Thoughtful Gifting Focused Growth - Media Corporate IR Net

Page created by Michael Clark
 
CONTINUE READING
Thoughtful Gifting Focused Growth - Media Corporate IR Net
Thoughtful Gifting

Focused Growth

             2000 Annual Report
Thoughtful Gifting Focused Growth - Media Corporate IR Net
About the Company

     With one of the most recognized brands in multi-channel retailing, 1-800-FLOWERS.COM has become the trusted
guide to giftingsm for our customers. The Company provides a broad range of thoughtful gift products including flowers,
gourmet foods, candies, gift baskets and other unique gifts to customers around the world. The Company utilizes a "360
degree," multi-channel approach to providing convenient customer access to its product offerings through: its website
on the Internet (www.1800flowers.com), by calling 1-800-FLOWERS® (1-800-356-9377) 24 hours a day, its catalogs, or
by visiting one of its Company-operated or franchised stores.
     The Company’s gift product line is complemented by the merchandise sold through its subsidiaries which include
Plow & Hearth, a direct marketer (catalog: 1-800-627-1712; and web: www.plowhearth.com) of home decor and garden
merchandise and GREATFOOD.COM (www.greatfood.com), an online retailer of gourmet food products.
      1-800-FLOWERS.COM has strategic online relationships with America Online,Yahoo!, MSN, and NBCi, among
others. ClicksGuide.com, an online service that rates and reviews e-commerce sites, has named the Company’s website
the number one gift site on the Internet. The Company’s Class A Common Stock is listed on the NASDAQ National
Market under the symbol "FLWS."

  Leveragable Assets

■ Powerful Brand Name
    -  A well known family of brands: 1-800-Flowers.comsm; Plow & Hearth®;
       American Country Homesm; GREATFOOD.COM®
    -  Dominance in retail floral market; leveragable in "thoughtful" gift categories

■ Scalable Technology and Fulfillment Infrastructure
    -   Web retailing experience since 1992
    -   Peak order-taking and fulfillment capacity (at 300,000 orders per day and growing)
    -   State-of-the-art customer service (24x7 live agents and keyboard-to-keyboard chat)

■ Key Relationships
    -  Extensive portal relationships (AOL,Yahoo!, MSN, NBCi, and others)
    -  Thousands of vendors
    -  More than 30,000 online affiliates
    -  Growing corporate gifting channel

■ Solid Balance Sheet
    -   $100 million+ at fiscal 2000 year end
    -   Virtually no long-term debt

■ Strong Gross Margins

■ Growing Customer Database in Excess of 9 Million
                                                                                                                        Contents

■ Experienced Retail Management Team                                                                                    Financial Highlights                     1
                                                                                                                        Letter to Shareholders                   2
                                                                                                                        Expanding Our Product Offering           4
  Special Note Regarding Forward Looking Statements
                                                                                                                        Extending Our Market Reach               6
A number of statements contained in this report are forward-looking within the meaning of the Private                   Proven “Hybrid” Fulfillment Resources    8
Securities Litigation Reform Act of 1995. These statements involve risks and uncertainties that could cause
                                                                                                                        Connecting With Our Customers           10
actual results to differ materially from those expressed or implied in the applicable statements. These risks
and uncertainties include, but are not limited to: the Company’s ability to maintain and enhance its online             Selected Financial Data                 11
shopping Web sites, its telephonic network and its retail stores to attract customers; its ability to successfully      Management’s Discussion and Analysis    12
introduce new products and product categories; its ability to execute its contracts and maintain good rela-
                                                                                                                        Consolidated Financial Statements       18
tions with key third party vendors; its reliance on third party vendors for a significant portion of its order ful-
fillment; its ability to cost effectively acquire and retain customers; its reliance on third parties for a portion     Notes to Consolidated
of its online customer traffic; its ability to continue growing revenues; its ability to maintain gross margins; its    Financial Statements                    22
ability to attain positive EBITDA; and its ability to maintain its position as an industry leader in its retail busi-
                                                                                                                        Company Information                     32
ness sectors. For a more detailed description of these and other risk factors, please refer to the Company’s
Securities and Exchange Commission filings on Forms 8-K and 10-Q and its Annual Report on Form 10-K.
Thoughtful Gifting Focused Growth - Media Corporate IR Net
Financial Highlights

                                                                                                Years Ended
                                                                    July 2,         June 27,      June 28,       June 29,     June 30,
                                                                     2000              1999          1998           1997         1996
                                                                              (in thousands, except percentages and customer data)

Total Net Revenues                                  $385,250                     $295,873       $220,592        $186,430     $153,128
Telephonic Revenues                                  230,221                      203,885        161,874         145,295      127,920
Online Revenues                                      119,019                       52,886         26,748          16,092        9,936
Retail/Fulfillment Revenues                           36,010                       39,102         31,970          25,043       15,272
Non-floral Revenues as % of Total Virtual* Revenues     33%                          26%              8%              2%           3%
Gross Profit                                         147,757                      116,176         83,626          71,352       60,308
Gross Profit Margin Percentage                         38.4%                        39.3%          37.9%           38.3%        39.4%
Customer Base (millions)                                  9.3                          6.8            5.0             n/a          n/a
(*Virtual revenues include combined net online and telephonic revenues)

  Fiscal 2000 Achievements

■ Increased total revenues 30 percent to record $385 million
■ Increased online revenues 125 percent to $119 million
■ Cost effectively acquired 2.7 million new customers
   - Customer acquisition costs among lowest in our retail sector
   - 9.3 million total customer base at fiscal year end
■ Successfully expanded thoughtful gift offering
   - Increased non-floral revenues more than 50%
   - represented 33% of total virtual revenues
■ Completed IPO, becoming a publicly traded company
   - Raised sufficient capital to achieve business plan goals with ample cash cushion

 Total Revenues                                                                 Rapid Online Revenue Growth

                   (in $ millions)                                                            (in $ millions)

                                                                                                                                         one
Thoughtful Gifting Focused Growth - Media Corporate IR Net
T                    o                                     O                      u                   r                                  S                  h    a             r                e               h                o              l            d                e                r                s

      F
                 iscal 2000 was an exciting year for 1-800-FLOWERS.COM,                   360 Degree "Next Age Retailer"                                                   that gives us significant leverage and flexibility going forward.          Expanded Gift Offering = Year-round Retailer
                 one in which we achieved a number of important goals,                         1-800-FLOWERS.COM has always been a company that embraces                        We have been able to invest effectively to grow our business                While we continue to build on our dominant position in the
                 including continued strong revenue growth that has helped                new technologies and business innovations – such as "800" numbers                primarily because of the unique collection of leveragable assets           floral business – both online and off – we believe the successful
                 establish our Company as a leading provider of floral prod-              when they became a new phenomenon and, since 1992, on the                        that we have assembled during our many years of operation.                 expansion of our thoughtful gift offering has increased our value to
      ucts and thoughtful gifts, both online and in traditional retail channels.          Internet, where we were one of the very first retail merchants. We did           These assets include:                                                      our customers. As a result, our customers are beginning to make
      Since our Company’s inception, our goal has been to help our cus-                   not adopt these innovations to be "trendy" or just for the sake of change,                                                                                  more frequent purchases of both non-floral and floral products.
                                                                                                                                                                           ■ Our highly recognized and trusted family of brand names;
      tomers connect with all of the important people in their lives. We                  but to enhance our relationship with our customers. In doing so, we                                                                                         Because our customers have come to embrace 1-800-FLOWERS.COM
                                                                                                                                                                           ■ Our large and growing customer database;
      accomplish this by providing a broad selection of thoughtful                        have evolved into what some industry pundits are calling a "Next                                                                                            as their trusted guide to gifting, we now derive an increasing portion
                                                                                                                                                                           ■ Our proven hybrid fulfillment system – including same day
      gifts for all occasions as well as a suite of services                                  Age Retailer" – a retail company with a 360 degree approach to its                                                                                      of our sales from non-floral products – approximately 33 percent
                                                                                                                                                                             delivery capabilities;
      designed to make the task of selecting and sending                                        business. We provide convenient, multi-channel access for our                                                                                         in fiscal 2000 and 40 percent anticipated in fiscal 2001.As a result,
                                                                                                                                                                           ■ Our reliable and scalable technology infrastructure;
      those gifts convenient, personal and reliable. Today,                                          customers wherever, whenever and however they wish to                                                                                            1-800-FLOWERS.COM is unlike many retail companies who rely on
                                                                                                                                                                           ■ Our strong relationships with our marketing partners, thousands
      customers come to 1-800-FLOWERS.COM in ever                                                             access our services – whether it be from their desk-                                                                                    the calendar fourth quarter holiday shopping period for the majority
                                                                                                                                                                             of vendors, more than 30,000 members of our online affiliate
      increasing numbers and with increasing frequency                                                           top computer, on a cell phone in a taxi heading                                                                                      of their annual sales. We now have not one, but two very strong
                                                                                                                                                                             network, and a growing list of industry-leading corporate
      because we have become their trusted guide to giftingsm.                                                    to the airport, through catalogs, by walking into                                                                                   revenue quarters – our traditional Spring quarter, which includes
                                                                                                                                                                             business partners;
                                                                                                                   any of our retail stores and, eventually, via the                                                                                  Mother’s Day, Easter, Father’s Day and graduations, among others,
                                                                                                                                                                           ■ Our experienced retail management team;
      Key Strategic Achievements                                                                                   new web appliances and wireless technologies                                                                                       and the increasingly important calendar fourth quarter holiday
                                                                                                                                                                           ■ Our strong gross margins and solid balance sheet.
            This past fiscal year represented                                                                     currently under development.                                                                                                        shopping period.
      the second year of our aggressive plan                                                                                                                               Cost-effective Customer Acquisition
      to build our business by leveraging                                                                       Accelerated Revenue Growth                                                                                                            Profitable Experience
                                                                                                                                                                                 Another characteristic that differentiates 1-800-FLOWERS.COM
      the assets and experience we have                                                                                    Total net revenues for fiscal 2000 grew                                                                                          We believe the investments we have made, and continue to
                                                                                                                                                                           from many retail companies is our disciplined, cost effective approach
      acquired over the past 24 years as a                                                                           30.2 percent to $385.3 million compared                                                                                          make, in our technology platform, our fulfillment system, our product
                                                                                                                                                                           to customer acquisition. During fiscal 2000 – the highest marketing
      successful retail operation. In so doing,                                                                       with revenues of $295.9 million in fiscal                                                                                       and service offerings and our operating infrastructure, will provide
                                                                                                                                                                           spending year in our business plan – our customer acquisition cost
      I believe we have positioned our com-                                                                           1999. This continued, strong growth was                                                                                         increasingly strong returns, both over the relative short-term as well
                                                                                                                                                                           increased from our historical range of approximately $17-$18 to
      pany as a leader in the "new" retail                                                                            fueled by the accelerated growth of our                                                                                         as the long-term. Based on the benefits from these investments that
                                                                                                                                                                           approximately $23.00 – a level we believe is still among the lowest
      economy, both today and for the future.                                                                         online business where we achieved revenues                                                                                      we are already beginning to experience, we have a high degree of
                                                                                                                                                                           in the retail sector, online or off. Importantly, we are already seeing
      During the year we set out to:                                                                                  of $119.0 million, an increase of 125.0                                                                                         confidence in our ability to attain our stated goal of positive EBITDA
                                                                                                                                                                           customer acquisition costs declining and we anticipate returning
                                                                                                                    percent compared with $52.9 million in the                                                                                        in the fourth quarter of fiscal 2001 and for full fiscal year 2002.
      ■  further build our brand;                                                                                                                                          to our historical levels during fiscal 2001 as we utilize the leverage
                                                                                                                  prior year. Online revenues in fiscal 2000                                                                                                By doing what we have always done best – embracing new
      ■  cost effectively increase our customer base;                                                                                                                      provided by our strong brand name as well as enhanced marketing
                                                                                                               represented 30.9 percent of total net revenues,                                                                                        business innovations and technologies that can help us enhance our
      ■ expand our product offerings;                                                                                                                                      knowledge and capabilities.
                                                                                                          up from 17.9 percent of total net revenues in the prior                                                                                     relationships with our customers – we believe 1-800-FLOWERS.COM
      ■ expand our fulfillment and customer service                                                                                                                              A significant portion of the marketing expenses incurred during
                                                                                                   year. This growth illustrates the successful positioning of                                                                                        has become a model for the "Next Age" retail company. Our proven
         infrastructure;                                                                                                                                                   fiscal 2000 can be directly attributed to our successful online efforts.
                                                                                          1-800-FLOWERS.COM as a leading source for thoughtful gifts on the                                                                                           business model continues to evolve, providing us with increasing
      ■ enhance our technology platform;                                                                                                                                   During the year, we effectively executed our strategy regarding portal
                                                                                          Internet during a period of rapidly growing customer acceptance of                                                                                          leverage and excellent opportunities to grow our return on invested
      ■ extend and add to our business relationships; and                                                                                                                  deals, including traffic building, brand reinforcement and competitive
                                                                                          online shopping. Worth noting is the fact that during fiscal 2000, our                                                                                      capital and thereby help build shareholder value. We thank all of our
      ■ become a publicly traded company, which we did to raise capital                                                                                                    blocking. The strength of our brand can be seen in the more than
                                                                                          telephonic sales increased a very healthy 12.9 percent to $230.2 million                                                                                    customers, investors, associates, vendors and business partners for
         in support of our aggressive growth plan, create a currency and                                                                                                   70 percent of our online orders derived from customers who come
                                                                                          compared with $203.9 million in fiscal 1999. Overall, our combined                                                                                          their support.
         provide a way for everyone in our company to have an equity                                                                                                       directly to our URLs, up from approximately 40 percent a year ago.
         participation in our long-term growth.                                           "virtual businesses" – telephone and online – increased 36.0 percent to          This was accomplished during a period of intense spending by online
            I am very pleased to report that we successfully accomplished                 $349.2 million compared with $256.8 million in fiscal 1999.                      start-up companies fueled with inexpensive capital from both the
      all of these objectives and did so while recording significantly                                                                                                     private and public sectors.                                                                              Sincerely,
      better-than-anticipated revenue growth and lower-than-anticipated                   Leveragable Assets                                                                     For fiscal 2001, we anticipate our total marketing expenses, both
      operating costs.We were able to do this because we have a                                Through our May 1999 private placement and our August 1999                  in terms of actual dollars as well as a percent of total revenues, will
      proven business model, one that has successfully evolved throughout                 IPO, we believe we raised more than sufficient capital to achieve our            decline significantly.What’s more, we expect to achieve these cost
      our history.                                                                        business plan. Thus, at fiscal year-end, our balance sheet boasted cash          reductions without impacting our growth plans which include again                                        Jim McCann
                                                                                          and cash equivalents of more than $110 million – a solid position                acquiring more than 2.5 million new customers.                                                           Chairman and CEO

                   1976                                                            1986                                                        1994                                                                                 1998                                                                 2000
                    Purchase of first                                              Acquisition of                                              Move to AOL as their                                                                 Acquisition of                                                       Acquisition of
                    retail florist shop                                            “800-FLOWERS” number                                        exclusive florist                                                                    Plow & Hearth                                                        GREATFOOD.COM;
                    in NYC                                                         and adoption as brand                                                                                                                                                                                                 launch of expanded
                                                                                                                                                                                                                                                                                                         gift strategy

                                              Expansion to                                                       Entry onto Internet                                                               Launch of                                                    Renamed company 1-800-FLOWERS.COM;
                                              14 retail stores                                                   via CompuServe                                                                    1-800-FLOWERS                                                IPO on NASDAQ; expansion of product
                                                                                                                                                                                                   website                                                      line into “thoughtful gift” categories

                                              1976–85                                                           1992                                                                            1995                                                           1999
two                                                                                                                                                                                                                                                                                                                            three
Thoughtful Gifting Focused Growth - Media Corporate IR Net
marketplace. As a result, the Company                 of eight+ minutes shopping the site during their first        M e rc h a n t Pa r t n e r s
                                                                             has emerged as an industry leader and the             visit – a testament to the broad range of gifts available.             Another avenue of product expansion for
                                                                            1-800-FLOWERS.COM brand name has                                                                                     1-800-FLOWERS.COM is our merchant partner
                                                                            come to represent a trusted guide to gifting           M o re G i f t C h o i c e s                                  program, launched at the start of fiscal 2001.
                                                                             for our customers.                                                                                                  Because of our collection of leveragable assets,
                                                                                                                                        Today, customers are coming to 1-800-FLOW-
                                                                                                                                   ERS.COM for an ever widening collection of thought-           1-800-FLOWERS.COM has become an increasingly
                                                                                   G i f t s Fo r A l l O c c a s i o n s                                                                        attractive partner for a variety of established companies
                                                                                                                                   ful gifts, including holiday specific as well as everyday
                                                                                       While flowers remain our signature          occasion gifts. A visitor to our website will find            that have product offerings in categories in which our
                                                                                   offering – particularly around such tradi-      choices ranging from floral arrangements, plants, gift        customers have indicated an interest.
                                                                                   tionally floral holidays as Valentine’s Day,    baskets and plush toys to home accessories and                     The merchant partner program allows us to cost
                                                                                    Mother’s Day and Easter – customers            gourmet treats such as imported cheeses, caviar and           efficiently add product categories while minimizing
                                                                                    have been increasingly turning to              even giftable "surf and turf" dinners from our                our operating risk and capital investment. Our mer-
                                                                                    1-800-FLOWERS.COM for more of                  GREATFOOD.COM® brand.                                         chant partners are responsible for all inventory invest-

        E x p a n d i n g                                                                              O u r                      P r o d u c t                                                 O f f e r i n g
       C h a n g i n g T h e Way Pe o p l e B u y G i f t s          their gift-giving occasions. In surveys we’ve conducted            To continually keep our product selection fresh          ment and management as well as for handling order

            Since inception, 1-800-FLOWERS.COM has                   with our customers, they have consistently told us            and exciting, we are always adding new gifts. For exam-       fulfillment. They also support necessary investments

       been helping people make connections with all of the          that they would like to buy a broader range of gift           ple, during fiscal 2000 we successfully launched our own      in technology integration and provide merchandising

       important people in their lives. Whether it’s for a           products from a company whose brand they have                 branded line of Fleur de Chocolate™ candies, selling
       celebration of love or friendship, recognition of a           come to trust. As a telephonic direct marketer and            more than 30,000 one-pound boxes in just a few short
       business or personal accomplishment or an expression          retail store operator, 1-800-FLOWERS.COM                      months. Our new "specialty boutiques" category offers
       of condolence, flowers have always been the universal         has always offered a mix of gift products                     great giftware and beautiful jewelry, while our "sweet
       gift of sentiment and the cornerstone of the                  in addition to flowers and plants.                            shoppe" boasts a vast selection of delectables such as
       Company’s product offerings.                                  Historically, however, the limitations                        cheesecakes and chocolates from all over the world.
            The annual domestic market for flowers and               inherent in a telephonic operation and                             In addition to our extensive gift offering, the
       floral gifts is estimated at more than $15 billion (source:   the inventory requirements associated                         1-800-FLOWERS.COMsm brand is complemented
       Society of American Florists) with a growth rate of           with "brick-and-mortar" stores had limited the scope          by the merchandise sold under our family of
       approximately five percent per year. This is a large          of any product expansion.                                     brands, including Plow & Hearth, a direct mar-
       and fragmented market, with thousands of individual                The Internet changed all that. In fact,                  keter of home decor and garden merchandise.
       retail florists throughout the country. From our origins      1-800-FLOWERS.COM was literally a company just                Plow & Hearth sells a broad range of
       as a single flower shop in Manhattan, New York,               waiting for the World Wide Web. Online retailing has          "country lifestyle" products through its
       1-800-FLOWERS.COM has revolutionized the floral               allowed us to offer our customers an extensive array          signature catalogs, including Plow &
       industry by providing customers with a level of conve-        of gift ideas presented in a virtual shopping environ-        Hearth® and American Country
       nience and consistency previously unavailable in the          ment in which they can see the items they plan to             Homesm, as well as its fast growing
                                                                     send. Our typical online customer spends an average           website (www.plowhearth.com).

four                                                                                                                                                                                                                                                         five
Thoughtful Gifting Focused Growth - Media Corporate IR Net
expertise for their specific product categories. In       1-800-FLOWERS.COM is focused on providing the             before in our history, as we added a record 2.7 mil-                Growing Customer Base
      return, we provide them with access to our millions       convenience and confidence that our customers need        lion new customers to our database, growing our
      of customers, our award-winning website, our robust       to act on their thoughtfulness.                           total number of customers to more than 9.3 million.
      technology platform and our superior customer                  We have always embraced new technologies             We also expanded our Corporate Gifting Program,                                        2.7 million new
                                                                                                                                                                                                                customers added
      service capabilities.                                     that can help us provide added convenience for our        firmly establishing 1-800-FLOWERS.COM as a leading                                         FY2000

           Since the start of fiscal 2001, we have signed       customers. Our name literally tells our story. While      site for business to business gift giving for some of
      merchant partner agreements with Finlay Jewelry –         toll-free "800" telephone numbers may be common-          America’s leading corporations, including IBM,
      a billion dollar provider of jewelry products to          place today, at one time they represented an untested     American Express, MCI Worldcom, Sears, and                                      Existing
                                                                                                                                                                                                         customers
      department stores throughout the country – and            new technology – just as the Internet was only a          American Airlines.
      Lenox Collections, the venerable manufacturer of          few short years ago. The development of the                    While the expansion of our customer base has
      fine giftware and collectibles. Going forward, we         1-800-FLOWERS.COM business model has been an              been impressive and will continue to be part of our
      anticipate adding new merchant partners in a variety      evolutionary process, incorporating the newest and        future growth plan, our strategy also involves carefully
      of thoughtful gift categories.                            most advanced technologies where they can be used         coordinating the different aspects of our retailing               9.3 Million Total Customer Database

       E x t e n d i n g                                                                          O u r                   M a r k e t                                                      R e a c h
      Making Connections                                        to enhance convenient customer access. Meanwhile,         model so that each aspect complements the others.          direct marketing and retail store – we’ve also recog-

           In today’s fast moving world, people are finding     we’ve continued to nurture all of our existing methods    Much of this is accomplished with specifically themed      nized the potential of the new computer "appliances"

      it increasingly difficult to maintain their personal      of customer access.                                       marketing vehicles that coincide with some of the          and mobile web-access technologies that are being

      connections with all the people who are important                                                                   busiest gifting seasons of the year:Thanksgiving and       developed. Eventually, these wireless devices will give

      in their lives. The incredible mobility of our society    Leveraging Our Brands 360 Degrees                         Christmas holidays in late Fall and early Winter and       consumers the freedom to visit online stores such as

      often separates families, friends and business acquain-        Indeed, our approach to reaching customers is        Mother’s Day in Spring. Our website product offering       ours from almost anywhere the consumer happens to

      tances. As a result, people need to find new ways         well-rounded, encompassing not only the power of          during those times reflects gifts that are selected to     be – whether it’s driving on a backroad in Southern

      to express their thoughts                                 the Internet, but also a variety of convenient cus-       target customer gifting needs for each respective          California or camping on a mountaintop in Northern

      and feelings.                                             tomer access channels – from our namesake toll-free       seasonal occasion. Similarly, the design of our Plow &     Vermont – all without the traditional restrictions of

                                                                 800 telephone number, to catalogs and retail stores.     Hearth and American Country Home catalogs, as well         hardline modem hookups.

                                                                     Our "Next Age" multi-channel retail model            as our retail stores, feature seasonal themes, thereby          As with other components of the 1-800-FLOW-

                                                                         enables us to keep the 1-800-FLOWERS.COMsm       tying all of our marketing vehicles together to deliver    ERS.COM multi-channel model, next generation

                                                                            brand name in front of customers, making      one cohesive message.                                      wireless technologies will be integrated seamlessly

                                                                               it easy for them to associate our name                                                                within our overall customer access strategy. Perhaps

                                                                                  with thoughtful giving and making it    A d d re s s i n g A n I n c re a s i n g l y              the best way of describing it all is with the following

                                                                                   convenient for them to purchase        W i re l e s s Wo r l d                                    analogy: the 1-800-FLOWERS.COM website can be

                                                                                   the perfect gift for the people they        Embracing new technologies has always been            viewed as our fully-stocked and beautifully merchan-

                                                                                   care about. In fiscal 2000, our        an important element of the 1-800-FLOWERS.COM              dised gift department store with a broad range of

                                                                                  multi-channel marketing approach        business model. While extending our market reach           thoughtful gift products and a superior shopping

                                                                                  proved more successful than ever        through our core access channels – online, telephonic,     experience; our telephone access is our convenience

six                                                                                                                                                                                                                                            seven
Thoughtful Gifting Focused Growth - Media Corporate IR Net
store for quick, easy access when a customer knows          floral, same day delivery orders throughout the               cally for in market product deliveries. These facilities   vendor to
        just what they are looking for and needs to act quickly     country. Our mutually beneficial relationship with            supplement the BloomNet network, particularly in           the consumer.
        from wherever they may be; and soon we’ll be adding         these floral retailers is longstanding – in many cases        high volume markets. In addition, we are making the        1-800-FLOWERS.COM branded packaging leverages
        a "drive-thru window" in the form of the wireless           10 years or more. 1-800-FLOWERS.COM is an                                                                                our name while furthering the confidence and knowl-
        web appliances and communications devices that              important and growing part of these florists’ businesses,                                                                edge among our customers that they can look to us
        are now being developed – again always stressing            representing a significant portion of their total annual                                                                 for all of their gift needs.
        convenient customer access when, where and how              revenue. In addition, because of the large and growing
        the customer prefers.                                       order volume that we generate for our partners,                                                                          Fo c u s O n S e r v i c e
                                                                    they gain considerable buying power for all of their                                                                          Whether customers come to 1-800-FLOWERS.COM
        S a m e - d ay, N e x t - d ay, A ny - d ay                 product inventory, thus helping them improve the                                                                         via their computer, their telephone or in one of our
             1-800-FLOWERS.COM has developed a market-              profitability of their businesses and ensuring the                                                                       retail stores, we know that they expect the very best
        proven fulfillment infrastructure that allows us to         highest quality and service for 1-800 FLOWERS.COM                                                                        customer service experience. Online shoppers,
        deliver customer orders with speed and efficiency few       customers.                                                                                                               because of the relative newness of the medium and

        P r o v e n                                           “ H y b r i d ”                                            F u    l f i l l m e n t                                            Resources
        companies can match. In fact, we’re proud to say that       State-of-the-Art Distribution Centers                         most of our assets and retail expertise by increasingly    because it provides multiple contact points
        getting products "from here to there" is one of the              The second element of our hybrid fulfillment             utilizing many of our company owned retail stores as       (e.g., email and chat) often require
        things that we believe we do as well, or perhaps better,    model is our collection of company-owned, state-of-           mini-distribution centers, with 1-800-FLOWERS.COM          even more customer service
        than anyone else in the retail sector – including both      the-art distribution facilities. Our primary "brown-box"      branded vans making deliveries on a local basis.           "touches" than traditional shoppers.
        online and traditional brick and mortar retailers.          distribution center is a 300,000 square foot facility                                                                    As a 360 degree retailer,
             Key to our fulfillment architecture is our innova-     located in Madison,Virginia. This facility is managed by      Ve n d o r D i re c t P rog r a m                          with the advantage of our
        tive "hybrid" model which includes our "BloomNet "     ®
                                                                    our Plow & Hearth subsidiary and has been expanded                 Part three of our hybrid fulfillment model
        network of florists, our company owned distribution         several times in recent years to accommodate the              is our carefully selected network of industry leading
        centers, and brand name vendors who ship directly.          strong growth of both 1-800-FLOWERS.COM and                   brand name vendors who fulfill 1-800-FLOWERS.COM
        Most of these entities are connected by our advanced        Plow & Hearth branded product sales.The facility              orders in a variety of non-floral product lines. These
        "BloomLink®" communications system, an Internet-            utilizes the very latest warehouse management system          vendors fulfill orders direct from their own warehouses,
        based "extranet" through which orders and related           technologies and has ample space available for future         allowing us to offer our customers some of the very
        information are transmitted.                                expansion.                                                    best gift products available without incurring added
                                                                         More than 1.2 million packages were shipped              inventory expenses. Each vendor is connected via the
        B l o o m N e t F l o r i s t N e t wo r k                  from the Madison facility in fiscal 2000, up from             BloomLink extranet, and orders are electronically
             At the core of the hybrid fulfillment model is our     800,000 in the prior year. We anticipate that ship-           communicated for rapid fulfillment. Top quality and
        unique BloomNet network of approximately 1,500
                           ®
                                                                    ments will surpass 1.7 million packages in FY 2001.           unique gift products, such as gourmet foods, candles,
        florists, including independent local florists as well as   Complementing the Madison distribution center are             plush stuffed animals and even Adirondack chairs for
        our company-owned and franchise stores. These               several smaller "satellite" fulfillment centers – each        dad on Father’s Day, are shipped directly from the
        BloomNet shops fulfill a majority of our fresh-cut          ten to fifteen thousand square feet – designed specifi-

eight                                                                                                                                                                                                                                                nine
Thoughtful Gifting Focused Growth - Media Corporate IR Net
telephone-based customer relationship expertise,          hanced online cus-
      1-800-FLOWERS.COM is uniquely positioned to pro-          tomer service
      vide superior and highly scalable customer service.       tools that put
      Among the many initiatives we implemented during          the focus on
      fiscal 2000 to further expand our capabilities in this    personalization.
      key area is a full-scale computer telephony integration   For instance,
      (CTI) platform.This advanced technology package           gift reminder
      contains a suite of applications for all of our service   services – some-
      centers and is built on a highly scalable architecture    thing we traditionally did telephon-
      to accommodate our growing customer needs. The            ically – are now available to our customers via email.
      system’s features allow us to more quickly direct         We also offer our customers the convenience and
      customer calls to skilled and knowledgeable sales and     personalized communication of keyboard-to-keyboard
      service agents who can then speak on a one-to-one         chat – a technology we actually helped develop in
      basis utilizing pop-up screens that provide customer-     response to customer needs – as well as product

      Connecting With Our Customers
      specific information such as ordering history.            specific search tools to assist customers in making
           Using the advanced CTI technology, our customer      the perfect gifting choices.
      service associates and our customers can browse our
      website together, allowing us to address and respond to   S c a l i n g U p Fo r Pe a k Pe r i o d s
      customer requests virtually immediately.
                                                                     The ability to scale up our customer service
           In addition to our advanced telephonic customer
                                                                capacity during peak selling periods such as Mother’s
      service resources, we are now utilizing en-
                                                                Day, Easter, Christmas and Valentine’s Day is as much
                                                                an art as it is a science. During these busy periods
                                                                we often triple our average service associate count
                                                                from approximately 1,000 to 3,000 representatives.
                                                                This scaling effort requires extraordinary coordination
                                                                between hiring, training and scheduling and repre-
                                                                sents a legacy skill that few retailers can emulate.
                                                                Our ability to successfully scale up our customer
                                                                service capacity ensures that 1-800-FLOWERS.COM
                                                                customers will receive consistent, dependable
                                                                customer service – particularly important when they
                                                                are searching for just the right gift for that special
                                                                someone in their lives.

ten
Thoughtful Gifting Focused Growth - Media Corporate IR Net
Selected Financial Data
                                            1-800-FLOWERS.COM, Inc. and Subsidiaries

   The following tables summarize the Company’s consolidated statement of operations and balance sheet data. The Com-
pany disposed of Floral Works, Inc. in January 2000, acquired GreatFood.com, Inc. and TheGift.com, Inc. in November 1999
and acquired The Plow & Hearth, Inc. in April 1998. The following financial data reflects the results of operations of these
subsidiaries since their respective dates of acquisition and up through the date of disposition. You should read this information
together with the discussion in “Management’s Discussion and Analysis of Financial Condition and Result of Operations” and the
Company’s consolidated financial statements and notes to those statements included elsewhere in this Annual Report.

                                                                                  Years Ended
                                                  July 2,      June 27,             June 28,            June 29,         June 30,
                                                  2000          1999                    1998                1997            1996
                                                                            (in thousands, except per share data)
Consolidated Statement of Operations Data:
    Net revenues:
       Telephonic                             $230,221         $203,885             $161,874            $145,295        $127,920
       Online                                  119,019           52,886               26,748              16,092           9,936
       Retail/fulfillment                       36,010           39,102               31,970              25,043          15,272

              Total net revenues               385,250          295,873              220,592             186,430         153,128

    Gross profit                               147,757          116,176                 83,626              71,352          60,308

    Operating (loss) income                    (75,581)          (8,171)                 6,415               6,852           2,702

    Net (loss) income                             (66,830)       (6,846)                 5,074               4,387           1,297

    Net (loss) income applicable to
       common stockholders                    $ (66,830)       $ (12,061)           $ 3,466             $ 2,925         $     268

    Net (loss) income per common share
       applicable to common stockholders:
       Basic                                  $     (1.10)     $ (0.27)             $     0.08          $     0.07      $     0.01
       Diluted                                $     (1.10)     $ (0.27)             $     0.07          $     0.06      $     0.01

                                                                                        As of
                                                  July 2,      June 27,             June 28,            June 29,         June 30,
                                                  2000          1999                    1998                1997            1996
                                                                                  (in thousands)
Consolidated Balance Sheet Data:
    Cash and equivalents                      $111,624         $ 99,183             $ 8,873             $ 11,443        $ 6,639
    Working capital (deficit)                   82,129           85,619               1,950                1,975          (2,452)
    Total assets                               224,641          182,355              81,746               44,130         36,884
    Long-term liabilities                       12,947           37,766              35,359                9,456         17,804
    Redeemable class C common stock                 ––               ––              17,692               16,084         14,622
    Total stockholders’ equity (deficit)       158,918          109,003                 672               (2,670)         (5,615)

                                                               11
Management’s Discussion and Analysis
                             of Financial Condition and Results of Operations
                                            1-800-FLOWERS.COM, Inc. and Subsidiaries

Overview

    1-800-FLOWERS.COM, Inc. is a leading multi-channel                         The Company’s home and garden merchandise
source of thoughtful gift products, offering an extensive                  and non-floral related gift products and gourmet foods
array of fresh-cut flowers, plants, gift baskets, gourmet                  are shipped by the Company, members of BloomNet or
foods, home décor and garden merchandise and other                         third parties directly to the customer. The Company
unique products. With one of the most recognized brands                    ships non-floral gift items by Federal Express, United
in retailing and a history of successfully integrating tech-               Parcel Service, United States Postal Service or other
nologies and business innovations, the Company has                         common carriers. Most of the Company’s home and
evolved into a “next age” retailer providing convenient,                   garden products are fulfilled from its Madison, Virginia
multi-channel access for customers via the Internet,                       fulfillment center.
telephone, catalogs and retail stores.
                                                                               The Company’s retail fulfillment operations primarily
    1-800-FLOWERS.COM offers thousands of stock                            consist of 39 owned and 83 franchised stores. Retail
keeping units (“SKUs”) including flowers, plants, specialty                fulfillment revenues also include revenues attributable to
gifts, gourmet foods, gift baskets, garden accessories, and                the Company’s Floral Works wholesale floral subsidiary
home décor items. The Company’s product offering reflects                  (through the date of its disposition in January 2000), fees
a carefully selected assortment of high quality merchan-                   paid to the Company by members of its BloomNet network
dise chosen for its unique “thoughtful gifting” qualities                  and royalties, fees and sublease rent paid to the Company
which accommodate customer needs in celebrating a                          by its franchised stores. Company owned stores serve as
special occasion or conveying a personal sentiment.                        local points of fulfillment and enable the Company to test
Many products are available for same-day or overnight                      new products and marketing programs. As such, a majority
delivery and all come with the Company’s 100% satisfac-                    of the revenues derived from Company owned stores
tion guarantee. In addition to the Company’s selection                     represent fulfillment of its floral orders and are eliminated
of thoughtful gifts, the Company’s product line is further                 as intercompany revenues.
complemented by its subsidiaries which include
Plow & Hearth, a direct marketer (catalog and web:                             The Company expects to incur losses for the foresee-
www.plowhearth.com) of home décor and garden                               able future as a result of the significant operating and
products, and GreatFood.com (www.greatfood.com)                            capital expenditures required to achieve its objectives.
the #1 online destination (Time magazine 12/99) for                        However, the Company expects to achieve positive Earn-
gourmet food products.                                                     ings Before Interest Taxes Depreciation and Amortization
                                                                           (“EBITDA”) for the fourth quarter of fiscal 2001 and full year
    A majority of the Company’s floral and floral-related                  of fiscal 2002. No assurances can be made that positive
gift products are fulfilled through one of approximately                   EBITDA can be achieved on this schedule or at all. In order
1,500 fulfillment centers, including the BloomNet network                  to achieve and maintain profitability, the Company will need
of independent florists and the Company’s owned or                         to generate revenues significantly above historical levels.
franchised stores. The Company transmits its orders either                 The Company’s prospects for achieving profitability must
through BloomLink, its proprietary Internet-based elec-                    be considered in light of the risks, uncertainties, expenses,
tronic communication system, or the communication                          and difficulties encountered by companies in the rapidly
system of a third-party. Remittance to the fulfilling florist is           evolving market of online commerce.
processed either through a third-party wire service that
reconciles and effects payments between sending and
fulfilling florists, called a clearinghouse, or is directly paid           Results of Operations
by the Company. Consistent with industry practice, the
Company remits 80% of the value of the merchandise sold                        The Company’s fiscal year is a 52- or 53-week period
to a wire service for settlement with the fulfilling florist. It is        ending on the Sunday nearest to June 30. Fiscal year
customary for the wire service to retain a 7%-9% fee for its               2000, which ended July 2, 2000 consisted of 53 weeks,
services. Additionally, when settling directly with the                    while fiscal years 1999 and 1998, which ended on June 27,
fulfilling florist, the Company remits between 71% and                     1999 and June 28, 1998, respectively, consisted of 52
74% of the value of the merchandise sold. It is also                       weeks. As such, a portion of the increase in the
industry practice for the clearinghouse to credit back to                  Company’s fiscal year 2000 revenues, and associated
the originating florist a rebate for payments processed                    variable expenses, was attributable to the additional week
through the clearinghouse.                                                 of activity during the period.

                                                                      12
Management’s Discussion and Analysis                                   (continued)
                                                   1-800-FLOWERS.COM, Inc. and Subsidiaries

Net Revenues                                                                       wholesale net revenue as a result of the Company’s
                                            Years Ended                            divestiture of Floral Works in January 2000, offset by an
                       July 2,                June 27,          June 28,           increase in retail net revenue due to growth in the number
                       2000      % Change      1999    % Change  1998              of owned retail stores from 36 at June 27, 1999 to 39 at
Net Revenues:                             (in thousands)                           July 2, 2000, and an increase in same store sales. The
                                                                                   increase in retail/fulfillment revenues during the year ended
 Telephonic           $230,221    12.9%      $203,885      26.0%   $161,874
                                                                                   June 27, 1999, in comparison to the year ended June 28,
 Online                119,019   125.0%        52,886      97.7%     26,748
                                                                                   1998, was primarily due to the growth in the number of
 Retail/fulfillment     36,010     (7.9%)      39,102      22.3%     31,970
                                                                                   owned retail stores from 23 to 36.
                      $385,250    30.2%      $295,873      34.1%   $220,592

                                                                                       In accordance with the Company’s redeployment plan
    Net revenues consist primarily of the selling price of                         discussed below, the Company does not expect to materi-
merchandise and service and shipping charges, net of                               ally increase the number of owned retail stores in the
returns and credits. Growth in both telephonic and online                          foreseeable future.
revenues during the years ended July 2, 2000 and June 27,
1999 was due to an increase in order volume and average
                                                                                   Gross Profit
net revenue per order as a result of increased marketing
                                                                                                                         Years Ended
spending, an increase in repeat purchases from existing
                                                                                                      July 2,               June 27,          June 28,
customers, and the Company’s continued expansion into
                                                                                                      2000      % Change     1999    % Change  1998
non-floral products, including a broad range of items such
as online greeting cards, candies and gourmet items, as                                                                  (in thousands)
well as unique gifts for the home and garden. Non-floral                            Gross Profit     $147,757    27.2%     $116,176       38.9%   $83,626
gift products accounted for 29.6%, 21.4% and 5.3% of total                          Gross Margin %     38.4%                  39.3%                37.9%
merchandise sold during the years ended July 2, 2000,
June 27, 1999 and June 28, 1998, respectively. During the                              Gross profit consists primarily of net revenues less cost
fiscal years ended July 2, 2000 and June 27, 1999, the                             of revenues which consist primarily of florist fulfillment
Company added approximately 2.7 million and 2.2 million                            costs (fees paid to wire services that serve as clearing-
new customers, respectively, bringing its cumulative                               houses for floral orders, net of rebates), the cost of floral
customer accounts, at July 2, 2000, to over 9.3 million, 2.2                       and non-floral merchandise sold from inventory or through
million of which have transacted business either through                           third parties, and the associated costs of inbound freight
the 1-800-flowers.com Web site or one of its affiliated                            and outbound shipping. Additionally, cost of revenues
portal partners. In addition, online revenue growth contin-                        includes labor and facility costs related to direct-to-con-
ues to be driven by increased traffic coming directly to the                       sumer operations and to properties that are sublet to the
Companys’ URL’s (“Universal Resource Locators”), which                             Company’s franchisees. During the years ended July 2,
accounted for 69.0%, 45.9% and 37.1% of total online                               2000 and June 27, 1999, gross profit increased as a result
orders during the years ended July 2, 2000, June 27, 1999                          of increased sales volume and average net revenue per
and June 28, 1998, respectively. The continued growth of                           order. Gross margin percentage during the year ended
telephonic revenues demonstrates the benefits of providing                         July 2, 2000 declined 0.9 percentage points in comparison
customers with multiple channel access to products and                             to the prior year due to certain introductory product pricing,
services. Additionally, a large component of the growth in                         including promotions related to the successful launch of
the telephonic revenues during the year ended June 27,                             the Company’s exclusive line of “Fleur de Chocolate”
1999 was attributable to the Company’s April 1998 acquisi-                         branded Belgian candies, a higher credit and replacement
tion of Plow & Hearth.                                                             rate on floral orders during the Valentine’s and Mother’s
                                                                                   Day holidays to increase customer satisfaction and loyalty,
   Revenue derived from the Company’s GreatFood.com                                and an increase in the average merchandise sales price on
subsidiary, which is included in the Company’s results of                          florist fulfilled orders which, while generating higher
operations since it was acquired on November 24, 1999,                             absolute gross profit dollars, results in a lower gross
was not material in relation to consolidated revenue for the                       margin percentage since the Company’s fixed service
year ended July 2, 2000.                                                           charge is spread over a higher sales price. The gross
                                                                                   margin percentage increase during June 27, 1999 was
   The decrease in retail/fulfillment revenues during the                          primarily attributable to the April 1998 acquisition of Plow &
year ended July 2, 2000 in comparison to the year ended                            Hearth, whose product line carries a higher margin than
June 27, 1999 was due to a $5.1 million reduction in floral                        floral products.

                                                                              13
Management’s Discussion and Analysis                                 (continued)
                                              1-800-FLOWERS.COM, Inc. and Subsidiaries

Marketing and Sales Expense                                                      In order to continue to execute its business plan, in
                                     Years Ended                             future periods, the Company expects to continue to invest
                  July 2,              June 27,          June 28,            significantly in its marketing and sales efforts to continue to
                  2000      % Change    1999    % Change  1998               acquire new customers, while also leveraging its already
                                     (in thousands)                          significant customer base through cost effective, customer
 Marketing and                                                               retention initiatives. Such spending will be within the
  sales          $161,075    74.8%     $92,147        66.3%   $55,417        context of the Company’s overall marketing plan which is
 Percentage of                                                               continually evaluated and revised to reflect the results of
  net revenues     41.8%                 31.1%                 25.1%
                                                                             the Company’s market research, which seeks to determine
                                                                             the most cost efficient use of the Company’s marketing
    Marketing and sales expense consists primarily of                        dollars. Such evaluation includes the ongoing review of the
advertising and promotional expenditures, catalog costs,                     Company’s strategic relationships with its internet portal
fees paid to establish and maintain strategic relationships                  partners to ensure that such relationships continue to
with Internet portal companies, costs associated with retail                 generate cost-effective incremental volume.
stores, customer service center and fulfillment center
operations and the operating expenses of the Company’s
departments engaged in marketing, selling and merchan-                       Technology and Development Expense
dising activities. The increases in marketing and sales                                                            Years Ended
expense during the years ended July 2, 2000 and June 27,                                       July 2,                June 27,          June 28,
1999 were primarily attributable to higher discretionary                                       2000      % Change      1999    % Change  1998
spending in traditional media advertising, relationship and                                                        (in thousands)
direct marketing, additions to the Company’s marketing                        Technology and
and merchandising staff, as well as additional sales                            development    $16,809    108.4%      $8,067        349.7%   $1,794
personnel in support of order fulfillment and customer                        Percentage of
                                                                               net revenues      4.4%                  2.7%                   0.8%
service activities, and additional online portal expenses as
a result of the Company’s expanded agreement with
America Online, contract renewal with Excite and Microsoft                       Technology and development expense consists prima-
Network and new agreements with Snap.com and Yahoo!.                         rily of expenditures incurred by the Company to maintain,
In addition, in June 2000, in connection with management’s                   monitor and manage the Company’s Web site, including
plan to reduce costs and improve operating efficiencies,                     design, content development and third-party hosting, as
the Company recorded a redeployment charge of approxi-                       well as maintenance, support, and licensing costs pertain-
mately $2.1 million. The principal reasons for the charge                    ing to its associated order entry, customer service, fulfill-
include the closure of certain retail stores in connection                   ment and database systems. The increase in technology
with the Company’s strategic redeployment of its retail                      and development expense during the years ended July 2,
network of direct fulfillment centers and the relocation of                  2000 and June 27, 1999 was primarily attributable to
certain customer service centers, enabling the Company                       development costs incurred to enhance the content and
to meet increasing call volume requirements, while reduc-                    functionality of the Company’s Web site and transaction
ing costs per call. The redeployment will be completed in                    processing systems, and additional payroll, recruiting and
phases during fiscal year 2001. The major components of                      related expenses associated with the staffing of the
the redeployment charge include the estimated provision                      technology department to accommodate the Company’s
for the present value of future lease obligations and related                growth. During the years ended July 2, 2000 and June 27,
facility shut down costs in the amount of approximately                      1999, the Company expended $35.3 million and $16.2
$1.0 million (charged to marketing and sales expense),                       million on technology and development, of which $18.5
and the estimated unrecoverable book value of abandoned                      million and $8.1 million have been capitalized, respectively.
fixtures, equipment and leasehold improvements in the                        The Company believes that continued investment in
amount of approximately $1.1 million (charged to deprecia-                   technology and development is critical to attaining its
tion and amortization-see below). In addition to the above,                  strategic objectives and, as a result, technology and
a significant portion of the increase during the year ended                  development costs are expected to continue to increase in
June 27, 1999 was due to incremental catalog printing and                    comparison to prior years, particularly in the areas of Web
circulation expenditures resulting from Plow & Hearth.                       site development and database management.

                                                                        14
Management’s Discussion and Analysis                                     (continued)
                                                1-800-FLOWERS.COM, Inc. and Subsidiaries

General and Administrative Expenses                                             $1.1 million, included within depreciation and amortization,
                                       Years Ended                              to reserve for the estimated unrecoverable book value of
                    July 2,               June 27,         June 28,             abandoned fixtures, equipment and leasehold improve-
                    2000      % Change     1999    % Change 1998                ments associated with the Company’s redeployment plan.
                                       (in thousands)                           The Company expects that depreciation and amortization
 General and                                                                    will continue to increase in fiscal year 2001 due to recent
  administrative    $28,975    84.0%      $15,748       (0.5%)   $15,832
                                                                                expenditures on short-lived information systems hardware
 Percentage of                                                                  and software and the full-year impact of the amortization of
  net revenues        7.5%                   5.3%                  7.2%
                                                                                goodwill related to the Company’s acquisitions of
                                                                                GreatFood.com and TheGift.com.
    General and administrative expense consists of payroll
and other expenses in support of the Company’s executive,
finance and accounting, legal, human resources and other                        Other Income (Expense)
administrative functions, as well as professional fees and                                                             Years Ended
other general corporate expenses. The increase in general                                            July 2,               June 27,          June 28,
and administrative expenses during the year ended July 2,                                            2000      % Change     1999    % Change  1998
2000 was the result of costs associated with additions to                                                             (in thousands)
the management team and administrative increases                                 Interest income    $ 8,645     508.8% $ 1,420          10.1%   $1,290
associated with operating as a public company. In addition,                      Interest expense    (1,444)     (44.7%)    (2,610)    121.8%   (1,177)
$3.1 million of the increase during the year ended July 2,                       Other, net            221     3,057.1%          7      99.5%    1,541
2000 was attributable to the effect of the management put
liability associated with the Plow & Hearth acquisition.
During the year ended July 2, 2000, the Company re-                                 Other income (expense) consists primarily of interest
corded a charge of $1.5 million to increase the liability in                    earned on the cash proceeds from the Company’s IPO in
accordance with the acquisition valuation formula con-                          August 1999 and private placement of preferred stock in
tained in the Plow & Hearth stockholders’ agreement                             May 1999, offset by interest expense attributable to the
between the Company, Plow & Hearth and Plow & Hearth                            Company’s mortgage notes, capital leases, credit facility,
management shareholders. Conversely, in accordance with                         and promissory notes issued to sellers in certain acquisi-
the agreement, during the year ended June 27, 1999, the                         tions. The Company’s credit facility, including a term loan
Company recorded a benefit of $1.6 million to reduce the                        ($18.0 million) and line of credit ($3.0 million) was repaid
related liability. The Company believes that its current                        with the proceeds of the Company’s IPO in August 1999,
general and administrative infrastructure is sufficient to                      while certain seller financed acquisition obligations ($2.5
support existing requirements and, as such, while increas-                      million) associated with the Company’s franchise opera-
ing in absolute dollars, general and administrative ex-                         tions were repaid in November 1999. During the year
penses should, on a seasonally adjusted basis, begin to                         ended June 28, 1998, the Company recorded other income
decline as a percentage of net revenues in fiscal year 2001.                    net, of approximately $1.7 million, consisting primarily of a
                                                                                $1.5 million dividend from a minority investment.

Depreciation and Amortization                                                   Income Taxes
                                       Years Ended
                    July 2,               June 27,          June 28,                For the years ended July 2, 2000 and the June 27,
                    2000      % Change     1999    % Change  1998               1999, the Company incurred a loss that provided a tax
                                       (in thousands)
                                                                                benefit of $1.3 million and $2.7 million, respectively. For the
 Depreciation and                                                               year ended July 2, 2000, the effective tax rate differed from
  amortization      $16,479    96.5%      $8,385        101.2%    $4,168        the combined U.S. statutory tax rate as a result of providing
 Percentage of                                                                  a full valuation allowance on that portion of the Company’s
  net revenues        4.3%                 2.8%                    1.9%         deferred tax assets, consisting primarily of net operating
                                                                                loss carryforwards, that exceeded the amount of recover-
    Increases in depreciation and amortization expense                          able income taxes due to allowable carryback claims,
during the years ended July 2, 2000 and June 27, 1999                           because of the uncertainty regarding its realizability. For
resulted from additional capital expenditures in short-lived                    the year ended June 27, 1999, the effective tax rate
information systems hardware and software, as well as                           differed from the combined U.S. statutory tax rate primarily
amortization of goodwill resulting from the Company’s                           as a result of the non-deductibility of certain goodwill
acquisitions of GreatFood.com and TheGift.com in Novem-                         amortization and the provision of a valuation allowance on
ber 2000 and Plow & Hearth in April 1998. In addition, for                      state tax benefits. For the year ended June 28, 1998, the
the year ended July 2, 2000, as described further above,                        Company provided for taxes of $3.2 million at an effective
the Company recorded a one-time charge of approximately                         rate of 39.4%.

                                                                           15
Management’s Discussion and Analysis                           (continued)
                                          1-800-FLOWERS.COM, Inc. and Subsidiaries

Liquidity and Capital Resources                                       approximately $26.5 million and were comprised of fees
                                                                      related to online marketing agreements (including the new
    At July 2, 2000, the Company had working capital of               AOL agreement), co-marketing fees related to airline
$82.1 million, including cash and equivalents of $111.6               frequent flier programs, expenses under its operating
million, compared to working capital of $85.6 million,                leases, interest expense and the current portion of long
including cash and equivalents of $99.2 million at June               term debt and capital lease obligations.
27, 1999.
                                                                          The Company intends to continue to invest heavily to
   Net cash used in operating activities of $34.4 million for         support its growth strategy. These investments include
the year ended July 2, 2000 was principally attributable to           continued advertising and marketing programs designed to
net losses, reduced by non-cash charges of depreciation               enhance the Company’s brand name recognition with
and amortization and working capital changes comprised                customers, continued expansion of its product lines to
primarily of increases in accounts payable and accrued                include a broad variety of specialty gift and gourmet items,
expenses, offset by increases in inventory associated with            and the further development of its Web site operating
the Company’s expansion into non-floral product lines,                infrastructure. The Company believes that current cash
and other assets resulting from increases of deferred                 and equivalents will be sufficient to meet these anticipated
catalog costs.                                                        cash needs for at least the next twelve months. However,
                                                                      any projection of future cash needs and cash flows are
    Net cash used in investing activities of $45.7 million for        subject to substantial uncertainty. If current cash and cash
the year ended July 2, 2000 consisted primarily of capital            that may be generated from operations are insufficient to
expenditures and the acquisitions of GreatFood.com and                satisfy the Company’s liquidity requirements, the Company
all of the remaining outstanding shares of common stock               may seek to sell additional equity or debt securities or to
and stock options from the minority shareholders of the               obtain lines of credit, in addition to the $5.7 million credit
Company’s Plow & Hearth subsidiary, partially offset by               line currently available. The sale of additional equity or
the sale of the Company’s floral wholesale subsidiary,                convertible debt securities could result in additional dilution
Floral Works, in January 2000.                                        to the Company’s stockholders. In addition, the Company
                                                                      will, from time to time, consider the acquisition of or
    Net cash provided by financing activities of $92.5 million        investment in complementary businesses, products,
for the year ended July 2, 2000 resulted from the net                 services and technologies, which might impact the
proceeds from the issuance of Class A common stock in                 Company’s liquidity requirements or cause the Company
the Company’s IPO, less repayments of amounts outstand-               to issue additional equity or debt securities. There can be
ing under the Company’s credit facilities, seller financed            no assurance that financing will be available in amounts or
acquisition obligations and capital lease obligations.                on terms acceptable to the Company, if at all.

The Company’s material capital commitments consist of:
    • obligations outstanding under capital and operating             Recently Issued Accounting Pronouncements
leases as well as commercial notes related to obligations
arising from, and collateralized by, the construction of the             In December 1999, the Securities and Exchange
Company’s warehousing/fulfillment facility in Madison,                Commission staff released Staff Accounting Bulletin No.
Virginia.                                                             101, Revenue Recognition in Financial Statements (“SAB
    • online marketing agreements with America Online, Inc.           No. 101”), which provides guidance on the recognition,
(“AOL”). On September 1, 2000, the Company entered into               presentation and disclosure of revenue in financial state-
a new five year, $22.1 million interactive marketing agree-           ments. Management believes that the provision of SAB
ment with AOL that effectively extends and enhances the               No. 101 will not impact the Company’s revenue recognition
term of the Company’s previous agreement with AOL for an              policies.
additional two years, through August 2005. Under the
terms of the new agreement, the Company will continue as                  In June 1998, the Financial Accounting Standards
the exclusive marketer of fresh-cut flowers across six AOL            Board issued Statement No. 133, Accounting for Derivative
properties including AOL, AOL.com, CompuServe,                        Instruments and Hedging Activities, as amended, which is
Netscape Netcenter, Digital City and ICQ and receive                  required to be adopted in years beginning after June 15,
increased promotions across several of the AOL properties.            2000. Because of the Company’s minimal use of deriva-
                                                                      tives, management does not anticipate that the adoption of
  At July 2, 2000, the Company’s significant known                    the new Statement will have a significant effect on earnings
commitments for the subsequent twelve months totaled                  or the consolidated financial position of the Company.

                                                                 16
You can also read