SEC Info - Bassett Furniture Industries Inc - ‘10-K’ for 11/30/19

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Bassett Furniture Industries Inc – ‘10-K’ for 11/30/19 – ‘R11’

On: Thursday, 1/23/20, at 11:15am ET · For: 11/30/19 · Accession #: 1437749-20-1052 · File #: 0-00209

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/23/20  Bassett Furniture Industries Inc  10-K       11/30/19  114:11M                                    RDG Filings/FA

Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.46M 
 2: EX-4.C      Instrument Defining the Rights of Security Holders  HTML     40K 
 3: EX-21       Subsidiaries List                                   HTML     34K 
 4: EX-23.A     Consent of Experts or Counsel                       HTML     33K 
 5: EX-31.A     Certification -- §302 - SOA'02                      HTML     38K 
 6: EX-31.B     Certification -- §302 - SOA'02                      HTML     38K 
 7: EX-32.A     Certification -- §906 - SOA'02                      HTML     33K 
 8: EX-32.B     Certification -- §906 - SOA'02                      HTML     33K 
17: R1          Document And Entity Information                     HTML     93K 
81: R2          Consolidated Balance Sheets                         HTML    123K 
93: R3          Consolidated Balance Sheets (Parentheticals)        HTML     43K 
56: R4          Consolidated Statements of Operations               HTML    105K 
16: R5          Consolidated Statements of Comprehensive Income     HTML     64K 
                (Loss)                                                           
80: R6          Consolidated Statements of Cash Flows               HTML    124K 
92: R7          Consolidated Statements of Stockholders' Equity     HTML    105K 
58: R8          Consolidated Statements of Stockholders' Equity     HTML     37K 
                (Parentheticals)                                                 
14: R9          Note 1 - Description of Business                    HTML     38K 
40: R10         Note 2 - Significant Accounting Policies            HTML    120K 
54: R11         Note 3 - Business Combinations                      HTML     68K 
111: R12         Note 4 - Financial Instruments, Investments and     HTML     43K  
                Fair Value Measurements                                          
75: R13         Note 5 - Accounts Receivable                        HTML     50K 
39: R14         Note 6 - Inventories                                HTML     66K 
53: R15         Note 7 - Property and Equipment                     HTML     68K 
110: R16         Note 8 - Goodwill and Other Intangible Assets       HTML    100K  
74: R17         Note 9 - Unconsolidated Affiliated Companies        HTML     38K 
41: R18         Note 10 - Notes Payable and Bank Credit Facility    HTML     39K 
52: R19         Note 11 - Post-employment Benefit Obligations       HTML    105K 
94: R20         Note 12 - Accumulated Other Comprehensive Loss      HTML     46K 
82: R21         Note 13 - Capital Stock and Stock Compensation      HTML     98K 
18: R22         Note 14 - Income Taxes                              HTML     96K 
57: R23         Note 15 - Other Gains and Losses                    HTML     41K 
91: R24         Note 16 - Leases and Lease Guarantees               HTML     69K 
79: R25         Note 17 - Contingencies                             HTML     35K 
15: R26         Note 18 - Earnings (Loss) Per Share                 HTML     59K 
55: R27         Note 19 - Segment Information                       HTML    125K 
90: R28         Note 20 - Quarterly Results of Operations           HTML     84K 
83: R29         Schedule II - Analysis of Valuation and Qualifying  HTML     84K 
                Accounts                                                         
77: R30         Significant Accounting Policies (Policies)          HTML    173K 
112: R31         Note 2 - Significant Accounting Policies (Tables)   HTML     40K  
50: R32         Note 3 - Business Combinations (Tables)             HTML     59K 
36: R33         Note 5 - Accounts Receivable (Tables)               HTML     49K 
78: R34         Note 6 - Inventories (Tables)                       HTML     65K 
113: R35         Note 7 - Property and Equipment (Tables)            HTML     69K  
51: R36         Note 8 - Goodwill and Other Intangible Assets       HTML    101K 
                (Tables)                                                         
37: R37         Note 11 - Post-employment Benefit Obligations       HTML     97K 
                (Tables)                                                         
76: R38         Note 12 - Accumulated Other Comprehensive Loss      HTML     43K 
                (Tables)                                                         
114: R39         Note 13 - Capital Stock and Stock Compensation      HTML     96K  
                (Tables)                                                         
85: R40         Note 14 - Income Taxes (Tables)                     HTML     93K 
95: R41         Note 16 - Leases and Lease Guarantees (Tables)      HTML     63K 
64: R42         Note 18 - Earnings (Loss) Per Share (Tables)        HTML     61K 
25: R43         Note 19 - Segment Information (Tables)              HTML    118K 
86: R44         Note 20 - Quarterly Results of Operations (Tables)  HTML     77K 
96: R45         Schedule II - Analysis of Valuation and Qualifying  HTML     80K 
                Accounts (Tables)                                                
65: R46         Note 1 - Description of Business (Details Textual)  HTML     38K 
26: R47         Note 2 - Significant Accounting Policies (Details   HTML    133K 
                Textual)                                                         
84: R48         Note 2 - Significant Accounting Policies -          HTML     41K 
                Aggregate Exposure from Receivables and Guarantees               
                Related to Customers (Details)                                   
97: R49         Note 3 - Business Combinations (Details Textual)    HTML     45K 
105: R50         Note 3 - Business Combinations - Acquisitions       HTML     69K  
                (Details)                                                        
67: R51         Note 3 - Business Combinations - Acquired           HTML     41K 
                Identifiable Intangible Assets (Details)                         
35: R52         Note 4 - Financial Instruments, Investments and     HTML     43K 
                Fair Value Measurements (Details Textual)                        
49: R53         Note 5 - Accounts Receivable - Accounts Receivable  HTML     39K 
                (Details)                                                        
104: R54         Note 5 - Accounts Receivable - Activity in          HTML     40K  
                Allowance for Doubtful Accounts (Details)                        
66: R55         Note 6 - Inventories (Details Textual)              HTML     37K 
34: R56         Note 6 - Inventories - Inventories (Details)        HTML     51K 
48: R57         Note 6 - Inventories - Activity in Reserves for     HTML     48K 
                Excess Quantities and Obsolete Inventory by                      
                Segment (Details)                                                
102: R58         Note 7 - Property and Equipment (Details Textual)   HTML     39K  
68: R59         Note 7 - Property and Equipment - Property and      HTML     48K 
                Equipment (Details)                                              
21: R60         Note 7 - Property and Equipment - Summary of        HTML     39K 
                Reportable Segment Property and Equipment                        
                (Details)                                                        
62: R61         Note 7 - Property and Equipment - Depreciation      HTML     43K 
                Expense (Details)                                                
100: R62         Note 8 - Goodwill and Other Intangible Assets       HTML     39K  
                (Details Textual)                                                
88: R63         Note 8 - Goodwill and Other Intangible Assets -     HTML     51K 
                Goodwill and Other Intangible Assets (Details)                   
20: R64         Note 8 - Goodwill and Other Intangible Assets -     HTML     49K 
                Changes in Carrying Amount of Goodwill by                        
                Reportable Segment (Details)                                     
61: R65         Note 8 - Goodwill and Other Intangible Assets -     HTML     38K 
                Useful Lives and Remaining Amortization Period of                
                Goodwill and Other Intangible Assets (Details)                   
99: R66         Note 8 - Goodwill and Other Intangible Assets -     HTML     48K 
                Estimated Future Amortization Expense for                        
                Intangible Assets (Details)                                      
87: R67         Note 9 - Unconsolidated Affiliated Companies        HTML     43K 
                (Details Textual)                                                
23: R68         Note 10 - Notes Payable and Bank Credit Facility    HTML     49K 
                (Details Textual)                                                
59: R69         Note 11 - Post-employment Benefit Obligations       HTML     86K 
                (Details Textual)                                                
43: R70         Note 11 - Post-employment Benefit Obligations -     HTML     72K 
                Plan Summary (Details)                                           
31: R71         Note 11 - Post Employment Benefit Obligations -     HTML     54K 
                Components of Net Periodic Pension Cost (Details)                
71: R72         Note 11 - Post-employment Benefit Obligations -     HTML     44K 
                Estimated Future Benefit Payments (Details)                      
107: R73         Note 11 - Post-employment Benefit Obligations -     HTML     37K  
                Amounts Expected to be Recognized in Next Fiscal                 
                Year (Details)                                                   
44: R74         Note 12 - Accumulated Other Comprehensive Loss -    HTML     52K 
                Activity in Accumulated Other Comprehensive Loss                 
                (Details)                                                        
32: R75         Note 13 - Capital Stock and Stock Compensation      HTML     86K 
                (Details Textual)                                                
72: R76         Note 13 - Capital Stock and Stock Compensation -    HTML     36K 
                Compensation Expense Related to Restricted Stock                 
                and Stock Options Included in Selling, General and               
                Administrative Expenses (Details)                                
108: R77         Note 13 - Capital Stock and Stock Compensation -    HTML     53K  
                Changes in Outstanding Options (Details)                         
47: R78         Note 13 - Capital Stock and Stock Compensation -    HTML     40K 
                Additional Information Regarding Activity in Stock               
                Options (Details)                                                
29: R79         Note 13 - Capital Stock and Stock Compensation -    HTML     54K 
                Changes in Non-vested Options (Details)                          
42: R80         Note 13 - Capital Stock and Stock Compensation -    HTML     53K 
                Restricted Stock Awards (Details)                                
30: R81         Note 14 - Income Taxes (Details Textual)            HTML     52K 
70: R82         Note 14 - Income Taxes - Components of Income Tax   HTML     47K 
                Provision (Benefit) (Details)                                    
106: R83         Note 14 - Income Taxes - Reconciliation of          HTML     52K  
                Statutory Federal Income Tax Rate and Effective                  
                Income Tax Rate (Details)                                        
45: R84         Note 14 - Income Taxes - Income Tax Effects of      HTML     75K 
                Temporary Differences and Carryforwards (Details)                
33: R85         Note 15 - Other Gains and Losses (Details Textual)  HTML     63K 
73: R86         Note 16 - Leases and Lease Guarantees (Details      HTML     57K 
                Textual)                                                         
109: R87         Note 16 - Leases and Lease Guarantees - Future      HTML     65K  
                Minimum Lease Payments under Non-cancelable                      
                Operating Leases (Details)                                       
46: R88         Note 16 - Leases and Lease Guarantees - Minimum     HTML     46K 
                Future Rental Income (Details)                                   
28: R89         Note 18 - Earnings Per Share - Reconciliation of    HTML     61K 
                Basic and Diluted Loss Per Share (Details)                       
22: R90         Note 18 - Earnings Per Share - Antidilutive         HTML     37K 
                Securities (Details)                                             
63: R91         Note 19 - Segment Information (Details Textual)     HTML     36K 
101: R92         Note 19 - Segment Information - Segment             HTML    100K  
                Information by Segment (Details)                                 
89: R93         Note 19 - Segment Information - Wholesale           HTML     60K 
                Shipments by Type (Details)                                      
19: R94         Note 20 - Quarterly Results of Operations (Details  HTML     60K 
                Textual)                                                         
60: R95         Note 20 - Quarterly Results of Operations -         HTML     66K 
                Quarterly Results of Operations (Details)                        
98: R96         Schedule II - Analysis of Valuation and Qualifying  HTML     46K 
                Accounts (Details)                                               
103: XML         IDEA XML File -- Filing Summary                      XML    219K  
24: XML         XBRL Instance -- bset20191130_10k_htm                XML   2.86M 
27: EXCEL       IDEA Workbook of Financial Reports                  XLSX    111K 
10: EX-101.CAL  XBRL Calculations -- bset-20191130_cal               XML    214K 
11: EX-101.DEF  XBRL Definitions -- bset-20191130_def                XML   1.80M 
12: EX-101.LAB  XBRL Labels -- bset-20191130_lab                     XML   1.42M 
13: EX-101.PRE  XBRL Presentations -- bset-20191130_pre              XML   1.85M 
 9: EX-101.SCH  XBRL Schema -- bset-20191130                         XSD    284K 
69: JSON        XBRL Instance as JSON Data -- MetaLinks              440±   773K 
38: ZIP         XBRL Zipped Folder -- 0001437749-20-001052-xbrl      Zip    305K

‘R11’ — Note 3 – Business Combinations

This is an IDEA Financial Report. [ Alternative Formats ]

Note 3 - Business Combinations

12 Months Ended

Nov. 30, 2019

Notes to Financial Statements

Business Combination Disclosure [Text Block]

3.	Business Combinations

Acquisition of Lane Venture

On December 21, 2017, we purchased certain assets and assumed certain liabilities of Lane Venture from Heritage Home Group, LLC for $15,556 in cash. Lane Venture is a manufacturer and distributor of premium outdoor furniture, and is now being operated as a component of our wholesale segment.

Under the acquisition method of accounting, the fair value of the consideration transferred was allocated to the tangible and intangible assets acquired and the liabilities assumed based on their estimated fair values as of the acquisition date with the remaining unallocated amount recorded as goodwill.

The allocation of the fair value of the acquired business was initially based on a preliminary valuation. Our estimates and assumptions were revised during 2018 as we obtained additional information for our estimates during the measurement period , which we consider to be closed as of November 24, 2018. During fiscal 2018, we recorded measurement period adjustments resulting in a net increase to the opening value of various acquired assets and assumed liabilities with an offsetting reduction of recognized goodwill of $76. The final allocation of the $15,556 all-cash purchase price to the acquired assets and liabilities of the Lane Venture business, including measurement period adjustments, is as follows:

Allocation of the fair value of consideration transferred:

Identifiable assets acquired:

Accounts receivable, net of reserve (Note 5)
$ 1,507

Inventory, net of reserve (Note 6)
3,718

Prepaid expenses and other current assets
37

Intangible assets
7,360

Total identifiable assets acquired
12,622

Liabilities assumed:

Accounts payable
(357 )

Other accrued liabilities
(852 )

Total liabilities assumed
(1,209 )

Net identifiable assets acquired
11,413

Goodwill
4,143

Total net assets acquired
$ 15,556

Goodwill was determined based on the residual difference between the fair value of the consideration transferred and the value assigned to the tangible and intangible assets and liabilities recognized in connection with the acquisition and is deductible for tax purposes. Among the factors that contributed to a purchase price resulting in the recognition of goodwill are the expected synergies arising from combining the Company’s manufacturing and distribution capabilities with Lane Venture’s position in the outdoor furnishings market, a segment of the market not previously served by Bassett.

A portion of the fair value of the consideration transferred has been assigned to identifiable intangible assets as follows:

Useful Life

Description:

In Years

Fair Value

Trade name

Indefinite $ 6,848

Customer relationships
9 512

Total acquired intangible assets
$ 7,360

The finite-lived intangible asset is being amortized on a straight-line basis over its estimated useful life. The indefinite-lived intangible asset and goodwill are not amortized but will be tested for impairment annually or between annual tests if an indicator of impairment exists.

The fair values of consideration transferred and net assets acquired were determined using a combination of Level 2 and Level 3 inputs as specified in the fair value hierarchy in ASC 820, Fair Value Measurements and Disclosures. See Note 4.

Acquisition costs related to the Lane Venture acquisition totaled $256 during the year ended November 24, 2018, and are included in selling, general and administrative expenses in the consolidated statements of operations. The acquisition costs are primarily related to legal, accounting and valuation services.

The pro forma impact of the acquisition and the results of operations attributable to Lane Venture since the acquisition have not been presented because they are not material to our consolidated results of operations for the three fiscal years ended November 24, 2018.

Licensee Store Acquisition

During the first quarter of fiscal 2017, we acquired the operations of the Bassett Home Furnishings (“BHF”) store located in Columbus, Ohio for a purchase price of $655. The store had been owned and operated by a licensee that had determined that continued ownership of a BHF store was no longer consistent with its future business objectives. We believe that Columbus, Ohio represents a viable market for a BHF store.

The purchase price was allocated as follows:

Inventory
$ 343

Goodwill
312

Purchase price
$ 655

The inputs into our valuation of the acquired assets reflect our market assumptions and are not observable. Consequently, the inputs are considered to be Level 3 inputs as specified in the fair value hierarchy in ASC 820, Fair Value Measurements and Disclosures. See Note 4.

The pro forma impact of the acquisition and the results of operations for the Columbus store since the acquisition was not material to our consolidated results of operations for the year ended November 25, 2017.

Dates Referenced Herein and Documents Incorporated by Reference

This ‘10-K’ Filing	Date	Other Filings

Filed on:	1/23/20	8-K
For Period end:	11/30/19
	11/24/18	10-K
	12/21/17
	11/25/17	10-K
		List all Filings

4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 1/25/24  Bassett Furniture Industries Inc. 10-K       11/25/23  115:11M                                    RDG Filings/FA
 1/24/23  Bassett Furniture Industries Inc. 10-K       11/26/22  112:10M                                    RDG Filings/FA
 1/31/22  Bassett Furniture Industries Inc. 10-K       11/27/21  117:12M                                    RDG Filings/FA
 1/21/21  Bassett Furniture Industries Inc. 10-K       11/28/20  114:11M                                    RDG Filings/FA

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Filing Submission 0001437749-20-001052 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)