full amortization of the Sam Moore trade name. See Note 8 to our Condensed Consolidated Financial Statements for additional information.
Previous report
We recorded $2 million in consolidated restructuring costs in the fiscal 2026 second quarter and $2.5 million in the first half of fiscal 2026. We recorded an operating loss of $4.4 million in the second quarter of fiscal 2026, compared to a $3.1 million loss in the same period last year. The higher loss was driven by the restructuring costs and continued weakness in Home Meridian, partially offset by improved performance and reduced losses in the other segments, as noted above. For the first half of fiscal 2026, operating loss and operating margin also decreased compared to the prior-year period, reflecting the same factors.
Previous report
We recorded an income tax benefit of $1.2 million for the fiscal 2026 second quarter, compared to an income tax expense of $85,000 in the fiscal 2025 second quarter. The effective tax rates for these periods were 26.9% and (4.5%), respectively. The fiscal 2025 second quarter reflected an income tax expense despite a pretax loss due to the effective tax rate annualization method. For the first half of fiscal 2026, we recorded income tax benefits of $2.0 million compared to $731,000 in the prior-year period, with effective tax rates of 23.7% and 10.8%, respectively. The differences in the rates reflect the impacts of favorable tax adjustments, specifically the cash surrender value gain of company-owned life insurance, over expected pretax income in fiscal 2025 as opposed to an expected pretax loss in fiscal 2026 under the annualization method.
Previous report
Hooker Furnishings is taking decisive steps that return the business to profitability. Our cost-reduction initiatives and focus on growth initiatives have positioned the Company to maintain resilience in today’s challenging environment, and to strategically capture growth when demand returns
Previous report
At the beginning and end of the quarter, we saw an encouraging momentum in Hooker Legacy orders, with July orders up 24% year-over-year at both Hooker Branded and Domestic Upholstery. For the quarter, Hooker Branded orders were up nearly 11% and Domestic Upholstery were up 1.6%. That said, the home furnishings industry continues to face headwinds from low existing home sales, elevated mortgage rates and persistent inflation, all of which are weighing on consumer confidence and demand.
Previous report
At HMI, we have de-risked it significantly over the last several years and continue to further that effort. These actions have been obscured by required restructuring charges, weak demand in the home furnishings industry due to an extremely weak housing environment, and tariff buying hesitancy in the market segment in which HMI competes. By the end of our fiscal 2025 third quarter, HMI’s fixed cost structure will be aligned to support what we believe to be a sustainable business and one in which its sales can be significantly scaled from current levels when demand returns. Barring additional tariffs or other significant, disruptive events, we expect HMI’s performance to be significantly enhanced by the end of the current fiscal year.
Previous report
We remain focused on factors within our control – scaling our cost structure for profitability, preparing for the October debut of Margaritaville collection and pursuing growth in hospitality, contract and outdoor channels, supported by the new Vietnam warehouse. These initiatives position us well to navigate near-term challenges and capitalize on opportunities when the market recovers, creating long-term value for our shareholders.
Previous report
Enterprise Resource Planning Project
Previous report
During calendar 2021, our Board of Directors approved an upgrade to our current ERP system and implementation efforts began shortly thereafter. The ERP system went live at Sunset West in December 2022 and in the legacy Hooker divisions in early September 2023.
Reworded paragraphs (18)
Previous wording
All references to the “Company,” “we,” “us” and “our” in this document refer to Hooker Furnishings Corporation and its consolidated subsidiaries, unless specifically referring to segment information. All references to the “Hooker,” “Hooker Division(s),” “Hooker Legacy Brands” or “traditional Hooker” divisions or companies refer to all current business units and brands except for those in the Home Meridian segment. The Hooker Branded segment includes Hooker Casegoods and Hooker Upholstery. The Domestic Upholstery segment includes Bradington-Young, HF Custom (formerly Sam Moore), Shenandoah Furniture and Sunset West. All Other includes intercompany eliminations and operating segments that are not individually reportable.
Current wording
All references to the “Company,” “we,” “us” and “our” in this document refer to Hooker Furnishings Corporation and its consolidated subsidiaries, unless specifically referring to segment information. All references to the “Hooker,” “Hooker Division(s),” “Hooker Legacy Brands” or “traditional Hooker” divisions or companies refer to all current business units and brands except for those in the former Home Meridian segment. The Hooker Branded segment includes Hooker Casegoods and Hooker Upholstery. The Domestic Upholstery segment includes Bradington-Young, HF Custom (formerly Sam Moore), Shenandoah Furniture and Sunset West. All Other includes intercompany eliminations and operating segments that are not individually reportable.
Previous wording
(2) general economic or business conditions, both domestically and internationally, including the current macro-economic uncertainties and challenges to the retail environment for home furnishings along with instability in the financial and credit markets, in part due to fluctuating interest rates and housing market volatility, which can affect consumer spending patterns, existing home sales, and demand for home furnishings, including their potential impact on (i) our sales and operating costs and access to financing, (ii) customers, and (iii) suppliers and their ability to obtain financing or generate the cash necessary to conduct their respective businesses;
Current wording
(2) general economic or business conditions, both domestically and internationally, including the current macroeconomic uncertainties and challenges to the retail environment for home furnishings along with instability in the financial and credit markets, in part due to fluctuating interest rates and housing market volatility, which can affect consumer spending patterns, existing home sales, and demand for home furnishings, including their potential impact on (i) our sales and operating costs and access to financing, (ii) customers, and (iii) suppliers and their ability to obtain financing or generate the cash necessary to conduct their respective businesses;
Previous wording
(17) disruptions and damage (including those due to weather) affecting our Virginia, North Carolina or Georgia warehouses, our Virginia, North Carolina or California administrative and manufacturing facilities, our High Point, Las Vegas, and Atlanta showrooms or our representative offices or warehouses in Vietnam and China;
Current wording
(17) disruptions and damage (including those due to weather) affecting our Virginia or North Carolina warehouses, our Virginia, North Carolina or California administrative and manufacturing facilities, our High Point, Las Vegas, and Atlanta showrooms or our representative office or warehouse in Vietnam;
Previous wording
(25) changes in consumer preferences, including increased demand for lower-priced furniture, especially in light of recently imposed tariffs on imported furniture.
Current wording
(25) changes in consumer preferences, including increased demand for lower-priced furniture, especially in light of recently imposed tariffs on imported furniture; and
Previous wording
This quarterly report on Form 10-Q includes our unaudited condensed consolidated financial statements for the 2026 fiscal year thirteen-week period (also referred to as “three months,” “three-month period,” “quarter,” “second quarter” or “quarterly period”) that began May 5, 2025 and the twenty-six-week period (also referred to as “six months”, “six-month period” or “first half”) that began February 3, 2025, which both ended August 3, 2025. This report discusses our results of operations for these periods compared to the 2025 fiscal year thirteen-week period that began April 29, 2024, and the twenty-six-week period that began January 29, 2024, which both ended July 28, 2024; and our financial condition as of August 3, 2025 compared to February 2, 2025.
Current wording
This quarterly report on Form 10-Q includes our unaudited condensed consolidated financial statements for the 2026 fiscal year thirteen-week period (also referred to as “three months,” “three-month period,” “quarter,” “third quarter” or “quarterly period”) that began August 4, 2025 and the thirty-nine-week period (also referred to as “nine months”, “nine-month period” or “year-to-date period”) that began February 3, 2025, which both ended November 2, 2025. This report discusses our results of operations for these periods compared to the 2025 fiscal year thirteen-week period that began July 29, 2024, and the thirty-nine-week period that began January 29, 2024, which both ended October 27, 2024; and our financial condition as of November 2, 2025 compared to February 2, 2025.
Previous wording
For the Hooker Branded and Domestic Upholstery segments, we generally consider backlogs to be one helpful indicator of sales for the upcoming 30-day period, but because of our relatively quick delivery and our cancellation policies, we do not consider order backlogs to be a reliable indicator of expected long-term sales. We generally consider the Home Meridian segment’s backlog to be one helpful indicator of that segment’s sales for the upcoming 90-day period. Due to (i) the average sales order sizes of its mass and mega account channels of distribution, (ii) the proprietary nature of many of its products and (iii) the project nature of its hospitality business, for which average order sizes tend to be larger, the Home Meridian segment’s order backlog tends to be larger.
Current wording
For the Hooker Branded and Domestic Upholstery segments, we generally consider backlogs to be one helpful indicator of sales for the upcoming 30-day period, but because of our relatively quick delivery and our cancellation policies, we do not consider order backlogs to be a reliable indicator of expected long-term sales.
Previous wording
Our fiscal 2026 second quarter and first-half performance is discussed in greater detail below under “Results of Operations.”
Current wording
Our fiscal 2026 third quarter and first nine months performance is discussed in greater detail below under “Results of Operations – Continuing Operations” and “Results of Operations – Discontinued Operations”.
Previous wording
Fiscal 2026 Second Quarter and First Half Compared to Fiscal 2025 Second Quarter and First Half
Current wording
Fiscal 2026 Third Quarter and First Nine Months Compared to Fiscal 2025 Third Quarter and First Nine Months
Previous wording
During the first six months of fiscal 2026, cash decreased by approximately $5.5 million from the prior fiscal year-end. Cash used in financing activities, primarily related to repayments on the term loan and revolving credit facility, together with cash used in investing activities, was largely offset by cash provided by operating activities, which was driven by favorable changes in working capital.
Current wording
During the nine-month period of fiscal 2026, cash decreased by $4.9 million from the prior fiscal year-end. Cash used in financing activities, primarily related to repayments on the term loan and revolving credit facility, together with cash used in investing activities, was largely offset by cash provided by operating activities, which was driven by favorable changes in working capital and non-cash items.
Previous wording
Cash used in investing activities totaled $2.0 million, compared to $808,000 in the prior-year period. The increase was primarily due to $936,000 life insurance proceeds received in the prior year that did not recur in the current period.
Current wording
Cash used in investing activities totaled $2.9 million, compared to $1.8 million in the prior-year period. The increase was primarily due to $936,000 life insurance proceeds received in the prior year that did not recur in the current period.
Previous wording
Cash used in financing activities was $21.6 million, compared to $5.6 million in the prior-year period, primarily due to $16.5 million of repayments on the revolving credit facility during the current period.
Current wording
Cash used in financing activities was $25.5 million, compared to $8.3 million in the prior-year period, primarily due to $17.9 million of repayments on the revolving credit facility during the current period.
Previous wording
On December 5, 2024, the Company and its wholly owned subsidiaries, Bradington-Young, LLC, Sam Moore Furniture LLC and Home Meridian Group, LLC (together with the Company, the “Borrowers”), entered into an Amended and Restated Loan and Security Agreement (the “Amended and Restated Loan Agreement”) with Bank of America, N.A. (“BofA”), as lender. The Amended and Restated Loan Agreement amends, restates and replaces the Second Amended and Restated Loan Agreement, dated as of September 29, 2017, between the Borrowers and BofA, as amended (the “Existing Loan Agreement”). The outstanding principal amount of loans and letters of credit issued under the Existing Loan Agreement and used to collateralize certain insurance arrangements and for imported product purchases will remain outstanding as loans and letters of credit under the Amended and Restated Loan Agreement.
Current wording
On December 5, 2024, the Company and its wholly owned subsidiaries, Bradington-Young, LLC, Sam Moore Furniture LLC and Home Meridian Group, LLC (together with the Company, the “Borrowers”), entered into an Amended and Restated Loan and Security Agreement (the “Amended and Restated Loan Agreement”) with Bank of America, N.A. (“BofA”), as lender. The Amended and Restated Loan Agreement amends, restates and replaces the Second Amended and Restated Loan Agreement, dated as of September 29, 2017, between the Borrowers and BofA, as amended (the “Existing Loan Agreement”). The outstanding principal amount of loans and letters of credit issued under the Existing Loan Agreement and used to collateralize certain insurance arrangements and for imported product purchases remain outstanding as loans and letters of credit under the Amended and Restated Loan Agreement.
Previous wording
The Amended and Restated Loan Agreement provides for a revolving credit facility in a committed principal amount of up to $70,000,000 (the “Revolving Commitment”), including subline of $8,000,000 for letters of credit, and an option to increase the Revolving Commitment by up to $30,000,000 upon meeting certain conditions, including agreement by BofA to increase the Revolving Commitment by such amount. Proceeds of loans and letters of credit under the Amended and Restated Loan Agreement will be available (a) on entry into the Amended and Restated Loan Agreement to replace the outstanding loans and letters of credit outstanding under the Existing Loan Agreement and to pay fees and expenses related to entry into the
Current wording
The Amended and Restated Loan Agreement provides for a revolving credit facility in a committed principal amount of up to $70,000,000 (the “Revolving Commitment”), including a subline of $8,000,000 for letters of credit, and an option to increase the Revolving Commitment by up to $30,000,000 upon meeting certain conditions, including agreement by BofA to increase the Revolving Commitment by such amount. Proceeds of loans and letters of credit under the Amended and Restated Loan Agreement were available (a) on entry into the Amended and Restated Loan Agreement to replace the outstanding loans and letters of credit outstanding under the Existing Loan Agreement and to pay fees and expenses related to entry into the Amended and Restated Loan Agreement and (b) from and after entry into the Amended and Restated Loan Agreement, for general working capital and other corporate purposes of the Borrower.
Previous wording
Outstanding loans under the Amended and Restated Loan Agreement will bear interest at a rate per annum equal to the then-current Term SOFR Rate for a period of one month plus 0.10% plus a margin of 1.75%. The Term SOFR Rate will be adjusted on a monthly basis. Letters of credit are subject to a letter of credit fee equal to the actual daily amount of undrawn letters of credit multiplied by a per annum rate of 1.75% and a fronting fee equal to the actual daily amount of undrawn letters of credit multiplied by a per annum rate of 0.125%. We must also pay a monthly unused commitment fee that is based on the average daily unused amount of Revolving Commitment multiplied by a per annum rate of 0.25%. All accrued interest and fees are payable in cash monthly in arrears.
Current wording
Outstanding loans under the Amended and Restated Loan Agreement bear interest at a rate per annum equal to the then-current Term SOFR Rate for a period of one month plus 0.10% plus a margin of 1.75%. The Term SOFR Rate will be adjusted on a monthly basis. Letters of credit are subject to a letter of credit fee equal to the actual daily amount of undrawn letters of credit multiplied by a per annum rate of 1.75% and a fronting fee equal to the actual daily amount of undrawn letters of credit multiplied by a per annum rate of 0.125%. We must also pay a monthly unused commitment fee that is based on the average daily unused amount of Revolving Commitment multiplied by a per annum rate of 0.25%. All accrued interest and fees are payable in cash monthly in arrears.
Previous wording
We incurred $480,000 in fiscal 2025 and an additional $33,000 in fiscal 2026 first half in debt issuance costs in connection with our term loans. As of August 3, 2025, unamortized loan costs of $447,000 were netted against the carrying value of our term loans on our consolidated balance sheets.
Current wording
We incurred $480,000 in fiscal 2025 and an additional $33,000 in fiscal 2026 first half in debt issuance costs in connection with our term loans. As of November 2, 2025, unamortized loan costs of $426,000 were netted against the carrying value of our term loans on our consolidated balance sheet.
Previous wording
As of August 3, 2025, we had $5.6 million principal amount of outstanding loans and $6.7 million face amount of letters of credit. We had $57.7 million of Availability based on the current Borrowing Base. There were no additional borrowings outstanding under the Amended and Restated Loan Agreement as of August 3, 2025.
Current wording
As of November 2, 2025, we had $4.1 million principal amount of outstanding loans and $2.1 million face amount of letters of credit. We had $63.8 million of Availability based on the current Borrowing Base.
Previous wording
We expect to spend approximately $1 to $2 million in capital expenditures over the remainder of fiscal 2026 to maintain and enhance our operating systems and facilities, excluding any possible spending decreases resulting from the cost reduction plan discussed above.
Current wording
We expect to spend approximately $1 million in capital expenditures over the remainder of fiscal 2026 to maintain and enhance our operating systems and facilities, excluding any possible spending decreases resulting from the cost reduction plan discussed above.
Previous wording
On September 9, 2025, our board of directors declared a quarterly cash dividend of $0.23 per share which will be paid on September 30, 2025, to shareholders of record at September 19, 2025.
Current wording
On December 11, 2025, our board of directors declared a quarterly cash dividend of $0.115 per share which will be paid on December 31, 2025, to shareholders of record at December 21, 2025.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Current report — wording carried from elsewhere
The following table sets forth the percentage relationship to net sales of certain items included in the condensed consolidated statements of income included in this report.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Amended and Restated Loan Agreement and (b) from and after entry into the Amended and Restated Loan Agreement, for general working capital and other corporate purposes of the Borrower.