The following discussion should be read in conjunction with the unaudited
condensed consolidated financial statements and accompanying notes contained
herein and with the audited consolidated financial statements, accompanying
notes, related information and Management's Discussion and Analysis of Financial
Condition and Results of Operations included in our Annual Report on Form 10-K
for the year ended December 31, 2021 ("Form 10-K").

Forward-Looking Statements



Statements in this Form 10-Q that are not historical facts, including statements
about our estimates, expectations, beliefs, intentions, projections or
strategies for the future, may be "forward-looking statements" as defined in the
Private Securities Litigation Reform Act of 1995. Forward-looking statements
involve risks and uncertainties that could cause actual results to differ
materially from historical experience or our present expectations. Known
material risk factors applicable to us that could cause our actual results to
differ from these forward-looking statements are described in "Item 1A. Risk
Factors" of our Form 10-K and in the subsequent reports we file with the SEC.
All forward­looking statements speak only as of the date made, and we undertake
no obligation to publicly update or revise any forward-looking statements to
reflect events or circumstances that may arise after the date of this report
except as required by law.

Net Sales

Our sales are generated by customer purchases of home furnishings. Revenue is
recognized upon delivery to the customer. Comparable-store or "comp-store" sales
is a measure which indicates the performance of our existing stores and website
by comparing the growth in sales in store and online for a particular month over
the corresponding month in the prior year. Stores are considered non-comparable
if they were not open during the corresponding month in the prior year or if the
selling square footage has been changed significantly. Stores closed due to
COVID-19 were excluded from comp-store sales. The method we use to compute
comp-store sales may not be the same method used by other retailers. We record
our sales when the merchandise is delivered to the customer. We also track
"written sales" and "written comp-store sales," which represent customer orders
prior to delivery. The disruptions to our supply chain have resulted in lower
inventory in certain categories, and out-of-stock merchandise delivery times can
be 8 to 12 weeks. As a retailer, comp-store sales and written comp-store sales
are an indicator of relative customer spending and store performance. Comp-store
sales, total written sales and written comp-store sales are intended only as
supplemental information and none are substitutes for net sales presented in
accordance with US GAAP.

The following table outlines our sales and comp-store sales increases and decreases for the periods indicated:



                                                            2022                                                                                         2021
                                      Net Sales                                  Comp-Store Sales                                  Net Sales           

                       Comp-Store Sales
                      Total                %                 $                  %                   $              Total                %                 $                   %                  $
Period               Dollars             Change           Change              Change             Change           Dollars             Change            Change              Change             Change
Q1                 $  238.9                 1.0  %       $  2.5                    0.2  %       $  0.4          $  236.5                31.8  %       $  57.1                  11.5  %       $  15.4
Q2                 $  253.2                 1.3  %       $  3.2                    1.1  %       $  2.7          $  250.0               127.3  %       $ 140.0                  46.9  %       $  48.8
Q3                 $  274.5                 5.4  %       $ 14.1                    6.3  %       $ 16.2          $  260.4                19.7  %       $  42.9                  17.7  %       $  38.4
YTD Q3             $  766.7                 2.7  %       $ 19.8                    2.6  %       $ 19.3          $  746.9                47.3  %       $ 240.0                  22.5  %       $ 102.6

Total sales for the third quarter of 2022 increased $14.1 million, or 5.4%, compared to 2021. Our comp-store sales increased 6.3%, or $16.2 million, in the third quarter of 2022 compared to 2021.



Our free in-home design service continues to grow, and designer sales were 25.2%
of our total written business for the third quarter of 2022 compared to 24.7%
for 2021. COVID-19 disruptions to our supply chain are beginning to abate, and
case goods inventory received is helping to reduce our customer back orders.
Sales in this category as a percent of our total sales were 37.1% in the third
quarter of 2022 compared to 35.5% in 2021.

The declines in in-store traffic and written business, which began in March
2022, continued through September 2022. Written business for the third quarter
of 2022 was down 7.2% compared to 2021. We continued to experience a return to
increased consumer interest around traditional shopping events and had very
strong business for the Labor Day holiday. Our written business for the third
quarter of 2022 compared
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations



to the "normal" pre-pandemic second quarter of 2019 was up 15.8%, as customers
are still investing in their homes. In the fourth quarter of 2022, we expect
that our business will continue to be affected as rising inflation, including
fuel costs, stock market volatility, higher interest rates, and recessionary
concerns, impacts discretionary consumer spending.

Gross Profit

Gross profit for the third quarter of 2022 was 57.1%, up 30 basis points compared to the prior year period of 56.8%. The increase is primarily due to pricing discipline and merchandise mix.



We expect annual gross profit margins for 2022 will be 57.7% to 58.0%. Gross
profit margins fluctuate quarter to quarter in relation to our promotional
cadence. Our estimated gross profit margins are based on anticipated changes in
product and freight costs and their impact on our LIFO reserve.

Substantially all of our occupancy and home delivery costs are included in
selling, general and administrative expenses ("SG&A"), as are a portion of our
warehousing expenses. Accordingly, our gross profit may not be comparable to
those entities that include these costs in cost of goods sold.

Selling, General and Administrative Expenses



Our SG&A costs as a percent of sales for the third quarter of 2022 were 45.4%
versus 44.6% for 2021. SG&A dollars increased $8.4 million, or 7.2%, for the
third quarter of 2022 compared to the same prior year period. The increase is
driven by higher costs associated with selling expense of $4.9 million,
advertising and marketing expenses of $1.1 million, administrative costs of $1.5
million, and occupancy expenses of $0.5 million.

We classify our SG&A expenses as either variable or fixed and discretionary. Our
variable expenses include the costs in the selling and delivery categories and
certain warehouse and distribution expenses, as these amounts will generally
move in tandem with our level of sales. The remaining categories and expenses
for occupancy, advertising, and administrative costs are classified as fixed and
discretionary because these costs do not fluctuate with sales.

The following table outlines our SG&A expenses by classification:



                                                          Three Months Ended September 30,                                                           Nine Months Ended September 30,
                                                   2022                                         2021                                         2022                                         2021
                                                                % of                                      % of                                            % of                                      % of
(In thousands)                           $                   Net Sales                $                Net Sales                   $                   Net Sales                $                Net Sales
Variable                         $        50,228                   18.3  %       $  43,708                   16.8  %       $       140,566                   18.3  %       $ 126,374                   16.9  %
Fixed and discretionary                   74,306                   27.1  %          72,448                   27.8  %               217,250                   28.3  %         211,941                   28.4  %
                                 $       124,534                   45.4  %       $ 116,156                   44.6  %       $       357,816                   46.6  %       $ 338,315                   45.3  %

The variable expenses in dollars were higher in the third quarter of 2022 compared to 2021 due to the increase in compensation costs for selling and delivery personnel and rising fuel costs.

Fixed and discretionary expenses were impacted in the third quarter of 2022 primarily by increases in warehouse and other occupancy costs compared to the prior year quarter.



Our variable expenses within SG&A for the full year of 2022 are anticipated to
be 18.2% to 18.4%, an increase from our previous estimate based on increases in
selling and delivery costs. Fixed and discretionary expenses are expected to be
approximately $293.0 to $295.0 million for the full year of 2022, a decrease
from our previous guidance based on changes in our marketing spend.

Liquidity and Capital Resources



Cash and Cash Equivalents at End of Year
At September 30, 2022, we had $137.2 million in cash and cash equivalents, and
$6.8 million in restricted cash equivalents. We believe that our current cash
position, cash flow generated from operations, funds
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Item 2.  Management's Discussion and Analysis of Financial Condition and Results
of Operations
available from our credit agreement, and access to the long-term debt capital
markets should be sufficient for our operating requirements and to enable us to
fund our capital expenditures, dividend payments, and lease obligations through
the next several years. In addition, we believe we have the ability to obtain
alternative sources of financing. We expect capital expenditures of
approximately $30.0 million for the full year of 2022.

Long-Term Debt
In May 2020, we entered into the Third Amendment to our Amended and Restated
Credit Agreement (as amended, the "Credit Agreement") with a bank. The Credit
Agreement, which matures September 27, 2024, provides for a $60.0 million
revolving credit facility. Amounts available to borrow fluctuate and
availability at September 30, 2022 was $55.7 million, and we had no amounts
outstanding. In October 2022, we amended the Credit Agreement to increase the
revolving credit facility to $80.0 million and extend the maturity date to
October 24, 2027.

Leases

We use operating leases to fund a portion of our real estate, including our stores, distribution centers, and store support space.



Share Repurchases
In November 2021, our Board of Directors authorized $25.0 million for our share
repurchase program. During the six months ended June 30, 2022, we purchased
899,890 shares of common stock for approximately $25.0 million. All funds were
used under this authorization.

In August 2022, our Board of Directors authorized an additional $25.0 million
for our share repurchase program. During the three months ended September 30,
2022, we purchased 187,488 shares of common stock for approximately $5.0
million. The balance on the current authorization for purchases was
approximately $20.0 million at September 30, 2022.

The timing, manner and number of shares repurchased in future periods will depend on a variety of factors, including, but not limited to, the level of cash balances, credit availability, financial performance, general business conditions, the market price of the Company's stock and the availability of alternative investment opportunities.

Cash Flows Summary



Operating Activities. Cash flow generated from operations provides us with a
significant source of liquidity. Our operating cash flows result primarily from
cash received from our customers, offset by cash payments we make for products
and services, employee compensation, operations, and occupancy costs.

Cash provided by or used in operating activities is also subject to changes in
working capital. Working capital at any specific point in time is subject to
many variables, including seasonality, inventory selection, the timing of cash
receipts and payments, and vendor payment terms.

Net cash provided by operating activities was $38.2 million in the first nine
months of 2022 compared to $89.0 million during the same period in 2021. This
difference was primarily driven by changes associated with customer deposits.

Investing Activities. Cash used in investing activities decreased by $5.9 million in the first nine months of 2022 compared to the first nine months of 2021, as the result of less capital expenditures.

Financing Activities. Cash used in financing activities increased by $9.6 million in the first nine months of 2022 compared to the first nine months of 2021, primarily due to increased share repurchases in 2022.


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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Store Plans and Capital Expenditures



                     Opening Quarter
Location            Actual or Planned   Category
Austin, TX                Q-1-22        Open
Atlanta, GA               Q-2-22        Closure
Metro DC                  Q-4-22        Open
Indianapolis, IN          Q-4-22        Relocation
Durham, NC                Q-1-23        Open


Net selling space at the end of 2022 is expected to be relatively flat compared
to 2021. Total capital expenditures are estimated to be $30.0 million in 2022
depending on the timing of spending for new projects.

Critical Accounting Estimates



Critical accounting estimates are those that we believe are both significant and
that require us to make difficult, subjective or complex judgments, often
because we need to estimate the effect of inherently uncertain matters. We base
our estimates and judgments on historical experiences and various other factors
that we believe to be appropriate under the circumstances. Actual results may
differ from these estimates, and we might obtain different estimates if we used
different assumptions or conditions. We reviewed our accounting estimates, and
none were deemed to be considered critical for the accounting periods presented
in our Form 10-K. We had no significant changes in those accounting estimates
since our last annual report.

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