All references to the "Company," "we," "us" and "our" in this document refer to Hooker Furnishings Corporation and its consolidated subsidiaries, unless specifically referring to segment information.





Forward-Looking Statements



Certain statements made in this report, including statements under Item 2.
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" and in the notes to the consolidated financial statements included
in this report, are not based on historical facts, but are forward-looking
statements.  These statements reflect our reasonable judgment with respect to
future events and typically can be identified by the use of forward-looking
terminology such as "believes," "expects," "projects," "intends," "plans,"
"may," "will," "should," "would," "could" or "anticipates," or the negatives
thereof, or other variations thereof, or comparable terminology, or by
discussions of strategy.  Forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ materially from those in
the forward-looking statements.  Those risks and uncertainties include but are
not limited to:


? disruptions involving our vendors or the transportation and handling

industries, particularly those affecting imported products from Vietnam,

China, and Malaysia, including customs issues, labor stoppages, strikes or

slowdowns and the availability and cost of shipping containers and cargo


    ships;



? the effect and consequences of the coronavirus (COVID-19) pandemic or future

pandemics on a wide range of matters including but not limited to U.S. and

local economies; our business operations and continuity; the health and

productivity of our employees; and the impact on our global supply chain,


    inflation, the retail environment and our customer base;




  ? general economic or business conditions, both domestically and
    internationally, and instability in the financial and credit markets,

including their potential impact on our (i) sales and operating costs and

access to financing or (ii) customers and suppliers and their ability to

obtain financing or generate the cash necessary to conduct their respective


    businesses;



? adverse political acts or developments in, or affecting, the international

markets from which we import products, including duties or tariffs imposed on

those products by foreign governments or the U.S. government, such as the

prior U.S. administration's imposition of a 25% tariff on certain goods

imported into the United States from China including almost all furniture and

furniture components manufactured in China, which is still in effect, with the


    potential for additional or increased tariffs in the future;




  ? risks associated with our reliance on offshore sourcing and the cost of

imported goods, including fluctuation in the prices of purchased finished

goods, ocean freight costs, including the price and availability of shipping

containers, vessels and domestic trucking, and warehousing costs and the risk

that a disruption in our offshore suppliers could adversely affect our ability


    to timely fill customer orders;




  ? risks associated with domestic manufacturing operations, including

fluctuations in capacity utilization and the prices and availability of key

raw materials, as well as changes in transportation, warehousing and domestic

labor costs, availability of skilled labor, and environmental compliance and


    remediation costs;



? changes in U.S. and foreign government regulations and in the political,


    social and economic climates of the countries from which we source our
    products;




  ? difficulties in forecasting demand for our imported products;



? risks associated with product defects, including higher than expected costs

associated with product quality and safety, and regulatory compliance costs

related to the sale of consumer products and costs related to defective or

non-compliant products, including product liability claims and costs to recall


    defective products and the adverse effects of negative media coverage;




  ? disruptions and damage (including those due to weather) affecting our

Virginia, Georgia, North Carolina or California warehouses, our Virginia or

North Carolina administrative facilities, our North Carolina showrooms or our


    representative offices or warehouses in Vietnam and China;




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? risks associated with our newly leased warehouse space in Georgia, including

risks associated with our move to and occupation of the facility, including

information systems, access to warehouse labor and the inability to realize


    anticipated cost savings;



? the risks specifically related to the concentrations of a material part of our

sales and accounts receivable in only a few customers, including the loss of

several large customers through business consolidations, failures or other

reasons, or the loss of significant sales programs with major customers;






  ? our inability to collect amounts owed to us or significant delays in
    collecting such amounts;



? the interruption, inadequacy, security breaches or integration failure of our

information systems or information technology infrastructure, related service

providers or the internet or other related issues including unauthorized


    disclosures of confidential information or inadequate levels of
    cyber-insurance or risks not covered by cyber insurance;



? the direct and indirect costs and time spent by our associates associated with

the implementation of our Enterprise Resource Planning system ("ERP"),

including costs resulting from unanticipated disruptions to our business;

? achieving and managing growth and change, and the risks associated with new

business lines, acquisitions, including the selection of suitable acquisition

targets, restructurings, strategic alliances and international operations;

? the impairment of our long-lived assets, which can result in reduced earnings


    and net worth;




  ? capital requirements and costs;



? risks associated with distribution through third-party retailers, such as


    non-binding dealership arrangements;



? the cost and difficulty of marketing and selling our products in foreign


    markets;



? changes in domestic and international monetary policies and fluctuations in

foreign currency exchange rates affecting the price of our imported products


    and raw materials;



? the cyclical nature of the furniture industry, which is particularly sensitive

to changes in consumer confidence, the amount of consumers' income available


    for discretionary purchases, and the availability and terms of consumer
    credit;




  ? price competition in the furniture industry;




  ? competition from non-traditional outlets, such as internet and catalog
    retailers; and



? changes in consumer preferences, including increased demand for lower-quality,


    lower-priced furniture.




Our forward-looking statements could be wrong in light of these and other risks,
uncertainties and assumptions. The future events, developments or results
described in this report could turn out to be materially different. Any
forward-looking statement we make speaks only as of the date of that statement,
and we undertake no obligation, except as required by law, to update any
forward-looking statements whether as a result of new information, future events
or otherwise and you should not expect us to do so.



Also, our business is subject to a number of significant risks and uncertainties
any of which can adversely affect our business, results of operations, financial
condition or future prospects. For a discussion of risks and uncertainties that
we face, see the Forward-Looking Statements detailed above and Item 1A, "Risk
Factors" in our 2021 Annual Report.



Investors should also be aware that while we occasionally communicate with
securities analysts and others, it is against our policy to selectively disclose
to them any material nonpublic information or other confidential commercial
information. Accordingly, investors should not assume that we agree with any
projection, forecast or report issued by any analyst regardless of the content
of the statement or report, as we have a policy against confirming information
issued by others.



This quarterly report on Form 10-Q includes our unaudited condensed consolidated
financial statements for the 2022 fiscal year thirteen-week period (also
referred to as "three months," "three-month period," "quarter," "third quarter"
or "quarterly period") that began August 2, 2021, and the thirty-nine week
period (also referred to as "nine-months", "nine-month period" or "year-to-date
period") that began February 1, 2021, which both ended October 31, 2021. This
report discusses our results of operations for these periods compared to the
2021 fiscal year thirteen-week period that began August 3, 2020 and the
thirty-nine week period that began February 3, 2020, which both ended November
1, 2020; and our financial condition as of October 31, 2021 compared to January
31, 2021.



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References in this report to:


? the 2022 fiscal year and comparable terminology mean the fiscal year that


    began February 1, 2021 and will end January 30, 2022; and



? the 2021 fiscal year and comparable terminology mean the fiscal year that


    began February 3, 2020 and ended January 31, 2021.



Dollar amounts presented in the tables below are in thousands except for per share data.





In the discussion below and herein we reference changes in sales orders, or
"orders," and sales order backlog (unshipped orders at a point in time), or
"backlog," over and compared to certain periods of time and changes discussed
are in sales dollars and not units of inventory, unless stated otherwise. We
believe orders are generally good current indicators of sales momentum and
business conditions. However, except for custom or proprietary products, orders
may be cancelled before shipment. If the items ordered are in stock and the
customer has requested immediate delivery, we generally ship products in about
seven days or less from receipt of order; however, orders may be shipped later
if they are out of stock or there are production or shipping delays or the
customer has requested the order to be shipped at a later date. For the Hooker
Branded and Domestic Upholstery segments and All Other, we generally consider
unshipped order backlogs to be one helpful indicator of sales for the upcoming
30-day period, but because of our relatively quick delivery and our cancellation
policies, we do not consider order backlogs to be a reliable indicator of
expected long-term sales. We generally consider the Home Meridian segment's
backlog to be one helpful indicator of that segment's sales for the upcoming
90-day period. Due to (i) Home Meridian's sales volume, (ii) the average sales
order sizes of its mass, club and mega account channels of distribution, (iii)
the proprietary nature of many of its products and (iv) the project nature of
its hospitality business, for which average order sizes tend to be larger and
consequently, its order backlog tends to be larger. There are exceptions to the
general predictive nature of our orders and backlogs noted in this paragraph due
to current demand and supply chain challenges related to the COVID-19 pandemic.
They are discussed in greater detail below and are essential to understanding
our prospects.


At October 31, 2021, our backlog of unshipped orders was as follows:





                                              Order Backlog
                                            (Dollars in 000s)

Reporting Segment     October 31, 2021      January 31, 2021      November 1, 2020

Hooker Branded        $          55,599     $          34,776     $          28,627
Home Meridian                   208,364               180,188               186,487
Domestic Upholstery              61,516                30,271                24,582
All Other                         5,432                 2,845                 2,210

Consolidated          $         330,911     $         248,080     $         241,906




At the end of the fiscal 2022 third quarter, order backlog increased $82.8
million, or 33.3%, as compared to the end of fiscal 2021 and increased $89
million, or 36.8%, as compared to the prior-year nine months end, due to
increased incoming orders in all three reportable segments as well as longer
delivery times resulting from the supply chain disruptions in the Home Meridian
and, to a lesser degree, Hooker Branded segments and production delays in the
Domestic Upholstery segment. We are very encouraged by the current historic
levels of orders and backlogs; however, due to the current supply chain issues
including the lack and cost of shipping containers and vessel space and limited
overseas vendor capacity, orders are not converting to shipments as quickly as
could be expected compared to the pre-pandemic environment and we expect that to
continue at some level through the fiscal 2023 second quarter. The current
logistics challenges are slowing order fulfillment, particularly for Home
Meridian whose average order sizes tend to be larger and more project-based
versus orders for the traditional Hooker businesses, which tend to be smaller
and more predictable. Additionally, Home Meridian orders are programmed out and
scheduled for delivery to its larger accounts further into the future than
usual, which is also contributing to the increased backlog.



The following discussion should be read in conjunction with the condensed
consolidated financial statements, including the related notes, contained
elsewhere in this quarterly report. We also encourage users of this report to
familiarize themselves with all of our recent public filings made with the SEC,
especially our 2021 Annual Report. Our 2021 Annual Report contains critical
information regarding known risks and uncertainties that we face, critical
accounting policies and information on commitments and contractual obligations
that are not reflected in our condensed consolidated financial statements, as
well as a more thorough and detailed discussion of our corporate strategy and
new business initiatives.



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Our 2021 Annual Report and other public filings made with the SEC are available, without charge, at www.sec.gov and at http://investors.hookerfurniture.com.





Overview



Hooker Furnishings Corporation, incorporated in Virginia in 1924, is a designer,
marketer and importer of casegoods (wooden and metal furniture), leather
furniture and fabric-upholstered furniture for the residential, hospitality and
contract markets. We also domestically manufacture premium residential custom
leather and custom fabric-upholstered furniture. We are ranked among the
nation's top five largest publicly traded furniture sources, based on 2020
shipments to U.S. retailers, according to a 2021 survey by a leading trade
publication. We believe that consumer tastes and channels in which they shop for
furniture are evolving at a rapid pace and we continue to change to meet these
demands.


Executive Summary-Results of Operations

? Consolidated net sales for the fiscal 2022 third quarter decreased as compared

to the prior year period due to significantly reduced shipments in the Home

Meridian segment as the result of temporary COVID-related factory closures in

Vietnam and Malaysia. Consolidated gross profit and margin decreased in the

fiscal 2022 third quarter as compared to the prior year period due primarily

to the sales volume decline and to a lesser extent higher freight costs,

inventory cancellation costs and higher than expected customer chargebacks in

the Home Meridian segment. Consolidated operating loss for the fiscal 2022

third quarter was $1.7 million, compared to a $13.0 million operating income

in the prior year period. Consolidated net loss for the quarter was $1.2

million or ($0.10) per diluted share, as compared to net income of $10.1


    million or $0.84 per diluted share in the prior year quarter.



? For the fiscal 2022 nine-month period, consolidated net sales increased by

$74.0 million, or 19.2%, compared to the prior year period, as all three

reportable segments had sales increases. Consolidated gross profit increased

due to increases in the Hooker Branded and Domestic Upholstery

segments, partially offset by decreased gross profit and margin in the Home

Meridian segment. Consolidated operating income was $20.2 million for the

fiscal 2022 nine-month period compared to a $24.9 million operating loss in

the prior year period. Consolidated net income was $15.7 million or $1.30 per

diluted share for the fiscal 2022 nine-month period, as compared to net loss


    of $19.0 million or ($1.61) per diluted share in the prior year period.



Our fiscal 2022 third quarter and nine months performance are discussed in greater detail below under "Review" and "Results of Operations."





Review


Despite favorable demand for home furnishings and our strong order backlog, we were challenged by ongoing supply chain disruptions, the COVID lockdown and slower than expected reopenings in Vietnam and Malaysia, and industry-wide inflationary pressures. Fiscal 2022 third quarter consolidated net sales decreased by 10.9% compared to prior year period. Sales volume decline and increased product costs led to an operating loss of $1.7 million.





The Hooker Branded segment's net sales increased by $8.7 million, or 18.5%, as
compared to the prior year quarter, which was attributable to increased sales
volume and lower discounting driven by higher demand, as well as inventory
availability. All the net sales increases were in our Casegoods non-container
business, which comprised 80% of revenue in this segment. Because we source
product on a consistent weekly basis and ship product to our U.S. warehouses,
Hooker Branded is better able to mitigate supply chain constraints and keep its
best sellers in stock. However, higher ocean freight and product cost inflation
significantly impacted this segment's gross margin and offset the gains from
sales increases in the third quarter. Despite these adverse factors, this
segment reported $6.7 million operating income or an 11.9% operating margin.
Incoming orders decreased slightly by 1.9% as compared to prior year period when
business dramatically rebounded. Backlog remained historically high and nearly
doubled as compared to the prior year third quarter end when backlog was already
at a high level.



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Home Meridian segment's net sales decreased by $27.5 million, or 37.3%, as compared to the prior year third quarter and this segment reported a $10.2 million operating loss. Despite the disappointing financial results, we believe the challenges are short-term as discussed below:

? During the quarter, container direct sales, which typically comprise the

majority of revenue in this segment, decreased by over 50% compared to the

prior year third quarter, driven by sales volume loss due to the temporary

COVID lockdowns in Vietnam and Malaysia. As a result, sales with major

furniture chains and large independent accounts decreased by over 50% compared

to the prior year quarter, which counted for two thirds of total sales

decrease in this segment. Additionally, e-commerce sales decreased by 25% due

to inventory unavailability and price increases due primarily to increased

freight costs. Clubs sales decreased due to lower volume and higher than

expected chargebacks which negatively impacted net sales and operating income

by $1.9 million in that channel. Hospitality sales also decreased during the


    quarter as this business has not yet recovered from the COVID crisis.



? Higher freight costs adversely impacted gross margin by 800 bps in the quarter

and were the primary driver of increased product costs. We imposed freight


    surcharges and price increases during the second and third quarters to
    mitigate these excess costs; however significant volume was shipped at
    pre-surcharge selling prices.



? To help drive improved future profitability, eliminate low-margin categories

and avoid unnecessary costs, we exited the Ready-To-Assemble ("RTA) furniture

category and incurred cancellation costs of $2.6 million for raw materials

related to this exit. Although these costs increased segment cost of goods

sold by 580 bps and resulted in a gross loss in the quarter, we estimate we

avoided roughly $10 million in additional product and freight costs related to

these orders by taking this action. Furthermore, this action allows us to

focus resources on more profitable business opportunities to drive long-term


    growth.



The Home Meridian segment finished the quarter with a backlog 12% higher than the prior year third quarter end, and more than doubled as compared to pre-pandemic levels.

The Domestic Upholstery segment's net sales increased by $2.6 million, or 10.3%,
in the fiscal 2022 third quarter compared to the prior year period as all three
divisions of the segment reported over or close to 10% sales increases. However,
material cost inflation for nearly all the raw materials and higher freight
surcharges on the materials increased product costs by 340 bps and offset the
gains from increased sales. Other manufacturing constraints adversely impacted
our profitability, including wage inflation and the domestic driver and truck
shortage which adversely impacted the delivery of finished products. Despite
increased material costs, this segment reported operating income of $1.4
million, or 5.2% operating margin for the third quarter. Although we are
encouraged by historically high backlog at the end of the fiscal 2022 third
quarter at all three divisions, production levels were adversely impacted by
manufacturing capacities, inconsistent deliveries of materials due to supply
disruption with our suppliers, and labor inefficiencies at the Sam Moore
division. We have implemented price increases and surcharges with major accounts
to improve margin and filled key positions to improve labor productivity. Since
this segment has current order backlog levels of 5-6 months and prices were not
increased on backlog orders, we anticipate seeing the benefits of the price
increases beginning in the second quarter of fiscal 2023.



All Other's net sales decreased by $134,000, or 4.0%, in the fiscal 2022 third
quarter as compared to the prior year period, due to a 5.6% sales decrease at H
Contract. The senior living industry, which comprises the majority of H
Contract's business, has been severely impacted by the pandemic and has reduced
capital spending due to increased costs and uncertain revenues. However, as
vaccination rates have increased, especially among the senior population, H
Contract's incoming orders have increased for three consecutive quarters in
fiscal 2022 and finished the quarter with backlog 150% higher than prior year
third quarter end. Despite the sales decrease, All Other still reported a 10.7%
operating margin for the quarter.



Cash and cash equivalents stood at $57.2 million at fiscal 2022 third
quarter-end, down $8.6 million compared to the balance at the fiscal 2021
year-end due primarily to $7.7 million increase in inventory. During the first
nine months of fiscal 2022, we used cash on hand and $5 million generated from
operations to pay $6.6 million of capital expenditures including $4.4 million in
our newly opened Georgia distribution center, $6.4 million in cash dividends to
our shareholders, and $2.6 million on our new common, cloud-based ERP platform.
In addition to our cash balance, we have an aggregate of $27.9 million available
under our existing revolver to fund working capital needs. We believe we have
the financial resources to fund our business operations for the foreseeable
future, including weathering an extended impact of COVID-19 pandemic as well as
the logistics issues, cost increases and production capacity constraints which
are currently impacting our industry.



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Results of Operations



The following table sets forth the percentage relationship to net sales of
certain items included in the condensed consolidated statements of income
included in this report.



                                           Thirteen Weeks Ended               Thirty-Nine Weeks Ended
                                        Oct 31,             Nov 1,          Oct 31,             Nov 1,
                                          2021               2020             2021               2020
Net sales                                      100 %              100 %            100 %              100 %
Cost of sales                                 85.0               77.6             81.4               79.4
Gross profit                                  15.0               22.4             18.6               20.6
Selling and administrative expenses           15.8               13.3             13.8               15.1
Goodwill impairment charges                      -                  -                -               10.3
Trade name impairment charges                    -                  -                -                1.2
Intangible asset amortization                  0.4                0.4              0.4                0.5
Operating income/(loss)                       (1.3 )              8.7              4.4               (6.5 )
Interest expense, net                            -                0.1                -                0.1
Income/(Loss) before income taxes             (1.2 )              8.7              4.4               (6.6 )
Income tax expense                            (0.3 )              2.0              1.0               (1.6 )
Net income/(loss)                             (0.9 )              6.7              3.4               (4.9 )




Fiscal 2022 Third Quarter and Nine Months Compared to Fiscal 2021 Third Quarter
and Nine Months



                                                                                                            Net Sales
                                                        Thirteen Weeks Ended                                                                       Thirty-Nine Weeks Ended

                       Oct 31,                         Nov 1,                                                       Oct 31,                         Nov 1,
                        2021                            2020                                                         2021                            2020
                                     % Net Sales                     % Net Sales      $ Change       % Change                     % Net Sales                     % Net Sales      $ Change       % Change
Hooker Branded        $  56,037              42.0 %   $  47,287              31.6 %   $   8,750           18.5 %   $ 157,304              34.3 %   $ 113,268              29.4 %   $  44,036           38.9 %
Home Meridian            46,230              34.6 %      73,727              49.3 %     (27,497 )        -37.3 %     217,964              47.5 %     202,560              52.6 %      15,404            7.6 %
Domestic Upholstery      27,972              21.0 %      25,350              16.9 %       2,622           10.3 %      74,996              16.3 %      59,640              15.6 %      15,356           25.7 %
All Other                 3,189               2.4 %       3,323               2.2 %        (134 )         -4.0 %       8,543               1.9 %       9,353               2.4 %        (810 )         -8.7 %
 Consolidated         $ 133,428               100 %   $ 149,687               100 %   $ (16,259 )        -10.9 %   $ 458,807               100 %   $ 384,821               100 %   $  73,986           19.2 %




                       FY22 Q3 %       FY22 YTD %                               FY22 Q3 %        FY22 YTD %
                       Increase         Increase         Average Selling         Increase         Increase
Unit Volume           vs. FY21 Q3     vs. FY21 YTD       Price ("ASP")         vs. FY21 Q3      vs. FY21 YTD

Hooker Branded                0.9 %           20.6 %     Hooker Branded                17.1 %           14.5 %
Home Meridian               -46.1 %           -1.8 %     Home Meridian                  4.9 %            1.6 %
Domestic Upholstery           0.3 %           17.1 %     Domestic Upholstery            8.7 %            6.4 %
All Other                   -19.4 %          -17.2 %     All Other                     14.6 %            7.4 %
Consolidated                -35.6 %            2.2 %     Consolidated                  31.7 %           11.5 %




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Consolidated net sales decreased in the fiscal 2022 third quarter due to the
sales decline in Home Meridian segment but increased in the first nine months as
compared to the prior year periods.



? The Hooker Branded segment's net sales increased significantly in the fiscal

2022 third quarter and nine months, as compared to the respective prior year

periods, due to both increased unit volume and ASP, driven by increased

demand. Hooker Upholstery unit volume decreased during the third quarter due


    to inventory unavailability issues.



? The Home Meridian segment's net sales decreased in the fiscal 2022 third

quarter driven by a 46% decrease in unit volume as the result of COVID

lockdown in Vietnam which led to much lower shipments. For the nine-month

period, net sales increased with major furniture chains and retail stores as

the result of strong demand, partially offset by decreased net sales in

hospitality business, e-commerce and the club businesses, and higher than

expected chargebacks from a clubs channel customer. The ASP increase was

attributable to price increases to mitigate higher freight costs; however, the


    increases were not sufficient to cover the excess freight costs.



? The Domestic Upholstery segment's net sales increased in the fiscal 2022 third

quarter and nine months as all three divisions of the segment reported

increased net sales for both periods. ASP increased at all three divisions in

response to the inflation of material costs, with Sam Moore ASP increasing the

most in order to improve profitability in this division. However, Sam Moore

unit volume decreased during the third quarter due to labor inefficiencies.






  ? All Other's net sales decreased in the fiscal 2022 third quarter and

nine-month period due to reduced unit volume at H Contract, as this division

has not yet recovered from the impact of reduced capital spending by the

senior living industry as a result of COVID crisis. ASP increased in response


    to increased product costs; however, it was not sufficient to offset the
    volume loss.




                                                                                               Gross Profit/(Loss) and Margin
                                                      Thirteen Weeks Ended                                                                     Thirty-Nine Weeks Ended
                      Oct 31,                         Nov 1,                                                    Oct 31,                         Nov 1,
                        2021                           2020                                                       2021                           2020
                                    % Net Sales                    % Net Sales      $ Change      % Change                    % Net Sales                    % Net Sales      $ Change       % Change
Hooker Branded        $ 15,366              27.4 %   $ 15,446              32.7 %   $     (80 )        -0.5 %   $ 49,639              31.6 %   $ 35,894              31.7 %   $  13,745           38.3 %
Home Meridian           (1,807 )            -3.9 %     11,169              15.1 %     (12,976 )      -116.2 %     17,935               8.2 %     28,489              14.1 %     (10,554 )        -37.0 %
Domestic Upholstery      5,353              19.1 %      5,751              22.7 %        (398 )        -6.9 %     14,879              19.8 %     11,555              19.4 %       3,324           28.8 %
All Other                1,095              34.3 %      1,117              33.6 %         (22 )        -2.0 %      2,853              33.4 %      3,199              34.2 %        (346 )        -10.8 %
 Consolidated         $ 20,007              15.0 %   $ 33,483              22.4 %   $ (13,476 )       -40.2 %   $ 85,306              18.6 %   $ 79,137              20.6 %   $   6,169            7.8 %




For the fiscal 2022 third quarter, consolidated gross profit and margin both
decreased as compared to the prior year quarter. For the fiscal 2022 nine-month
period, consolidated gross profit increased due to the sales increase while
margin decreased.



? The Hooker Branded segment's gross profit and margin both decreased in the

fiscal 2022 third quarter driven by higher freight costs, product cost

inflation, and higher demurrage and drayage expenses due to supply chain

interruptions. For the nine-month period, gross profit increased due primarily


    to the net sales increase while gross margin decreased slightly.



? The Home Meridian segment's gross profit and margin decreased significantly in

the fiscal 2022 third quarter and nine-month period, due to sales volume loss,

excess ocean freight costs, higher than expected customer chargebacks and


    order cancellation costs.



? The Domestic Upholstery segment's gross profit and margin decreased in the

fiscal 2022 third quarter due primarily to raw material cost inflation, which

offset the effect of increased sales. Gross profit and margin increased in the

nine-month period due to net sales increases and production efficiencies from


    operating near full capacity due to historic levels of backlog.




  ? All Other's gross profit decreased in the fiscal 2022 third quarter and

nine-month period due principally to H Contract net sales declines, while


    gross margin still maintained a high level.




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                                                                                           Selling and Administrative Expenses (S&A)
                                                       Thirteen Weeks Ended                                                                       Thirty-Nine Weeks Ended
                      Oct 31,                         Nov 1,                                                      Oct 31,                         Nov 1,
                        2021                           2020                                                         2021                           2020
                                    % Net Sales                    % Net Sales       $ Change       % Change                    % Net Sales          

% Net Sales $ Change % Change Hooker Branded $ 8,697

              15.5 %   $  7,762              16.4 %   $      935           12.0 %   $ 24,599              15.6 %   $ 20,788              18.4 %   $    3,811           18.3 %
Home Meridian            8,042              17.4 %      8,325              11.3 %         (283 )         -3.4 %     26,208              12.0 %     26,305              13.0 %          (97 )         -0.4 %
Domestic Upholstery      3,647              13.0 %      3,067              12.1 %          580           18.9 %     10,503              14.0 %      8,785              14.7 %        1,718           19.6 %
All Other                  753              23.6 %        696              21.0 %           57            8.2 %      2,033              23.8 %      2,042              21.8 %           (9 )         -0.4 %
 Consolidated         $ 21,139              15.8 %   $ 19,850
13.3 %   $    1,289            6.5 %   $ 63,343              13.8 %   $ 57,920              15.1 %   $    5,423            9.4 %




Consolidated selling and administrative ("S&A") expenses increased in absolute
terms and as a percentage of net sales in the fiscal 2022 third quarter. For
fiscal 2022 nine-month period, S&A expenses increased in absolute terms but
decreased as a percentage of net sales.



? The Hooker Branded segment's S&A expenses increased in absolute terms in the

fiscal 2022 third quarter driven by increased selling costs as the result of

higher net sales, increased expenses incurred as part of our ERP project, and

increased salaries and wages, partially offset by decreased bonus accruals on

lower profits. For the fiscal 2022 nine-month period, S&A expenses increased

in absolute terms due to the factors discussed above, offset by lower bad debt

expenses due to the absence of a customer write-off in the current year. S&A

expenses decreased as a percentage of net sales in the fiscal 2022 third

quarter and nine-month period in the segment due to increased net sales.

? The Home Meridian segment's S&A expenses decreased in absolute terms in the

fiscal 2022 third quarter due to lower selling costs on decreased sales,

partially offset by increased severance expenses due to personnel changes and

increased professional service expenses. S&A expense increased as a percentage

of net sales in the fiscal 2022 third quarter due to decreased sales. For the

fiscal 2022 nine-month period, S&A expenses decreased slightly in absolute

terms, with lower selling costs, professional service expenses and advertising

supply expenses, nearly offset by increased severance expenses, the absence of

employee furloughs in the current year period, and increased market expenses

and other spending as business returned to more normal levels. S&A expenses

decreased as a percentage of net sales in the nine-month period in the segment


    due to higher net sales.



? The Domestic Upholstery segment's S&A expenses increased in absolute terms in

the fiscal 2022 third quarter and nine-month period due to increased selling

expenses on higher net sales, increased salaries and wages due to the absence

of a number of employees furloughed when factories were temporarily shut down

in the prior year period, and increased depreciation expenses due to the


    accelerated depreciation of our existing ERP system due to the expected
    implementation of an upgraded cloud-based ERP solution in fiscal 2023.



? All Other S&A expenses increased in absolute terms in the fiscal 2022 third

quarter and stayed essentially flat in the nine-month period due to increased

market expenses, advertising supply expenses and other spending, offset by

decreased selling expenses. S&A expenses increased as a percentage of net


    sales due to lower net sales in the segment.




In the prior year first quarter, we recorded $23.2 million and $16.4 million in
non-cash impairment charges to write down goodwill in Home Meridian segment and
the Shenandoah division under Domestic Upholstery segment, respectively. We also
recorded $4.8 million non-cash impairment charges to write down tradenames in
the Home Meridian segment.



                                                                                            Intangible Asset Amortization
                                                    Thirteen Weeks Ended                                                                    Thirty-Nine Weeks Ended
                    Oct 31,                         Nov 1,                                                    Oct 31,                        Nov 1,
                     2021                            2020                                                       2021                          2020
                                  % Net Sales                    % Net Sales      $ Change      % Change                    % Net Sales                   % Net Sales      $ Change      % Change
Intangible asset
amortization       $     596               0.4 %   $    596               0.4 %   $       -           0.0 %   $  1,788               0.4 %   $ 1,788               0.5 %   $       -           0.0 %



Intangible asset amortization expense stayed the same compared to the prior year periods.





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  Table of Contents



                                                                                              Operating (Loss)/Profit and Margin
                                                       Thirteen Weeks Ended                                                                     

Thirty-Nine Weeks Ended


                       Oct 31,                         Nov 1,                                                    Oct 31,                         Nov 1,
                        2021                            2020                                                       2021                           2020
                                     % Net Sales                    % Net Sales      $ Change      % Change                    % Net Sales                     % Net Sales      $ Change       % Change
Hooker Branded        $   6,669              11.9 %   $  7,686              16.3 %   $  (1,017 )       -13.2 %   $ 25,040              15.9 %   $  15,108              13.3 %   $   9,932           65.7 %
Home Meridian           (10,181 )           -22.0 %      2,510               3.4 %     (12,691 )      -505.6 %     (9,274 )            -4.3 %     (26,754 )           -13.2 %      17,480           65.3 %
Domestic Upholstery       1,443               5.2 %      2,421               9.6 %        (978 )       -40.4 %      3,589               4.8 %     (14,399 )           -24.1 %      17,988          124.9 %
All Other                   341              10.7 %        420              12.6 %         (79 )       -18.8 %        820               9.6 %       1,156              12.4 %        (336 )        -29.1 %
 Consolidated         $  (1,728 )            -1.3 %   $ 13,037               8.7 %   $ (14,765 )      -113.3 %   $ 20,175               4.4 %   $ (24,889 )            -6.5 %   $  45,064          181.1 %




We recognized an operating loss in the fiscal 2022 third quarter due to the
factors discussed above.



                                                                                     Interest Expense, net
                                             Thirteen Weeks Ended                                                           Thirty-Nine Weeks Ended
                   Oct 31,                   Nov 1,                                                Oct 31,                   Nov 1,
                    2021                      2020                                                  2021                      2020
                                 % Net                    % Net                                                  % Net                    % Net
                                 Sales                    Sales      $ Change       % Change                     Sales                    Sales       $ Change       % Change
Consolidated
interest
expense, net      $      27         0.0 %   $    106         0.1 %   $     (79 )        -74.5 %   $      81         0.0 %   $    433         0.1 %   $     (352 )        -81.3 %



Consolidated interest expense decreased in both the third quarter and nine months of fiscal 2022 due to the payoff of our term loans in fiscal 2021 fourth quarter.

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