8-K - JVA - Equibles

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

8-K

CURRENT

REPORT

Pursuant

to Section 13 or 15(d) of

The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 13, 2021

COFFEE

HOLDING CO., INC.

(Exactname of registrant as specified in its charter)

Nevada	001-32491	11-2238111
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)
3475 Victory Boulevard, Staten Island, New York	10314
---	---
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (718) ### 832-0800

NotApplicable

(Formername or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, par value $0.001 per share	JVA	Nasdaq<br> Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

Item2.02. Results of Operations and Financial Condition.

On September 13, 2021, Coffee Holding Co., Inc. (the “Company” or “Coffee Holding”) issued a press release disclosing certain information regarding its results of operations for the three and six months ended July 31, 2021. A copy of the press release is furnished under Item 2.02 as Exhibit 99.1.

The information included in this Item 2.02, and Exhibit 99.1 to this Current Report on Form 8-K, shall not be deemed “filed” for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934 as amended (the “Exchange Act”). Unless expressly incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act made after the date hereof, the information contained in this Item 2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item7.01. Regulation FD Disclosure.

See “Item 2.02 Results of Operations and Financial Condition” above.

Item9.01. Financial Statements and Exhibits.

(d)The following exhibit is furnished with this report:

ExhibitNo.	Description
99.1	Press<br> Release, dated September 13, 2021, issued by Coffee Holding Co., Inc. entitled “Coffee Holding Co., Inc. Reports Results<br> for Three and Nine Months Ended July 31, 2021.”
104	Cover<br> Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	COFFEE HOLDING CO., INC.
Dated:<br> September 13, 2021	By:	/s/ Andrew Gordon
	Name:	Andrew<br> Gordon
	Title:	President<br> and Chief Executive Officer

Exhibit99.1

CoffeeHolding Co., Inc. Reports Results for Three and Nine Months Ended July 31, 2021

STATEN ISLAND, New York – September 13, 2021. Coffee Holding Co., Inc. (Nasdaq: JVA) (the “Company”) today announced its operating results for the three and nine months ended July 31, 2021:

Netsales Net sales totaled $13,634,313 for the three months ended July 31, 2021, a decrease of $3,709,696, or 21.3%, from $17,344,009 for the three months ended July 31, 2020. Net sales totaled $56,725,386 for the nine months ended July 31, 2020, a decrease of $9,219,197, or 14%, from $65,944,583 for the nine months ended July 31, 2019. The decrease in net sales was due to a 35% decline in cases shipped from the Company’s largest production facility in Colorado, $2,500,000 decrease in sales from the Company’s Generations/Steep N Brew subsidiary, a decline in sales of green coffee during the first half of the year as many customers remained closed or impaired by continued COVID-19 restrictions.

Costof sales Cost of sales for the three months ended July 31, 2021 was $10,708,461, or 78.5% of net sales, as compared to $13,517,482, or 77.9% of net sales, for the three months July 31, 2020. Cost of sales for the nine months ended July 31, 2021 was $35,061,947, or 75.8% of net sales, as compared to $45,287,198, or 79.8% of net sales, for the nine months July 31, 2020. The decrease in cost of sales was due to the Company’s decreased sales partially offset by higher packaging costs due to increases in materials, most notably steel for cans.

Grossprofit Gross profit for the three months ended July 31, 2021 amounted to $2,925,852 or 21.5% of net sales, as compared to $3,826,527 or 22.1% of net sales, for the three months ended July 31, 2020. Gross profit for the nine months ended July 31, 2021 amounted to $11,174,761 or 24.2% of net sales, as compared to $11,438,188 or 20.2% of net sales, for the nine months ended July 31, 2020. The decrease in gross profit percentage during the first three months was attributable to decreased margins on roasted and branded products due to higher packaging and green coffee costs. The increase in gross profit percentage during the first nine months was attributable to increased margins on roasted and branded products and green coffee sales in the last quarter.

Totaloperating expenses Total operating expenses decreased by $12,918 to $3,239,317 for the three months ended July 31, 2021 from $3,252,235 for the three months ended July 31, 2020. Total operating expenses decreased by $662,947 to $9,867,700 for the nine months ended July 31, 2021 from $10,530,647 for the nine months ended July 31, 2020. The Company’s efforts to control costs through the elimination of redundancy in its operations and the elimination of certain unnecessary variable costs were the primary reasons for this decrease. These efforts were partially offset by the continued increase in freight costs as the cost of truckload and “LTL” (less than full truckloads) deliveries to the Company’s largest wholesale customers was up approximately 20% year over year.

NetIncome We had a net loss of $127,051 or $0.02 per share basic and diluted, for the three months ended July 31, 2021 compared to net income of $391,324, or $0.07 per share basic and diluted for the three months ended July 31, 2020. We had net income of $907,305 or $0.16 per share basic and diluted, for the nine months ended July 31, 2021 compared to net income of $289,994, or $0.05 per share basic and diluted for the nine months ended July 31, 2020. The increase in net income was due primarily to the reasons described above. The net loss for the three months was driven primarily by losses out of the Company’s Generations subsidiary along with the non-cash cost of its stock option program.

“Although we are disappointed with the results of the last three months, we believe we are extremely well positioned entering the fourth quarter to achieve stronger results. Our sales for the third quarter were consistent with other companies during this timeframe as supermarkets continued to wind down inventory levels which were ramped up over the last year due to COVID-19 and supply chain concerns,” stated Andrew Gordon, President and CEO of Coffee Holding Company. “Thus, over the last three months our largest production facility in Colorado operated at less than 50% of last year’s third quarter production levels. In addition, our Steep N Brew reorganization has now finally been completed, but sales for the quarter were $1.4 million below last year’s level. Our loss of $0.02 per share was primarily the result of increased costs associated with the Steep N Brew reorganization as well as the non-cash costs related to stock option expense of approximately $190,000 for the quarter. EBITDA for the quarter was approximately $144,000 and for the nine month period was $2,449,000,” continued Mr. Gordon.

“Looking forward into the fourth quarter of 2021, we believe the rally in the coffee market, which began at the end of the third quarter and too late to have a significant impact on our third quarter results, will be a major tailwind for our sales of green coffee in the fourth quarter as well as for sales in fiscal 2022. Coffee prices are currently trading at six year highs and could potentially face additional upside risk, especially if the upcoming rainy season in Brazil does not materialize in a normal fashion,” stated Mr. Gordon. “In addition, we expect the price increases which we initiated to our wholesale and retail customers will begin taking effect during this fourth quarter and should have a positive impact on our performance. In addition, we believe sales from our CBD coffee items may begin to have a positive impact in the fourth quarter as we have begun fulfilling orders online and have also begun presentations of these items to some of our largest wholesale and retail customers where state regulations allow these products to be sold,” continued Mr. Gordon.

“With the manufacturing transition at Steep N Brew now complete, along with the savings and depreciation benefits we expect to receive from the purchase of our factory in Colorado during the quarter, we believe the savings from these initiatives will have a positive impact on our operating results in the fourth quarter of 2021. We believe due to the above factors, we expect to be in position to dividend out 33% of our net profits to our existing shareholders. We believe we have turned the corner as a company and look forward to reporting positive results in the future,” concluded Mr. Gordon.

AboutCoffee Holding

Founded in 1971, Coffee Holding Co., Inc. (NASDAQ: JVA) is a leading integrated wholesale coffee roaster and dealer in the United States and one of the few coffee companies that offers a broad array of coffee products across the entire spectrum of consumer tastes, preferences and price points. Coffee Holding’s product offerings consist of eight proprietary brands each targeting a different segment of the consumer coffee market as well as roasting and blending coffees for major wholesalers and retailers throughout the United States who want to have products under their own names to compete with national brands. In addition to selling roasted coffee, Coffee Holding Co., Inc. also imports green coffee beans from around the world which it resells to smaller regional roasters and coffee shops around the United States and Canada. Lastly, Coffee Holding Co., Inc. has begun selling tabletop coffee roasters for home and business use as well as a new line of CBD infused coffee products.

Forwardlooking statements

Anystatements that are not historical facts contained in this release are “forward-looking statements” within the meaning ofthe Private Securities Litigation Reform Act of 1995, including the Company’s outlook on the revenue growth and the Company’soutlook on the launch of CBD-infused coffee and functional beverages. Forward-looking statements include statements with respect to ourbeliefs, plans, objectives, goals, expectations, anticipations, assumptions, estimates, intentions, and future performance, and involveknown and unknown risks, uncertainties and other factors, which may be beyond our control, and which may cause our actual results, performanceor achievements to be materially different from future results, performance or achievements expressed or implied by such forward-lookingstatements. All statements other than statements of historical fact are statements that could be forward-looking statements. We havebased these forward-looking statements upon information available to management as of the date of this release and management’sexpectations and projections about certain future events. It is possible that the assumptions made by management for purposes of suchstatements may not materialize. Such statements may involve risks and uncertainties, including but not limited to those relating to productdemand, pricing, market acceptance, hedging activities, the effect of economic conditions, intellectual property rights, the outcomeof competitive products, risks in product development, the results of financing efforts, the ability to complete transactions and otherfactors discussed from time to time in the Company’s Securities and Exchange Commission filings. The Company undertakes no obligationto update or revise any forward-looking statement for events or circumstances after the date on which such statement is made.

CompanyContact

Coffee Holding Co., Inc.

Andrew Gordon

President & CEO

718-832-0800

COFFEEHOLDING CO., INC.

CONDENSEDCONSOLIDATED BALANCE SHEETS

			October 31, 2020

- ASSETS -
CURRENT ASSETS:
Cash	4,511,420		$	2,875,120
Accounts receivable, net of allowances of 144,000 for 2021 and 2020	6,251,973			7,408,905
Inventories	16,352,525			17,102,993
Prepaid expenses and other current assets	830,101			490,246
Prepaid and refundable income taxes	52,708			145,305
TOTAL CURRENT ASSETS	27,998,727			28,022,569
Buildings, machinery and equipment, at cost, net of accumulated depreciation of 8,068,230 and 7,610,864 for 2021 and 2020, respectively	3,231,186			2,197,319
Customer list and relationships, net of accumulated amortization of 226,443 and 194,379 for 2021 and 2020, respectively	458,557			490,621
Trademarks and tradenames	1,488,000			1,488,000
Non-compete, net of accumulated amortization of 64,350 and 49,500 for 2021 and 2020, respectively	34,650			49,500
Goodwill	2,488,785			2,488,785
Equity method investments	554,036			561,405
Deferred income tax asset	765,576			782,175
Right of use asset	1,615,418			2,114,228
Deposits and other assets	441,688			285,548
TOTAL ASSETS	39,076,623		$	38,480,150
- LIABILITIES AND STOCKHOLDERS’ EQUITY -
CURRENT LIABILITIES:
Accounts payable and accrued expenses	4,084,170		$	3,036,097
Line of credit – current portion	2,500,000			-
Lease liability – current portion	406,876			484,163
Note payable – current portion	4,200			5,075
Due to broker	136,756			452,325
Income taxes payable	293,665			5,371
TOTAL CURRENT LIABILITIES	7,425,667			3,983,031
Deferred income tax liabilities	870,832			882,582
Line of credit net of current portion	-			3,796,822
Lease liability net of current portion	1,313,246			1,780,306
Note payable net of current portion	14,384			17,292
Deferred compensation payable	304,335			276,548
TOTAL LIABILITIES	9,928,464			10,736,581
Commitments and Contingencies (see Note 8)
STOCKHOLDERS’ EQUITY:
Coffee Holding Co., Inc. stockholders’ equity:
Preferred stock, par value .001 per share; 10,000,000 shares authorized; none issued	-			-
Common stock, par value .001 per share; 30,000,000 shares authorized, 6,633,930 shares issued for 2021 and 2020; 5,708,599 shares outstanding for 2021 and 2020	6,634			6,634
Additional paid-in capital	18,499,029			17,929,724
Retained earnings	14,123,173			13,215,868
Less: Treasury stock, 925,331 common shares, at cost for 2021 and 2020	(4,633,560	)		(4,633,560	)
Total Coffee Holding Co., Inc. stockholders’ equity	27,995,276			26,518,666
Non-controlling interest	1,152,883			1,224,903
TOTAL STOCKHOLDERS’ EQUITY	29,148,159			27,743,569
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	39,076,623		$	38,480,150

All values are in US Dollars.

COFFEEHOLDING CO., INC.

CONDENSEDCONSOLIDATED STATEMENTS OF OPERATIONS

NINEAND THREE MONTHS ENDED JULY 31, 2021 AND 2020

(Unaudited)

	Nine Months Ended<br> <br>July 31,						Three Months Ended<br> <br>July 31,
	2021			2020			2021			2020
NET SALES	$	46,236,708		$	56,725,386		$	13,634,313		$	17,344,009
COST OF SALES		35,061,947			45,287,198			10,708,461			13,517,482
GROSS PROFIT		11,174,761			11,438,188			2,925,852			3,826,527
OPERATING EXPENSES:
Selling and administrative		9,407,199			10,032,993			3,085,679			3,081,985
Officers’ salaries		460,501			497,654			153,638			170,250
TOTAL		9,867,700			10,530,647			3,239,317			3,252,235
INCOME (LOSS) FROM OPERATIONS		1,307,061			907,541			(313,465	)		574,292
OTHER INCOME (EXPENSE)
Interest income		3,629			2,944			2,700			247
Loss from equity method investment		(7,369	)		(4,539	)		(3,454	)		(1,547	)
Interest expense		(48,710	)		(150,742	)		(5,202	)		(45,283	)
TOTAL		(52,450	)		(152,337	)		(5,956	)		(46,583	)
INCOME (LOSS) BEFORE PROVISION (BENEFIT) FOR INCOME TAXES AND NON-CONTROLLING INTEREST IN SUBSIDIARY		1,254,611			755,204			(319,421	)		527,709
Provision for (benefit) from income taxes		419,326			250,804			(91,003	)		161,454
NET INCOME (LOSS) BEFORE NON-CONTROLLING INTEREST IN SUBSIDIARY		835,285			504,400			(228,418	)		366,255
Less: Net (income) loss attributable to the non-controlling interest		72,020			(214,406	)		101,367			25,069
NET INCOME (LOSS) ATTRIBUTABLE TO COFFEE HOLDING CO., INC.	$	907,305		$	289,994		$	(127,051	)	$	391,324
Basic and diluted earnings (loss) per share	$	0.16		$	0.05		$	(0.02	)	$	0.07
Weighted average common shares outstanding:
Basic and diluted		5,708,599			5,569,349			5,708,599			5,569,349

COFFEEHOLDING CO., INC.

CONDENSEDCONSOLIDATED STATEMENTS OF CASH FLOWS

NINEMONTHS ENDED JULY 31, 2021 AND 2020

(Unaudited)

	2021			2020
OPERATING ACTIVITIES:
Net income	$	835,285		$	504,400
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		504,280			564,843
Stock-based compensation		569,305			678,709
Unrealized (gain) loss on commodities		(315,569	)		(355,079	)
Loss on equity method investments		7,369			4,539
Amortization of right of use asset		321,921			325,140
Deferred income taxes		4,849			73,473
Changes in operating assets and liabilities:
Accounts receivable		1,156,932			2,587,601
Inventories		750,468			299,249
Prepaid expenses and other current assets		(339,855	)		(120,563	)
Prepaid and refundable income taxes		92,597			154,158
Accounts payable and accrued expenses		1,048,073			(1,437,428	)
Deposits and other assets		(128,353	)		-
Change in lease liability		(367,458	)		(357,286	)
Income taxes payable		288,294			217
Net cash provided by operating activities		4,428,138			2,921,973
INVESTING ACTIVITIES:
Purchases of building, machinery and equipment		(1,491,233	)		(392,023	)
Net cash used in investing activities		(1,491,233	)		(392,023	)
FINANCING ACTIVITIES:
Advances under bank line of credit		2,515,563			1,141,132
Proceeds from PPP loan		-			634,400
Principal payments on note payable		(3,783	)		(3,210	)
Principal payments under bank line of credit		(3,812,385	)		(4,512,050	)
Net cash used in financing activities		(1,300,605	)		(2,739,728	)
NET INCREASE (DECREASE) IN CASH		1,636,300			(209,778	)
CASH, BEGINNING OF PERIOD		2,875,120			2,402,556
CASH, END OF PERIOD	$	4,511,420		$	2,192,778

COFFEEHOLDING CO., INC.

CONDENSEDCONSOLIDATED STATEMENTS OF CASH FLOWS

NINEMONTHS ENDED JULY 31, 2021 AND 2020

(Unaudited)

	2021		2020
SUPPLEMENTAL DISCLOSURE OF CASH FLOW DATA:
Interest paid	$	55,389	$	159,484
Income taxes paid	$	10,307	$	22,956
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Initial recognition of operating lease right of use asset	$	65,999	$	2,512,022
Initial recognition of operating lease liabilities	$	65,999	$	2,705,484
Termination of operating lease right of use asset	$	242,888		-
Termination of operating lease liability	$	242,888		-
Machinery and equipment acquired through financing	$	-	$	26,807

RECONCILIATIONOF NON-GAAP FINANCIAL MEASURE

To supplement Coffee Holding’s consolidated financial statements presented in accordance with U.S. GAAP, Coffee Holding uses a non-GAAP measure, Earnings Before Interest, Income taxes (benefits), Depreciation and Amortization adjusted for stock compensation expense (adjusted EBITDA). This non-GAAP measure is provided to enhance overall understanding of Coffee Holding’s current financial performance. Reconciliation of the nearest GAAP measure to adjusted EBITDA follows:


Net Loss	(127,051	)
Depreciation & Amortization	166,927
Interest	5,202
Tax	(91,003	)
Stock compensation	189,768
Adjusted EBITDA	143,843