Note 14 - Commitments and Contingencies

9 Months Ended

Mar. 29, 2020

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

Note

14

– Commitments and Contingencies

Litigation

Bed Bath & Beyond

:

On

April 1, 2020,

Bed Bath & Beyond Inc. (“Bed Bath”) commenced an action against the Company in the Court of Chancery for the State of Delaware, which is captioned

Bed Bath & Beyond Inc. v.

1

-

800

-Flowers.com, et ano.

, C.A. (the “Complaint”), alleging a breach of the Equity Purchase Agreement (the “Agreement”), dated

February 14, 2020,

between Bed Bath, PersonalizationMall.com, LLC (“Personalization Mall”), the Company and a subsidiary of the Company (the “Purchaser”) pursuant to which Bed Bath agreed to sell to Purchaser, and the Purchaser agreed to purchase from Bed Bath, all of the issued and outstanding membership interests of Personalization Mall.  The action was initiated after the Company requested a reasonable delay in the closing under the Agreement due to the unprecedented circumstances created by the COVID-

19

pandemic.  The Complaint requests an order of specific performance to consummate the transaction under the Agreement plus attorney’s fees and costs in connection with the action. The Company filed its answer to the Complaint on

April 17, 2020

and an order governing expedited proceedings was approved on

April 9, 2020

that sets a trial date for late

September. 

The Company intends to vigorously defend itself against this lawsuit and

no

assurance can be given as to the ultimate outcome of this matter. At this time the proceedings are in the very early stages, and we are unable to determine or estimate the amount of possible loss or range of loss.

In addition, there are various claims, lawsuits, and pending actions against the Company and its subsidiaries incident to the operations of its businesses. It is the opinion of management, after consultation with counsel, that the final resolution of such claims, lawsuits and pending actions will

not

have a material adverse effect on the Company's consolidated financial position, results of operations or liquidity.