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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

 

November 18, 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 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 November 18, 2024, the Registrant reported its results of operations for the thirteen and thirty-nine weeks ended September 28, 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 99.1   Press Release dated November 18, 2024
     
104   Cover 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: November 18, 2024 TOFUTTI BRANDS INC.
  (Registrant)
     
  By: /s/ Steven Kass
    Steven Kass
    Chief Executive and Financial Officer

 

 

 

Exhibit 99.1

 

November 18, 2024

 

Tofutti Press Release

 

Company Contact: Steve Kass
  Chief Executive/Financial Officer
  (908) 272-2400

 

TOFUTTI ANNOUNCES UNAUDITED RESULTS FOR THE THIRTEEN AND TWENTY-SIX WEEKS ENDED JUNE 29, 2024

 

Cranford, New Jersey — November 18, 2024 — TOFUTTI BRANDS INC. (OTCQX Symbol: TOFB) today announced its results for thirteen and thirty-nine weeks ended September 28, 2024. Tofutti Brands reported that net sales for the thirteen weeks ended September 28, 2024 decreased by $529,000, or 21%, to $1,986,000, from net sales of $2,515,000 for the thirteen weeks ended September 30, 2023. Sales of our vegan cheese products decreased to $1,648,000 in the thirteen weeks ended September 28, 2024 from $2,110,000 in the thirteen weeks ended September 30, 2023. Sales of our frozen dessert products decreased to $338,000 in the thirteen weeks ended September 28, 2024 from $405,000 for the thirteen weeks ended September 30, 2023. The decrease in the sales of our vegan cheese products was due to the continued introduction of competitive products in the vegan cheese category and a decline of our export cheese business. The decrease in frozen dessert product sales was due to a decrease in sales of our frozen dessert pints.

 

Net sales for the thirty-nine weeks ended September 28, 2024 decreased by $1,243,000, or 16%, to $6,481,000, from net sales of $7,724,000 for the thirty-nine weeks ended September 30, 2023. Sales of our vegan cheese products decreased to $5,383,000 in the thirty-nine weeks ended September 28, 2024 from $6,492,000 for the thirty-nine weeks ended September 30, 2023. Sales of our frozen dessert products decreased to $1,098,000 for the thirty-nine weeks ended September 28, 2024 from $1,232,000 for the thirty-nine weeks ended September 30, 2023. The reduction in sales for the current thirty-nine week period was primarily due to the decrease in our vegan cheese sales caused by increased competition in the vegan cheese category and a decline in our export cheese business.

 

Our gross profit was $485,000 for the thirteen weeks ended September 28, 2024 and $786,000 for the thirteen weeks ended September 30, 2023. Our gross profit percentage decreased to 24% for the thirteen weeks ending September 28, 2024 compared to 31% for the thirteen weeks ending September 30, 2023. Our gross profit decreased to $1,621,000 for the thirty-nine weeks ended September 28, 2024 from $2,059,000 for the thirty-nine weeks ended September 30, 2023, while our gross profit percentage was 25% for the thirty-nine weeks ending September 28, 2024 compared to 27% for the thirty-nine weeks ending September 30, 2023. Our gross profit and gross profit percentage were negatively impacted by the decrease in sales of our vegan cheese products and frozen dessert pints and increased promotional activity to combat the increased competition in the vegan cheese market. The decrease in our gross profit and gross profit percentage was due to the reduction in sales.

 

We had net losses of $207,000, or $0.04 per share (basic and diluted) and $542,000 or $0.10 per share (basic and diluted), for the thirteen and thirty-nine weeks ended September 28, 2024, respectively, compared to net income of $110,000, or $0.02 (basic and diluted) per share and a net loss of $310,000 or $0.06 (basic and diluted) per share for the thirteen and thirty-nine weeks ended September 30, 2023, respectively.

 

As of September 28, 2024, we had approximately $176,000 in cash and our working capital was approximately $2,961,000, compared with approximately $837,000 in cash and working capital of $3,440,000 at December 30, 2023.

 

Mr. Steven Kass, Chief Executive and Financial Officer of the Company stated, “While our revenues and operating results were disappointing in the first thirty-nine weeks of 2024, we are working hard to replace lost sales and hope to improve our operating results in the fourth quarter and into 2025. We believe that our cash and available cash resources are sufficient for our operations and believe that we will improve our working capital position by year-end” 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 plant-based ice cream pints, cones, Tofutti Cutie® sandwiches and novelty products.

 

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 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.

 

 
 

 

TOFUTTI BRANDS INC.

Condensed Balance Sheets

(in thousands, except share and per share figures)

 

  

September 28,

2024

(Unaudited)

  

December 30,

2023

 
Assets          
Current assets:          
Cash  $176   $837 
Accounts receivable, net of allowance for doubtful accounts and sales promotions of $495 and $525, respectively   821    828 
Inventories   2,130    2,475 
Prepaid expenses and other current assets   126    93 
Total current assets   3,253    4,233 
           
Operating lease right-of-use asset   355    81 
Finance lease right-of-use asset   25    36 
Deferred tax assets   246    246 
Other assets   31    19 
Total assets  $3,910   $4,615 
Liabilities and Stockholders’ Equity          
Current liabilities:          
Accounts payable       237 
Accrued expenses   284    541 
Finance lease liability, current portion   8    15 
Total current liabilities   292    793 
           
Operating lease liabilities, net of current portion   308    7 
Finance lease liability, net of current portion   20    23 
Total liabilities   620    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   363    323 
Retained earnings   2,875    3,417 
Total stockholders’ equity   3,290    3,792 
Total liabilities and stockholders’ equity  $3,910   $4,615 

 

 
 

 

TOFUTTI BRANDS, INC.

Unaudited Condensed Statements of Operations

(in thousands, except per share figures)

 

   Thirteen
weeks ended
September 28, 2024
   Thirteen
weeks ended
September 30, 2023
   Thirty-nine
weeks ended
September 28, 2024
   Thirty-nine
weeks ended
September 30, 2023
 
                 
Net sales  $1,986   $2,515   $6,481   $7,724 
Cost of sales   1,501    1,729    4,860    5,665 
Gross profit   485    786    1,621    2,059 
                     
Operating expenses:                    
Selling and warehouse   207    210    671    802 
Marketing   83    103    297    287 
Research and development   28    28    92    111 
General and administrative   374    333    1,097    1,018 
    692    674    2,157    2,218 
                     
Income (loss) from operations   (207)   112    (536)   (159)
                     
Income (loss) before interest expense and income taxes   (207)   112    (536)   (159)
Interest expense       1    1    3 
Income (loss) before income tax   (207)   111    (537)   (162)
Income tax expense       1    5    148 
                     
Net income (loss)  $(207)  $110   $(542)  $(310)
                     
Weighted average common shares outstanding:                    
Basic   5,154    5,154    5,154    5,154 
Diluted   5,154    5,154    5,154    5,154 
                     
Income (loss) per common share:                    
Basic  $(0.04)  $0.02   $(0.1)  $(0.06)
Diluted  $(0.04)  $0.02   $(0.1)  $(0.06)

 

 

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