8-K
TOFUTTI BRANDS INC (TOFB)
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
August 15, 2024
Date
of Report
(Date of earliest event reported)
TOFUTTI
BRANDS INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-09009 | 13-3094658 |
|---|---|---|
| (State<br> or other jurisdiction<br><br> <br>of<br> incorporation) | (Commission<br><br> File Number) | (IRS<br> Employer <br><br> Identification No.) |
| 50<br> Jackson Drive Cranford, New Jersey 07016 | ||
| --- | ||
| (Address<br> of principal executive offices and zip code) | ||
| (908)272-2400 | ||
| (Registrant’s<br> telephone number, including area code) | ||
| Not<br> Applicable | ||
| (Former<br> name 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(g) 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 $0.01 per share | TOFB | None |
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. ☐
ITEM
2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On August 15, 2024, the Registrant reported its results of operations for the thirteen and twenty-six weeks ended June 29, 2024. A copy of the press release issued by the Registrant in this connection is furnished herewith as Exhibit 99.1.
The information in this Item in this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
| Exhibit<br> 99.1 | Press Release dated August 15, 2024 |
|---|---|
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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 thereunto duly authorized.
| Date:<br> August 15, 2024 | TOFUTTI<br> BRANDS INC. | |
|---|---|---|
| (Registrant) | ||
| By: | /s/ Steven Kass | |
| Steven<br> Kass | ||
| Chief<br> Executive and Financial Officer |
Exhibit99.1
May 15, 2024
TofuttiPress Release
| Company<br> Contact: | Steve<br> Kass |
|---|---|
| Chief<br> Executive/Financial Officer | |
| (908)<br> 272-2400 | |
| (908)<br> 272-9492 (Fax) |
TOFUTTIANNOUNCES UNAUDITED RESULTS FOR THE THIRTEEN AND TWENTY-SIX WEEKS ENDED JUNE 29, 2024
Cranford, New Jersey — August 15, 2024 — TOFUTTI BRANDS INC. (OTCQX Symbol: TOFB) today announced its results for thirteen and twenty-six weeks ended June 29, 2024. Tofutti Brands reported that net sales for the thirteen weeks ended June 29, 2024 decreased by $436,000, or 16%, to $2,283,000, from net sales of $2,719,000 for the thirteen weeks ended July 1, 2023. Sales of our vegan cheese products decreased to $1,926,000 for the thirteen weeks ended June 29, 2024 from $2,283,000 for the thirteen weeks ended July 1 2023. Sales of our frozen dessert products decreased to $357,000 in the thirteen weeks ended June 29, 2024 from $436,000 for the thirteen weeks ended July 1, 2026. For the twenty-six week period ended June 29, 2024, sales decreased by $713,000 or 14% to $4,495,000 compared to $5,208,000 for the twenty-six week period ended July 1, 2023.
Our gross profit was $667,000 for both the thirteen weeks ended June 29, 2024 and the thirteen weeks ended July 1, 2023. Our gross profit percentage increased to 29% for the thirteen weeks ending June 29, 2024 compared to 25% for the thirteen weeks ending July 1, 2023. Our gross profit decreased to $1,136,000 for the twenty-six week period ended June 24, 2024 from $1,273,000 for the twenty-six week period ended July 1, 2023. Our gross profit percentage increased to 25% for the twenty-six weeks ending June 29, 2024 compared to 24% for the twenty-six weeks ending July 1, 2023.
We had net losses of $32,000, or $0.01 per share (basic and diluted) and $335,000 or $0.06 per share (basic and diluted), for the thirteen and twenty-six weeks ended June 29, 2024, respectively, compared to net losses of $318,000, or $0.06 (basic and diluted) per share, and $420,000 or $0.08 (basic and diluted) per share for the thirteen and twenty-six weeks ended July 1, 2023, respectively.
As of June 29, 2024, we had approximately $489,000 in cash and our working capital was approximately $3,105,000 compared with approximately $837,000 in cash and working capital of $3,440,000 at December 30, 2023. The decrease in cash during the twenty-six weeks ended June 29, 2024 was primarily due to a net loss. A decrease in current assets other than cash was offset by a decrease in current liabilities.
Mr. Steven Kass, Chief Executive and Financial Officer of the Company stated, “While our revenues were disappointing in the first six months of 2024, we were pleased with our improved operating results. We believe that our cash and available cash resources remain strong and we look forward to achieving improved operating results in the second half of 2024,” concluded Mr. Kass.
AboutTofutti Brands Inc.
Founded in 1981, Tofutti Brands Inc. develops and distributes a complete line of plant-based products. The Company sells more than twenty-five (25) dairy-free foods including cheese products and frozen desserts. Tofutti Brands Inc. is a proven innovator in the food industry and has developed a full line of delicious and healthy dairy-free foods. Available throughout the United States and in more than fifteen (15) countries, Tofutti Brands answers the call of millions of people who are allergic or intolerant to dairy or wish to maintain a kosher or vegan diet. Tofutti’s product line includes plant-based frozen dessert pints, Tofutti Cutie® sandwiches and novelty products.
Forward-LookingStatements
Some of the statements in this press release concerning the Company’s future prospects are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Actual results may vary significantly based upon a number of factors including, but not limited to the impact of COVID-19 on the economy and our operations, business conditions both domestic and international, competition, changes in product mix or distribution channels, resource constraints encountered in promoting and developing new products and other risk factors detailed in the Company’s filings with the Securities and Exchange Commission, including its annual report on Form 10-K.
TOFUTTIBRANDS INC.
CondensedBalance Sheets
(inthousands, except share and per share figures)
| December 30,<br> <br>2023 | |||
|---|---|---|---|
| Assets | |||
| Current assets: | |||
| Cash | 489 | $ | 837 |
| Accounts receivable, net of allowance for doubtful accounts and sales promotions of 505 and 525, respectively | 817 | 828 | |
| Inventories | 2,171 | 2,475 | |
| Prepaid expenses and other current assets | 75 | 93 | |
| Total current assets | 3,552 | 4,233 | |
| Operating lease right-of-use asset | 47 | 81 | |
| Finance lease right-of-use asset | 29 | 36 | |
| Deferred tax assets | 246 | 246 | |
| Other assets | 40 | 19 | |
| Total assets | 3,914 | $ | 4,615 |
| Liabilities and Stockholders’ Equity | |||
| Current liabilities: | |||
| Accounts payable | 12 | 237 | |
| Accrued expenses | 387 | 541 | |
| Finance lease liability, current portion | 11 | 15 | |
| Total current liabilities | 410 | 793 | |
| Operating lease liabilities, net of current portion | — | 7 | |
| Finance lease liability, net of current portion | 20 | 23 | |
| Total liabilities | 430 | 823 | |
| Stockholders’ equity: | |||
| Preferred stock - par value .01 per share; authorized 100,000 shares, none issued and outstanding | — | — | |
| Common stock - par value .01 per share; authorized 15,000,000 shares, 5,153,706 shares issued and outstanding | 52 | 52 | |
| Additional paid-in capital | 350 | 323 | |
| Retained earnings | 3,082 | 3,417 | |
| Total stockholders’ equity | 3,484 | 3,792 | |
| Total liabilities and stockholders’ equity | 3,914 | $ | 4,615 |
All values are in US Dollars.
TOFUTTIBRANDS, INC.
UnauditedCondensed Statements of Operations
(inthousands, except per share figures)
| Thirteen <br>weeks ended <br>June 29, 2024 | Thirteen <br>weeks ended <br>July 1, 2023 | Twenty-six <br>weeks ended <br>June 29, 2024 | Twenty-six <br>weeks ended <br>July 1, 2023 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net sales | $ | 2,283 | $ | 2,719 | $ | 4,495 | $ | 5,208 | ||||
| Cost of sales | 1,616 | 2,052 | 3,359 | 3,935 | ||||||||
| Gross profit | 667 | 667 | 1,136 | 1,273 | ||||||||
| Operating expenses: | ||||||||||||
| Selling and warehouse | 250 | 320 | 464 | 592 | ||||||||
| Marketing | 79 | 89 | 213 | 184 | ||||||||
| Research and development | 22 | 56 | 64 | 83 | ||||||||
| General and administrative | 342 | 383 | 724 | 686 | ||||||||
| 693 | 848 | 1,465 | 1,545 | |||||||||
| Loss from operations | (26 | ) | (181 | ) | (329 | ) | (272 | ) | ||||
| Loss before interest expense and income taxes | (26 | ) | (181 | ) | (329 | ) | (272 | ) | ||||
| Interest expense | 1 | 1 | 1 | 2 | ||||||||
| Loss before income tax | (27 | ) | (182 | ) | (330 | ) | (274 | ) | ||||
| Income tax expense | 5 | 136 | 5 | 146 | ||||||||
| Net loss | $ | (32 | ) | $ | (318 | ) | $ | (335 | ) | $ | (420 | ) |
| Weighted average common shares outstanding: | ||||||||||||
| Basic | 5,154 | 5,154 | 5,154 | 5,154 | ||||||||
| Diluted | 5,154 | 5,154 | 5,154 | 5,154 | ||||||||
| Loss per common share: | ||||||||||||
| Basic | $ | (0.01 | ) | $ | (0.06 | ) | $ | (0.06 | ) | $ | (0.08 | ) |
| Diluted | $ | (0.01 | ) | $ | (0.06 | ) | $ | (0.06 | ) | $ | (0.08 | ) |