Factors Affecting Forward-Looking Statements





The following discussion contains forward-looking statements that reflect our
future plans, estimates, beliefs and expected performance. The forward-looking
statements are dependent upon events, risks and uncertainties that may be
outside our control. Our actual results could differ materially from those
discussed in these forward-looking statements. Factors that could cause or
contribute to such differences include, but are not limited to, our success in
recruiting and retaining new consultants, our ability to locate and procure
desired books, our ability to ship the volume of orders that are received
without creating backlogs, our ability to obtain adequate financing for working
capital and capital expenditures, economic and competitive conditions,
regulatory changes and other uncertainties, the COVID-19 pandemic, as well as
those factors discussed below and elsewhere in our Annual Report on Form 10-K
for the year ended February 29, 2020 and this Quarterly Report on Form 10-Q, all
of which are difficult to predict. In light of these risks, uncertainties and
assumptions, the forward-looking events discussed may or may not occur. See
"Cautionary Remarks Regarding Forward-Looking Statements" in the front of this
Quarterly Report on Form 10-Q.



Overview



We are the exclusive United States trade co-publisher of Usborne children's
books and the owner of Kane Miller. We operate two separate segments, UBAM and
Publishing, to sell our Usborne and Kane Miller children's books. These two
segments each have their own customer base. The Publishing segment markets its
products on a wholesale basis to various retail accounts. The UBAM segment
markets its products through a network of independent sales consultants using a
combination of home shows, internet party plan events and book fairs. All other
supporting administrative activities are recognized as other expenses outside of
our two segments. Other expenses consist primarily of the compensation of our
office, warehouse and sales support staff as well as the cost of operating and
maintaining our corporate office and distribution facility.



The following table shows our condensed statements of earnings data:





                                     Three Months Ended November 30,          Nine Months Ended November 30,
                                         2020                 2019                2020                 2019
Net revenues                       $     66,750,300       $  40,824,600     $     164,292,100      $ 92,850,000
Cost of goods sold                       19,597,800          13,279,900            48,302,800        30,382,500
Gross margin                             47,152,500          27,544,700           115,989,300        62,467,500

Operating expenses
Operating and selling                    11,616,200           6,513,500            28,488,300        15,089,900
Sales commissions                        22,960,300          13,008,600            56,865,200        28,804,700
General and administrative                7,082,200           4,373,500     

17,282,200 12,029,300


    Total operating expenses             41,658,700          23,895,600    

      102,635,700        55,923,900

Interest expense                            119,300             216,500               441,500           691,000
Other income                               (399,800 )          (403,100 )          (1,305,600 )      (1,196,300 )
Earnings before income taxes              5,774,300           3,835,700            14,217,700         7,048,900

Income taxes                              1,504,700           1,099,900             3,762,000         1,941,900
Net earnings                       $      4,269,600       $   2,735,800     $      10,455,700      $  5,107,000




See the detailed discussion of revenues, costs of goods sold, gross margin and
operating expenses by reportable segment below. The following is a discussion of
significant changes in the non-segment related operating expenses, interest
expense and income taxes during the respective periods.



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Non-Segment Operating Results for the Three Months Ended November 30, 2020





Total operating expenses not associated with a reporting segment increased $2.4
million, or 64.9%, to $6.1 million for the three-month period ended November 30,
2020, compared to $3.7 million for the same quarterly period a year ago.
Operating expenses increased primarily as a result of a $1.0 million increase in
labor in our warehouse, a $0.6 million increase in freight handling costs
associated with increased order volumes and a $0.2 million increase in incentive
payroll expenses associated with the Company's improved financial performance.



Interest expense decreased $0.1 million, or 50.0%, to $0.1 million for the three
months ended November 30, 2020, when compared to $0.2 million for the same
quarterly period a year ago as a result of the payoff of two long-term notes
during the second quarter of fiscal year 2021.



Income taxes increased $0.4 million, or 36.4%, to $1.5 million for the three
months ended November 30, 2020, from $1.1 million for the same quarterly period
a year ago. Our effective tax rate decreased 2.6%, to 26.1% for the quarter
ended November 30, 2020, from 28.7% for the quarter ended November 30, 2019 due
to sales mix fluctuations between states. Our tax rates are higher than the
federal statutory rate of 21% due to the inclusion of state income and franchise
taxes.


Non-Segment Operating Results for the Nine Months Ended November 30, 2020





Total operating expenses not associated with a reporting segment increased $4.7
million, or 46.5%, to $14.8 million for the nine-month period ended November 30,
2020, compared to $10.1 million for the same period a year ago. Operating
expenses increased primarily as a result of a $2.4 million increase in labor in
our warehouse, a $1.6 million increase in freight handling costs, both
associated with the increase in order volumes, and a $0.3 million increase in
incentive payroll expenses associated with the Company's improved financial
performance.



Interest expense decreased $0.3 million, or 42.9%, to $0.4 million for the nine
months ended November 30, 2020, when compared to $0.7 million for the same
period a year ago as a result of the payoff of two long-term debt agreements
during the second quarter of fiscal year 2021.



Income taxes increased $1.9 million, or 100.0%, to $3.8 million for the nine
months ended November 30, 2020, from $1.9 million for the same period a year
ago. Our effective tax rate decreased by 1.0%, to 26.5% for the nine months
ended November 30, 2020, from 27.5% for the nine months ended November 30, 2019
due to sales mix fluctuations between states. Our tax rates are higher than the
federal statutory rate of 21% due to the inclusion of state income and franchise
taxes.


UBAM Operating Results for the Three and Nine Months Ended November 30, 2020 and 2019

The following table summarizes the operating results of the UBAM segment:





                                         Three Months Ended November 30,          Nine Months Ended November 30,
                                             2020                 2019                2020                2019
Gross sales                            $      77,674,100      $  47,974,800     $    190,488,500      $ 106,219,100
Less discounts and allowances                (21,244,700 )      (13,469,600 )        (51,379,800 )      (29,298,200 )
Transportation revenue                         7,740,300          3,595,200           18,898,800          8,162,800
Net revenues                                  64,169,700         38,100,400          158,007,500         85,083,700

Cost of goods sold                            18,230,200         11,830,100           45,048,500         26,317,100
Gross margin                                  45,939,500         26,270,300          112,959,000         58,766,600

Operating expenses
Operating and selling                         10,055,900          5,599,200           24,619,800         12,690,500
Sales commissions                             22,865,000         12,912,200           56,674,800         28,511,700
General and administrative                     2,197,000          1,257,700            5,353,100          3,205,900

    Total operating expenses                  35,117,900         19,769,100

          86,647,700         44,408,100

Operating income                       $      10,821,600      $   6,501,200     $     26,311,300      $  14,358,500

Average number of active consultants              57,200             33,600               45,200             32,900




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UBAM Operating Results for the Three Months Ended November 30, 2020





UBAM net revenues increased $26.1 million, or 68.5%, to $64.2 million during the
three months ended November 30, 2020, compared to $38.1 million during the same
period a year ago. The average number of active consultants in the third quarter
of fiscal 2021 was 57,200, an increase of 23,600, or 70.2%, from 33,600 average
active consultants selling in the third quarter of fiscal 2020. The Company
reports the average number of active consultants each quarter as a key indicator
for this division. UBAM's increase in active consultants resulted from several
factors, including: an increase in families looking for non-traditional income
streams to supplement or replace income lost from the COVID-19 pandemic; a
change in new consultant kits which offered lower introductory prices; the
restructure of our UBAM consultant success program, which was introduced during
the first quarter of fiscal 2021; and technology improvements that have enhanced
the customer experience and streamlined the proprietary systems that our
consultants use to run their business. Our increase in active consultants and
our ability to receive orders online and deliver directly to our customers'
homes resulted in our increased revenues during the quarter.



Gross margin increased $19.6 million, or 74.5%, to $45.9 million during the
three months ended November 30, 2020, compared to $26.3 million during the same
period a year ago. Gross margin as a percentage of net revenues increased 2.6%
to 71.6% for the three-month period ended November 30, 2020 when compared to
69.0% the same period a year ago. The increase in gross margin as a percentage
of net revenues was due to the change in mix of order types received during the
quarter. During the quarter our web sales, which have the lowest discounts and
pay the highest commissions, increased significantly while book fairs, school
and library sales and other in-person sales types declined year over year, due
to the quarantining effects of the COVID-19 pandemic. The increase in web sales
and decrease in in-person sales also resulted in overall higher sales
commissions as a percentage of net revenues during the quarter. The overall net
profit impact of the order type mix change after selling expenses, commissions
and direct operating expenses was minimal.



UBAM operating expenses consists of operating and selling expenses, sales
commissions and general and administrative expenses. Operating and selling
expenses primarily consists of freight expenses and materials and supplies.
Sales commissions include amounts paid to consultants for new sales and
promotions. These operating expenses are directly tied to the sales volumes of
the UBAM segment. General and administrative expenses include payroll, outside
services, inventory reserves and other expenses directly associated with the
UBAM segment. Total operating expenses increased $15.3 million, or 77.3%, to
$35.1 million during the three-month period ended November 30, 2020, when
compared to $19.8 million reported in the same quarter a year ago. Operating and
selling expenses increased $4.5 million, to $10.1 million, during the
three-month period ended November 30, 2020, when compared to $5.6 million
reported in the same quarter a year ago, primarily due to an increase in postage
and freight costs of $3.9 million and an increase in accruals for trips and
other consultant rewards of $0.5 million, both associated with increased UBAM
sales. Sales commissions increased $10.0 million, to $22.9 million, during the
three-month period ended November 30, 2020, when compared to $12.9 million
reported in the same quarter a year ago, due primarily to the increase in sales
volume and the increase in internet-based sales, which offer fewer discounts and
higher sales commissions to consultants. General and administrative expenses
increased $0.9 million to $2.2 million during the three months ended November
30, 2020, compared to $1.3 million during the same period last year. This
increase was primarily due to $0.6 million of increased credit card transaction
fees associated with increased sales volumes and a $0.2 million increase in
promotions and marketing expenses associated with increased consultant counts.



Operating income of the UBAM segment increased $4.3 million, or 66.2%, to $10.8
million during the three months ended November 30, 2020, when compared to $6.5
million reported in the same quarter a year ago, primarily due to the growth in
net revenues. Operating income of the UBAM division as a percentage of net
revenues for the three months ended November 30, 2020 remained consistent at
16.9%, compared to 17.1% for the three months ended November 30, 2019.



UBAM Operating Results for the Nine Months Ended November 30, 2020





UBAM net revenues increased $72.9 million, or 85.7%, to $158.0 million during
the nine-month period ended November 30, 2020, compared to $85.1 million from
the same period a year ago. The increase in net revenues resulted from the
increase in the average number of active consultants of 12,300, or 37.4%, to
45,200 during the first nine months of fiscal year 2021, and the overall
increase in consultants to 60,500 by the end of November 2020, from an average
number of active consultants of 32,900 in the first nine months of fiscal year
2020. UBAM's increase in active consultants resulted from several factors
including: an increase in families looking for non-traditional income streams to
supplement or replace income lost from the COVID-19 pandemic; a change in new
consultant kits which offered lower introductory prices; the restructure of our
UBAM consultant success program, which was introduced during the first quarter
of fiscal 2021; and technology improvements that have enhanced the customer
experience and streamlined the proprietary systems that our consultants use to
run their business. Along with the significant increases in active consultants
during the first nine months of fiscal year 2021, we experienced a significant
increase in demand for educational materials in homes. Our increase in active
consultants and our ability to receive orders online and deliver directly to our
customers' homes resulted in our increased revenues.



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Gross margin increased $54.2 million, or 92.2%, to $113.0 million during the
nine-month period ended November 30, 2020, when compared to $58.8 million during
the same period a year ago, due primarily to an increase in net revenues. Gross
margin as a percentage of net revenues increased to 71.5% for the nine-month
period ended November 30, 2020, when compared to 69.1% for the same period a
year ago. During the first nine months of fiscal year 2021 our web sales, which
have the lowest discounts and pay the highest commissions, increased
significantly while book fairs, school and library sales and other in-person
sales types declined year over year, due to the quarantining effects of the
COVID-19 pandemic. While the increase in web sales and decrease in in-person
sales resulted in overall higher gross margin percentages during the first nine
months of fiscal year 2021, these higher gross margins were offset by higher
sales commissions and increased direct operating expenses of the division. The
overall net profit impact of the order type mix change after selling expenses,
commissions and direct operating expenses was minimal.



Total operating expenses increased $42.2 million, or 95.0%, to $86.6 million
during the nine-month period ended November 30, 2020, from $44.4 million for the
same period a year ago. Operating and selling expenses increased $11.9 million,
to $24.6 million during the nine-month period ended November 30, 2020, when
compared to $12.7 million reported in the same period a year ago, primarily due
to increased postage and freight costs of $11.4 million associated with the
increase in volume of orders shipped. Sales commissions increased $28.2 million
to $56.7 million during the nine-month period ended November 30, 2020, when
compared to $28.5 million reported in the same period a year ago, due primarily
to the increase in internet-based sales, which offer fewer discounts and higher
sales commissions to consultants. General and administrative expenses increased
$2.2 million to $5.4 million, from $3.2 million recognized during the same
period last year, due primarily to $1.6 million of increased credit card
transaction fees associated with increased sales volumes and a $0.6 million
increase in promotions and marketing expenses associated with increased
consultant counts.



Operating income of the UBAM segment increased $11.9 million, or 82.6%, to $26.3
million during the nine months ended November 30, 2020, when compared to $14.4
million reported in the same period last year. Operating income of the UBAM
division as a percentage of net revenues for the nine months ended November 30,
2020 was 16.7%, compared to 16.9% for the nine months ended November 30, 2019, a
change of 0.2%, or $0.4 million. Operating income as a percentage of net
revenues changed from the prior year primarily due to increased postage and
freight expenses as a percentage of net revenues totaling approximately $0.9
million, partially offset by the positive impact of the change to a "virtual"
convention totaling approximately $0.5 million.



Publishing Operating Results for the Three and Nine Months Ended November 30, 2020 and 2019





The following table summarizes the operating results of the Publishing segment:



                                     Three Months Ended November 30,          Nine Months Ended November 30,
                                         2020                 2019                2020                 2019
Gross sales                        $      5,463,400       $   5,645,100     $     13,228,700       $ 16,416,200
Less discounts and allowances            (2,886,400 )        (2,936,900 )         (7,010,600 )       (8,680,700 )
Transportation revenue                        3,600              16,000               66,500             30,800
Net revenues                              2,580,600           2,724,200            6,284,600          7,766,300

Cost of goods sold                        1,367,600           1,449,800            3,254,300          4,065,400
Gross margin                              1,213,000           1,274,400            3,030,300          3,700,900

Total operating expenses                    440,000             441,500            1,171,900          1,447,600

Operating income                   $        773,000       $     832,900     $      1,858,400       $  2,253,300

Publishing Operating Results for the Three Months Ended November 30, 2020





Our Publishing division's net revenues decreased $0.1 million, or 3.7%, to $2.6
million during the three-month period ended November 30, 2020, from $2.7 million
reported in the same period a year ago. Many Publishing customers began to
re-open prior to the start of the third quarter of fiscal year 2021. The slight
decrease in sales was primarily due to stores that were unable to remain open
for the full third quarter of fiscal 2021 due to the COVID-19 pandemic.



Gross margin decreased $0.1 million, or 7.7%, to $1.2 million during the
three-month period ended November 30, 2020, from $1.3 million reported in the
same quarter a year ago, primarily due to the decrease in net revenues. Gross
margin as a percentage of net revenues remained consistent, increasing 0.2%, to
47.0% during the three-month period ended November 30, 2020, from 46.8% reported
in the same quarter a year ago. Gross margin as a percentage of net revenues
fluctuates primarily from the different discount levels offered to customers.



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Total operating expenses of the Publishing segment remained consistent at $0.4 million during the three-month periods ended November 30, 2020 and 2019.

Operating income of the Publishing segment remained consistent at $0.8 million for the three-month periods ended November 30, 2020 and 2019.

Publishing Operating Results for the Nine Months Ended November 30, 2020





Our Publishing division's net revenues decreased $1.5 million, or 19.2%, to $6.3
million during the nine-month period ended November 30, 2020, from $7.8 million
reported in the same period a year ago. The decrease in sales resulted from
temporary store closures impacted by the COVID-19 pandemic. Many Publishing
customers temporarily closed during our fiscal year 2021 first quarter,
following the guidance from their local authorities to prevent the spread of the
pandemic, and have begun reopening at varying times over the past six months.



Gross margin decreased $0.7 million, or 18.9%, to $3.0 million during the
nine-month period ended November 30, 2020, from $3.7 million reported in the
same period a year ago, primarily due to the decrease in net revenues. Gross
margin as a percentage of net revenues increased 0.5%, to 48.2%, during the
nine-month period ended November 30, 2020, from 47.7% reported in the same
period a year ago. The increase in gross margin percentage results primarily
from a change in our customer mix. Customers receive varying discounts due to
sales volumes and contract terms.



Total operating expenses of the Publishing segment decreased $0.2 million to
$1.2 million during the nine-month period ended November 30, 2020, from $1.4
million reported in the same period a year ago, resulting from a $0.1 million
decrease in postage and freight from the decrease in sales volumes and a $0.1
million decrease in sales commissions due to decreased net revenues.



Operating income of the Publishing segment decreased $0.4 million, or 17.4%, to
$1.9 million during the nine-month period ended November 30, 2020 when compared
to $2.3 million reported in the same period a year ago, due primarily to the
decrease in net revenues.


Liquidity and Capital Resources





EDC has a history of profitability and positive cash flow. We typically fund our
operations from the cash we generate. We also use available cash to pay down
outstanding bank loan balances, for capital expenditures, to pay dividends, and
to acquire treasury stock. We have utilized a bank credit facility and other
term loan borrowings to meet our short-term cash needs, as well as fund capital
expenditures, when necessary.


During the first nine months of fiscal 2021, we generated positive cash flows from our operations of $39,617,800. These cash flows resulted from:





? net earnings of $10,455,700



Adjusted for:


? depreciation expense of $1,207,900

? share-based compensation expense of $677,000

? provision for inventory valuation allowance of $166,200

? provision for doubtful accounts of $115,800





Offset by:


? deferred income taxes of $809,800


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Positively impacted by:


? increase in accounts payable of $35,498,700

? increase in accrued salaries and commissions, and other liabilities of $8,781,000

? increase in deferred revenues of $1,945,600

? increase in income tax payable of $213,300





Negatively impacted by:


? increase in inventories, net of $17,130,200

? increase in accounts receivable of $1,264,200

? increase in prepaid expenses and other assets of $239,200





Cash used in investing activities was $2,040,000 for capital expenditures, which
were comprised of $1,488,300 in equipment purchased to increase our daily
shipping capacity, $359,500 in software upgrades that our UBAM consultants use
to monitor their business and place customer orders and $192,200 in building and
building improvements.


Cash used in financing activities was $9,082,900, which was comprised of net cash used to pay down term debt of $7,696,900, payments of $1,419,800 for dividends, offset by $33,800 net cash received in treasury stock transactions.





During fiscal year 2021, we continue to expect our cash from operations, along
with our line of credit and any additional equipment financing needed from our
Bank, will provide us the ability to meet our liquidity requirements. Cash
generated from operations will be used to replace inventory, to liquidate
existing debt and any excess cash is expected to be distributed to our
shareholders or used to purchase available shares on the market.



 We have a Loan Agreement with the Bank, Term Loan #1 Tranche A totaling $11.1
million as of November 30, 2020, with a maturity date of December 1,
2025. Tranche A has a fixed interest rate of 4.23% and interest is payable
monthly. The Loan Agreement also includes a $10.0 million line of credit through
August 15, 2021. The line of credit accrues interest monthly, at the bank
adjusted LIBOR Index plus a tiered pricing rate based on the Company's Adjusted
Funded Debt to EBITDA Ratio. The Loan Agreement maintains a minimum rate on
borrowings of 2.75%, should the calculated rate of the LIBOR Index plus the
tiered pricing rate fall below this level.



We had no borrowings on our line of credit at November 30, 2020 and February 29,
2020. Available credit under the revolving loan was $10.0 million at November
30, 2020.



During the second quarter of fiscal year 2021, we paid off Loan Agreement Term
Loan #1 Tranche B totaling $4.2 million, which previously had a maturity date of
December 1, 2025. In addition, we also paid off Term Loan #2 totaling $2.9
million, which previously had a maturity date of June 28, 2021. The purpose of
paying off these loans early was to utilize our existing cash flows from
operations to increase future profits by reducing interest expense, as well as,
free up future cash flows to be used to either pay dividends or purchase
additional shares.



On August 15, 2019, the Company executed the Tenth Amendment Loan Agreement
which extended the termination date of the line of credit to August 15, 2020,
amended the definition of LIBOR Margin, reduced the frequency of reports to the
Lender, amended the Adjusted Funded Debt to EBITDA Ratio and amended the
Compliance and Borrowing Base Certificates reporting requirements.



 On August 15, 2020, the Company executed the Eleventh Amendment Loan Agreement
which extended the termination date of the line of credit to August 15, 2021,
reduced the maximum revolving principal amount from $15.0 million to $10.0
million, and amended the definition of the LIBOR Margin and Prime Margin,
establishing a floor on the borrowing rates of 2.75%.



The Loan Agreement also contains a provision for our use of the Bank's letters
of credit. The Bank agrees to issue, or obtain issuance of, commercial or
stand-by letters of credit provided that the sum of the line of credit plus the
letters of credit issued would not exceed the borrowing base in effect at the
time. As of November 30, 2020, we had no letters of credit outstanding.  The
agreement contains provisions that require us to maintain specified financial
ratios, restrict transactions with related parties, prohibit mergers or
consolidation, disallow additional debt, and limit the amounts of dividends
declared, investments, capital expenditures, leasing transactions, and establish
a dollar limit on the amount of shares that can be repurchased.



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The following table reflects aggregate future maturities of long-term debt during the next five fiscal years and thereafter as follows:





Year ending February 28 (29),
2021                            $    128,800
2022                                 533,400
2023                                 556,800
2024                                 581,100
2025                                 605,400
Thereafter                         8,709,300
  Total                         $ 11,114,800

Critical Accounting Policies





Our discussion and analysis of our financial condition and results of operations
are based upon our financial statements, which have been prepared in accordance
with accounting principles generally accepted in the United States. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosures of contingent assets and liabilities. On an
on-going basis, we evaluate our estimates, including those related to our
valuation of inventory, allowance for uncollectible accounts receivable,
allowance for sales returns, long-lived assets and deferred income taxes. We
base our estimates on historical experience and on various other assumptions
that are believed to be reasonable under the circumstances, the results of which
form the basis for making judgments about the carrying values of assets and
liabilities that are not readily apparent from other sources.



Actual results may materially differ from these estimates under different
assumptions or conditions. Historically, however, actual results have not
differed materially from those determined using required estimates. Our
significant accounting policies are described in the notes accompanying the
financial statements included elsewhere in this report. However, we consider the
following accounting policies to be more significantly dependent on the use of
estimates and assumptions.



Revenue Recognition



Sales associated with product orders are recognized and recorded when products
are shipped.  Products are shipped FOB shipping point. UBAM's sales are
generally paid at the time the product is ordered. Sales which have been paid
for but not shipped are classified as deferred revenue on the balance
sheet. Sales associated with consignment inventory are recognized when reported
and payment associated with the sale has been remitted. Transportation revenue
represents the amount billed to the customer for shipping the product and is
recorded when the product is shipped.



Estimated allowances for sales returns are recorded as sales are recognized.
Management uses a moving average calculation to estimate the allowance for sales
returns. We are not responsible for product damaged in transit. Damaged returns
are primarily received from the retail stores of our Publishing Division. Those
damages occur in the stores, not in shipping to the stores, and we typically do
not offer credit for damaged returns. It is industry practice to accept
non-damaged returns from retail customers.  Management has estimated and
included a reserve for sales returns of $0.2 million as of November 30, 2020 and
February 29, 2020.


Allowance for Doubtful Accounts





We maintain an allowance for estimated losses resulting from the inability of
our customers to make required payments and a reserve for vendor share markdowns
(collectively "allowance for doubtful accounts"). An estimate of uncollectible
amounts is made by management based upon historical bad debts, current customer
receivable balances, age of customer receivable balances, customers' financial
conditions and current economic trends. Management has estimated and included an
allowance for doubtful accounts of $0.3 million at November 30, 2020, and $0.2
million at February 29, 2020. Included within this allowance is $0.1 million of
reserve for vendor discounts to sell remaining inventory as of November 30, 2020
and February 29, 2020.



Inventory



Our inventory contains over 2,000 titles, each with different sell through rates
depending upon the nature and popularity of the title. We maintain very few
titles that are topical in nature. As such, the majority of the titles we sell
remain current in content for several years. Most of our products are printed in
China, Europe, Singapore, India, Malaysia and Dubai resulting in a four- to
six-month lead-time to have a title printed and delivered to us.



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Certain inventory is maintained in a noncurrent classification. Management
continually estimates and calculates the amount of noncurrent inventory.
Noncurrent inventory arises due to occasional purchases of titles in quantities
in excess of what will be sold within the normal operating cycle, due to minimum
order requirements of our suppliers. Noncurrent inventory was estimated by
management using the current year turnover ratio by title. Inventory in excess
of 2 ½ years of anticipated sales is classified as noncurrent inventory. These
inventory quantities have exposure of becoming out of date, and therefore have
higher obsolescence reserves. Noncurrent inventory balances prior to valuation
allowances were $1.0 million and $1.2 million at November 30, 2020 and February
29, 2020, respectively. Noncurrent inventory valuation allowances were $0.2
million at November 30, 2020 and February 29, 2020.



Consultants that meet certain eligibility requirements may request and receive
inventory on consignment. We believe allowing our consultants to have
consignment inventory greatly increases their ability to be successful in making
effective presentations at home shows, book fairs and other events; in summary,
having consignment inventory leads to additional sales
opportunities. Approximately 4.2% of our active consultants maintained
consignment inventory at the end of the third quarter of fiscal
2021. Consignment inventory is stated at cost, less an estimated reserve for
consignment inventory that is not expected to be sold or returned to the
Company. The total cost of inventory on consignment with consultants was $1.3
million at November 30, 2020 and $1.5 million at February 29, 2020. During the
current fiscal year, the Company increased its reserve for consignment inventory
by approximately $0.2 million based on the estimated impact of the COVID-19
pandemic. Because our consultants are currently limited in their ability to sell
consignment inventory at schools, book fairs or fall festivals, we expect an
increase in write-offs associated with consultants that become inactive.



Inventories are presented net of a valuation allowance, which includes reserves
for inventory obsolescence and reserves for consigned inventory that is not
expected to be sold or returned to the Company. Management estimates the
inventory obsolescence allowance for both current and noncurrent inventory,
which is based on management's identification of slow-moving
inventory. Management has estimated a valuation allowance for both current and
noncurrent inventory, including the reserve for consigned inventory, of $0.7
million and $0.5 million as of November 30, 2020 and February 29, 2020,
respectively.



Our principal supplier, based in England, generally requires a minimum re-order
of 6,500 or more of a title in order to get a solo print run. Smaller orders
would require a shared print run with the supplier's other customers, which can
result in lengthy delays to receive the ordered title. Anticipating customer
preferences and purchasing habits requires historical analysis of similar titles
in the same series. We then place the initial order or re-order based upon this
analysis. These factors and historical analysis have led our management to
determine that 2 ½ years represents a reasonable estimate of the normal
operating cycle for our products.



Stock-Based Compensation



We account for stock-based compensation whereby share-based payment transactions
with employees, such as stock options and restricted stock, are measured at
estimated fair value at the date of grant. For awards subject to service
conditions, compensation expense is recognized over the vesting period on a
straight-line basis. Awards subject to performance conditions are attributed
separately for each vesting tranche of the award and are recognized ratably from
the service inception date to the vesting date for each tranche. Forfeitures are
recognized when they occur. Any cash dividends declared after the restricted
stock award is made, but before the vesting period is completed, will be
reinvested in Company shares at the opening trading price on the dividend
payment date. Shares purchased with cash dividends will also retain the same
restrictions until the completion of the original vesting period associated with
the awarded shares.



The restricted share awards granted under the 2019 Long-Term Incentive Plan
("2019 LTI Plan") contain both service and performance conditions. The Company
recognizes share-based compensation expense only for the portion of the
restricted share awards that are considered probable of vesting. Shares are
considered granted, and the service inception date begins, when a mutual
understanding of the key terms and conditions between the Company and the
employees have been established. The fair value of these awards is determined
based on the closing price of the shares on the grant date. The probability of
restricted share awards granted with future performance conditions is evaluated
at each reporting period and compensation expense is adjusted based on the
probability assessment.



During the first nine months of fiscal 2021, the Company recognized $0.7 million
of compensation expense associated with the shares granted under the 2019 LTI
Plan.



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