Annual report pursuant to Section 13 and 15(d)

Note 20 - Commitments and Contingencies

v3.19.2
Note 20 - Commitments and Contingencies
12 Months Ended
Jun. 30, 2019
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]
(
20
)
Commitments and Contingencies
 
Commitments represent obligations, such as those for future purchases of goods or services that are
not
yet recorded on the balance sheet as liabilities. We record liabilities for commitments when incurred (i.e., when the goods or services are received).
 
Lease Commitments
 
We lease real property and equipment under various operating lease agreements expiring at various times through
2039.
Of the
144
Company operated retail design centers,
94
of the properties were leased as of
June 30, 2019.
Leases covering these retail design center locations and other equipment
may
require, in addition to stated minimums, contingent rentals based on retail sales or equipment usage. Generally, the leases provide for renewal for various periods at stipulated rates.
 
Total minimum rental payments associated with our leases are recorded as rent expense (a component of 
Selling, General & Administrative
 
expense
s
) on a straight-line basis over the periods of the respective non-cancelable lease terms. Future minimum lease payments under non-cancelable operating leases for each of the
five
fiscal years subsequent to
June 30, 2019,
and thereafter are shown in the table below. Also shown are minimum future rentals from subleases, which will partially offset lease payments in the aggregate (in thousands):
 
   
Future Minimum
   
Future Minimum
 
Fiscal Year Ended June 30,
 
Lease Payments
   
Sublease Rentals
 
2020
  $
33,761
    $
1,800
 
2021
   
30,534
     
1,611
 
2022
   
26,443
     
1,491
 
2023
   
20,276
     
1,055
 
2024
   
15,345
     
403
 
2025 and thereafter
   
43,500
     
721
 
Total
  $
169,859
    $
7,081
 
 
 
Total rent expense for each of the past
three
fiscal years ended
June 30
was as follows (in thousands):
 
   
2019
   
2018
   
2017
 
Basic rentals under operating leases
  $
34,378
    $
33,734
    $
33,033
 
Contingent rentals under operating leases
   
76
     
133
     
142
 
Basic and contingent rentals
   
34,454
     
33,867
     
33,175
 
Less: sublease rent
   
(2,060
)    
(1,853
)    
(1,824
)
Total rent expense
  $
32,394
    $
32,014
    $
31,351
 
 
 
Deferred rent credits and deferred lease incentives are reflected in the consolidated balance sheets under the caption
O
ther long-term liabilities
, and are amortized over the respective underlying lease terms on a straight-line basis as a reduction of rent expense. Amounts recorded at
June 30
are as follows (in thousands):
 
   
2019
   
2018
 
Deferred rent credits
  $
11,987
    $
13,488
 
Deferred lease incentives
   
5,143
     
4,532
 
    $
17,130
    $
18,020
 
 
Purchase Commitments with Suppliers
 
Purchase obligations are defined as agreements that are enforceable and legally binding that specify all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. We do, in the normal course of business, regularly initiate purchase orders for the procurement of (i) selected finished goods sourced from
third
-party suppliers, (ii) lumber, fabric, leather and other raw materials used in production, and (iii) certain outsourced services. All purchase orders are based on current needs and are fulfilled by suppliers within short time periods. At
June 30, 2019,
our open purchase orders with respect to such goods and services totaled
$23.9
million and are to be paid in less than
one
year. Other purchase commitments included within this table represent payment due for other services such as telecommunication, computer-related software, royalties, web development, insurance and other maintenance contracts. There were
no
material changes in our purchase commitments with suppliers during fiscal
2019.
 
Legal Matters
 
We are routinely party to various legal proceedings, including investigations or as a defendant in litigation, in the ordinary course of business. We are also subject to various federal, state and local environmental protection laws and regulations and are involved, from time to time, in investigations and proceedings regarding environmental matters. Such investigations and proceedings typically concern air emissions, water discharges, and/or management of solid and hazardous wastes. Under these laws, we and/or our subsidiaries are, or
may
be, required to remove or mitigate the effects on the environment of the disposal or release of certain hazardous materials.
 
Regulations issued under the Clean Air Act Amendments of
1990
required the industry to reformulate certain furniture finishes or institute process changes to reduce emissions of volatile organic compounds. Compliance with many of these requirements has been facilitated through the introduction of high solids coating technology and alternative formulations. In addition, we have instituted a variety of technical and procedural controls, including reformulation of finishing materials to reduce toxicity, implementation of high velocity low pressure spray systems, development of storm water protection plans and controls, and further development of related inspection/audit teams, all of which have served to reduce emissions per unit of production. We remain committed to implementing new waste minimization programs and/or enhancing existing programs with the objective of (i) reducing the total volume of waste, (ii) limiting the liability associated with waste disposal, and (iii) continuously improving environmental and job safety programs on the factory floor which serve to minimize emissions and safety risks for employees. To reduce the use of hazardous materials in the manufacturing process, we will continue to evaluate the most appropriate, cost-effective control technologies for finishing operations and production methods. We believe that our facilities are in material compliance with all such applicable laws and regulations. Our currently anticipated capital expenditures for environmental control facility matters are
not
material.
 
On a quarterly basis, we review our litigation activities and determine if an unfavorable outcome to us is considered “remote”, “reasonably possible” or “probable” as defined by ASC
450,
Contingencies.
Where we determine an unfavorable outcome is probable and is reasonably estimable, we accrue for potential litigation losses. The liability we
may
ultimately incur with respect to such litigation matters, in the event of a negative outcome,
may
be in excess of amounts currently accrued, if any; however, we do
not
expect that the reasonably possible outcome of these litigation matters would, individually or in the aggregate, have a material adverse effect on our financial condition, results of operations or cash flows. Where we determine an unfavorable outcome is
not
probable or reasonably estimable, we do
not
accrue for any potential litigation loss.
 
Although the outcome of the various claims and proceedings against us cannot be predicted with certainty, management believes that the likelihood is remote that any existing claims or proceedings, individually or in the aggregate, will have a material adverse effect on our financial position, results of operations or cash flows.
 
Indemnifications
 
As permitted or required under Delaware law and to the maximum extent allowable under that law, the Company has certain obligations to indemnify its current and former officers and directors for certain events or occurrences while the officer or director is, or was serving, at our request in such capacity. These indemnification obligations are valid as long as the director or officer acted in good faith and in a manner the person reasonably believed to be in, or
not
opposed to, the best interests of the Company, and with respect to any criminal action or proceeding, had
no
reasonable cause to believe his or her conduct was unlawful. The maximum potential amount of future payments Ethan Allen could be required to make under these indemnification obligations is unlimited; however, the Company has a director and officer insurance policy that it believes mitigates our exposure and
may
enable us to recover a portion of any future amounts paid. We believe the estimated fair value of these indemnification obligations is immaterial.