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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, 2023
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 or
other jurisdiction
of incorporation) |
|
(Commission
File
Number) |
|
(IRS Employer
Identification No.) |
50 Jackson Drive Cranford, New Jersey 07016
|
(Address
of principal executive offices and zip code) |
(908)272-2400
|
(Registrant’s
telephone number, including area code) |
Not
Applicable |
(Former
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
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
☐ |
Pre-commencement
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
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
Common 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, 2023, the Registrant reported its results of operations for the thirteen and twenty-six weeks ended July 1, 2023. 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
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: August 15, 2023 |
TOFUTTI BRANDS INC. |
|
(Registrant) |
|
|
|
|
By: |
/s/Steven Kass |
|
|
Steven Kass |
|
|
Chief Executive and Financial Officer |
EXHIBIT 99.1
August 15,
2023
Tofutti
Press Release
Company Contact: |
Steve Kass |
|
Chief Executive/Financial Officer |
|
(908) 272-2400 |
|
(908) 272-9492 (Fax) |
TOFUTTI ANNOUNCES
RESULTS FOR THIRTEEN AND TWENTY-SIX WEEKS ENDED JULY 1, 2023
Cranford,
New Jersey — August 15, 2023 — TOFUTTI BRANDS INC. (OTCQX Symbol: TOFB) issued its results for the thirteen and twenty-six
weeks ended July 1, 2023 today.
Tofutti Brands reported net sales
for the thirteen weeks ended July 1, 2023 decreased by $260,000, or 9%, to $2,719,000, from net sales of $2,979,000 for the thirteen weeks
ended July 2, 2022. Sales of our vegan cheese products decreased to $2,283,000 for the thirteen weeks ended July 1, 2023 from $2,526,000
for the thirteen weeks ended July 2, 2022. Sales of our frozen dessert products decreased to $436,000 in the thirteen weeks ended July
1, 2023 from $453,000 for the thirteen weeks ended July 2, 2022. For the twenty-six week period ended July 1, 2023, sales decreased by
$1,234,000 or 19% to $5,208,000 compared to $6,442,000 for the twenty-six week period ended July 2, 2022.
Our gross profit
increased to $667,000 in the thirteen week period ended July 1, 2023 from $525,000 in the thirteen week period ended July 2, 2022. Our
gross profit percentage was 25% for the thirteen week period ended July 1, 2023 compared to 18% for the thirteen week period ended July
2, 2022. Our gross profit decreased to $1,273,000 for the twenty-six week period ended July 1, 2023 from $1,382,000 for the twenty-six
week period ended July 2, 2022.
We had net
losses of $318,000, or $0.06 per share (basic and diluted) and $420,000 or $0.08 per share (basic and diluted), for the thirteen and twenty-six
weeks, respectively, ended July 1, 2023, compared to net losses of $208,000, or $0.04 (basic and diluted) per share, and $3,000 or $0.00
basic and diluted per share for the thirteen and twenty-six weeks ended July 2, 2022, respectively.
As of July
1, 2023, we had approximately $576,000 in cash and our working capital was approximately $3,423,000 compared with approximately $1,072,000
in cash and working capital of $3,625,000 at December 31, 2022. The decrease in cash during the twenty-six weeks ended July 2, 2022 was
primarily due to a decrease in payables.
Mr. Steven
Kass, Chief Executive and Financial Officer of the Company stated, “While we are disappointed in our sales performance during the
first six months of 2023, our cash and available capital balances remain strong and we believe we are positioned for improved results,”
concluded Mr. Kass.
About Tofutti
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 frozen desserts and Tofutti Cutie® sandwiches, and vegan cheese products, such
as Better Than Cream Cheese® and Better Than Sour Cream®. Tofutti also sells a prepared food entrée, Mintz’s Blintzes®,
made with Tofutti’s milk-free cheeses such as Better Than Cream Cheese® and Sour Supreme®. For more information, visit www.tofutti.com.
Forward-Looking
Statements
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 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.
TOFUTTI BRANDS,
INC.
Unaudited
Condensed Statements of Operations
(in thousands,
except per share figures)
| |
Thirteen weeks ended July 1, 2023 | | |
Thirteen weeks ended July 2, 2022 | | |
Twenty-six weeks ended July 1, 2023 | | |
Twenty-six weeks ended July 2, 2022 | |
| |
| | |
| | |
| | |
| |
Net sales | |
$ | 2,719 | | |
$ | 2,979 | | |
$ | 5,208 | | |
$ | 6,442 | |
Cost of sales | |
| 2,052 | | |
| 2,454 | | |
| 3,935 | | |
| 5,060 | |
Gross profit | |
| 667 | | |
| 525 | | |
| 1,273 | | |
| 1,382 | |
| |
| | | |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | | |
| | |
Selling and warehouse | |
| 320 | | |
| 309 | | |
| 592 | | |
| 573 | |
Marketing | |
| 89 | | |
| 111 | | |
| 184 | | |
| 267 | |
Research and development | |
| 56 | | |
| 42 | | |
| 83 | | |
| 82 | |
General and administrative | |
| 383 | | |
| 349 | | |
| 686 | | |
| 686 | |
| |
| 848 | | |
| 811 | | |
| 1,545 | | |
| 1,608 | |
| |
| | | |
| | | |
| | | |
| | |
Loss from operations | |
| (181 | ) | |
| (286 | ) | |
| (272 | ) | |
| (226 | ) |
| |
| | | |
| | | |
| | | |
| | |
Other income: | |
| | | |
| | | |
| | | |
| | |
SBA loan forgiveness | |
| — | | |
| — | | |
| — | | |
| 165 | |
| |
| | | |
| | | |
| | | |
| | |
Loss before interest expense and income taxes | |
| (181 | ) | |
| (286 | ) | |
| (272 | ) | |
| (61 | ) |
Interest expense | |
| 1 | | |
| — | | |
| 2 | | |
| — | |
Loss before income tax | |
| (182 | ) | |
| (286 | ) | |
| (274 | ) | |
| (61 | ) |
Income tax expense (benefit) | |
| 136 | | |
| (78 | ) | |
| 146 | | |
| (58 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net loss | |
$ | (318 | ) | |
$ | (208 | ) | |
$ | (420 | ) | |
$ | (3 | ) |
| |
| | | |
| | | |
| | | |
| | |
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 | |
$ | (0.06 | ) | |
$ | (0.04 | ) | |
$ | (0.08 | ) | |
$ | (0.00 | ) |
Diluted | |
$ | (0.06 | ) | |
$ | (0.04 | ) | |
$ | (0.08 | ) | |
$ | (0.00 | ) |
TOFUTTI BRANDS
INC.
Unaudited
Condensed Balance Sheets
(in thousands,
except share and per share figures)
| |
July 1, 2023 | | |
December 31, 2022 | |
Assets | |
| | | |
| | |
Current assets: | |
| | | |
| | |
Cash | |
$ | 576 | | |
$ | 1,072 | |
Accounts receivable, net of allowance for doubtful accounts and sales promotions of $490 and $495, respectively | |
| 847 | | |
| 1,305 | |
Inventories | |
| 2,419 | | |
| 2,463 | |
Prepaid expenses and other current assets | |
| 68 | | |
| 80 | |
Total current assets | |
| 3,910 | | |
| 4,920 | |
Operating lease right-of-use assets | |
| 116 | | |
| 158 | |
Finance lease right-of-use asset | |
| 43 | | |
| 53 | |
Deferred tax assets | |
| 182 | | |
| 367 | |
Other assets | |
| 19 | | |
| 19 | |
Total assets | |
$ | 4,270 | | |
$ | 5,517 | |
Liabilities and Stockholders’ Equity | |
| | | |
| | |
Current liabilities: | |
| | | |
| | |
Income taxes payable | |
| — | | |
| 41 | |
Accounts payable | |
| 152 | | |
| 684 | |
Accrued expenses | |
| 320 | | |
| 555 | |
Finance lease liability, current portion | |
| 15 | | |
| 15 | |
Total current liabilities | |
| 487 | | |
| 1,295 | |
Financing lease liabilities, long-term | |
| 31 | | |
| 39 | |
Operating lease liabilities | |
| 41 | | |
| 85 | |
Total liabilities | |
| 559 | | |
| 1,419 | |
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 | |
| 296 | | |
| 263 | |
Retained earnings | |
| 3,363 | | |
| 3,783 | |
Total stockholders’ equity | |
| 3,711 | | |
| 4,098 | |
Total liabilities and stockholders’ equity | |
$ | 4,270 | | |
$ | 5,517 | |
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