10-Q

FORM 10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 28, 2021
☐	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to _________________ Commission file number: 0-31555

BAB, Inc.

(Name of small business issuer in its charter)

Delaware	36-4389547
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

500 Lake Cook Road, Suite 475, Deerfield, Illinois 60015

(Address of principal executive offices) (Zip Code)

Issuer's telephone number (847) 948-7520

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	BABB	OTCQB

Indicate by checkmark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐      

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes ☒   No ☐      

Indicate by checkmark whether the registrant is a large accelerated filer, accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer ☐      Accelerated filer ☐     Non-accelerated filer ☐     Smaller reporting company ☒  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.      ☐                               

Indicate by check mark whether the registrant is a shell company. Yes ☐         No ☒

As of April 14, 2021 BAB, Inc. had: 7,263,508 shares of Common Stock outstanding.

TABLE OF CONTENTS

PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements	3
Item 2	Management's Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3	Quantitative and Qualitative Disclosures About Market Risk	19
Item 4	Controls and Procedures	19
PART II	OTHER INFORMATION	20
Item 1.	Legal Proceedings	20
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	20
Item 3	Defaults Upon Senior Securities	20
Item 4	Mine Safety Disclosures	20
Item 5	Other Information	20
Item 6	Exhibits	21
SIGNATURE		22

2

PART I

ITEM 1. FINANCIAL STATEMENTS

BAB, Inc.

Consolidated Balance Sheets

	February 28, 2021			November 30, 2020
	(unaudited)			(audited)
ASSETS
Current Assets
Cash	$	1,332,529		$	1,236,081
Restricted cash		389,721			396,842
Receivables
Trade accounts and notes receivable (net of allowance for doubtful accounts of $16,743 in 2021 and $18,152 in 2020 )		62,773			62,969
Marketing fund contributions receivable from franchisees and stores		18,424			17,544
Prepaid expenses and other current assets		87,257			96,723
Total Current Assets		1,890,704			1,810,159
Property, plant and equipment (net of accumulated depreciation of $157,504 in 2021 and $157,118 in 2020)		1,910			2,296
Trademarks		461,445			461,445
Goodwill		1,493,771			1,493,771
Definite lived intangible assets (net of accumulated amortization of $128,301 in 2021 and $127,474 in 2020)		22,880			23,707
Operating lease right of use		282,143			303,084
Total Noncurrent Assets		2,262,149			2,284,303
Total Assets	$	4,152,853		$	4,094,462
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable	$	4,293		$	10,279
Accrued expenses and other current liabilities		322,510			288,888
Unexpended marketing fund contributions		406,659			387,117
Deferred franchise fee revenue		42,460			33,957
Deferred licensing revenue		23,572			31,071
Current portion operating lease liability		100,937			99,149
Payroll Protection Program loan		-			228,155
Total Current Liabilities		900,431			1,078,616
Long-term Liabilities (net of current portion)
Operating lease liability		234,047			260,094
Deferred franchise revenue		75,836			93,929
Deferred tax liability		105,940			84,940
Deferred licensing revenue		2,976			3,869
Total Long-term Liabilities		418,799			442,832
Total Liabilities	$	1,319,230		$	1,521,448
Stockholders' Equity
Preferred shares -$.001 par value; 4,000,000 authorized; no shares outstanding as of February 28, 2021 and November 30, 2020		-			-
Preferred shares -$.001 par value; 1,000,000 Series A authorized; no shares outstanding as of February 28, 2021 and November 30, 2020		-			-
Common stock -$.001 par value; 15,000,000 shares authorized; 8,466,953 shares issued and 7,263,508 shares outstanding as of February 28, 2021 and November 30, 2020		13,508,257			13,508,257
Additional paid-in capital		987,034			987,034
Treasury stock		(222,781	)		(222,781	)
Accumulated deficit		(11,438,887	)		(11,699,496	)
Total Stockholders' Equity		2,833,623			2,573,014
Total Liabilities and Stockholders' Equity	$	4,152,853		$	4,094,462

SEE ACCOMPANYING NOTES

3

BAB, Inc.

Consolidated Statements of Income

For the Three Months Ended February 28, 2021 and February 29, 2020

(Unaudited)

	February 28, 2021		February 29, 2020
REVENUES
Royalty fees from franchised stores	$	346,660	$	387,339
Franchise Fees		16,839		3,650
Licensing fees and other income		157,930		77,174
Marketing fund revenue		201,476		227,521
Total Revenues		722,905		695,684
OPERATING EXPENSES
Selling, general and administrative expenses:
Payroll and payroll-related expenses		209,770		230,405
Occupancy		34,706		33,678
Advertising and promotion		1,568		13,910
Professional service fees		58,037		49,117
Travel		1,027		7,999
Employee benefit expenses		37,998		37,190
Depreciation and amortization		1,214		740
Marketing fund expenses		201,476		227,521
Other		40,142		37,034
Total Operating Expenses		585,938		637,594
Income from operations		136,967		58,090
Interest income		123		104
Loan forgiveness		228,155		-
Income before provision for income taxes		365,245		58,194
Provision for income taxes
Current tax expense		11,000		15,000
Deferred tax expense		21,000		-
Total Tax Provision		32,000		15,000
Net Income	$	333,245	$	43,194
Net Income per share - Basic and Diluted	$	0.05	$	0.01
Weighted average shares outstanding - Basic and diluted		7,263,508		7,263,508
Cash distributions declared per share	$	0.01	$	0.03

SEE ACCOMPANYING NOTES

4

BAB, Inc.

Consolidated Statements of Cash Flows

For the Three Months Ended February 28, 2021 and February 29, 2020

(Unaudited)

	February 28, 2021			February 29, 2020
Operating activities
Net Income	$	333,245		$	43,194
Adjustments to reconcile net income to cash flows provided by operating activities:
Depreciation and amortization		1,213			740
Deferred tax expense		21,000			-
Provision for uncollectible accounts, net of recoveries		(609	)		(2,646	)
Noncash lease expense		24,827			35,094
Loan forgiveness		(228,155	)		-
Changes in:
Trade accounts receivable and notes receivable		26,588			(7,511	)
Marketing fund contributions receivable		(880	)		(2,613	)
Prepaid expenses and other		9,466			10,740
Accounts payable		(5,986	)		1,040
Accrued liabilities		33,621			(3,189	)
Unexpended marketing fund contributions		(6,241	)		(11,458	)
Deferred revenue		(17,981	)		14,465
Operating lease liability		(28,145	)		(27,483	)
Net Cash Provided by Operating Activities		161,963			50,373
Investing activities
Capitalization of trademark renewals		-			(1,525	)
Net Cash Used In Investing Activities		-			(1,525	)
Financing activities
Cash distributions/dividends		(72,636	)		(217,906	)
Net Cash Used In Financing Activities		(72,636	)		(217,906	)
Net Increase/(Decrease) in Cash and Restricted Cash		89,327			(169,058	)
Cash and Restricted Cash - Beginning of Period		1,632,923			1,495,669
Cash and Restricted Cash - End of Period	$	1,722,250		$	1,326,611
Supplemental disclosure of cash flow information:
Interest paid	$	-		$	-
Income taxes paid	$	1,700		$	-

SEE ACCOMPANYING NOTES

5

BAB, Inc.

Notes to Unaudited Consolidated Financial Statements

For the Three Months Ended February 28, 2021 and February 29, 2020

(Unaudited)

Note 1. Nature of Operations

BAB, Inc. (“the Company”) has three wholly owned subsidiaries: BAB Systems, Inc. (“Systems”), BAB Operations, Inc. (“Operations”) and BAB Investments, Inc. (“Investments”). Systems was incorporated on December 2, 1992, and was primarily established to franchise Big Apple Bagels® (“BAB”) specialty bagel retail stores. My Favorite Muffin (“MFM”) was acquired in 1997 and is included as a part of Systems. Brewster’s (“Brewster’s”) was established in 1996 and the coffee is sold in BAB and MFM locations. SweetDuet® (“SD”) frozen yogurt can be added as an additional brand in a BAB location. Operations was formed in 1995, primarily to operate Company-owned stores of which there are currently none. The assets of Jacobs Bros. Bagels (“Jacobs Bros.”) were acquired in 1999, and any branded wholesale business uses this trademark. Investments was incorporated in 2009 to be used for the purpose of acquisitions. To date there have been no acquisitions.

The Company was incorporated under the laws of the State of Delaware on July 12, 2000.  The Company currently franchises and licenses bagel and muffin retail units under the BAB, MFM and SD trade names. At February 28, 2021, the Company had 71 franchise units and 3 licensed units in operation in 21 states. There is 1 unit under development. The Company additionally derives income from the sale of its trademark bagels, muffins and coffee through nontraditional channels of distribution including under a licensing agreement with Green Beans Coffee.

The BAB franchised brand consists of units operating as “Big Apple Bagels®,” featuring daily baked bagels, flavored cream cheeses, premium coffees, gourmet bagel sandwiches and other related products. BAB units are primarily concentrated in the Midwest and Western United States.  The MFM brand consists of units operating as “My Favorite Muffin Gourmet Muffin Bakery™” (“MFM Bakery”), featuring a large variety of freshly baked muffins and coffees and units operating as “My Favorite Muffin Your All Day Bakery Café®” (“MFM Cafe”) featuring these products as well as a variety of specialty bagel sandwiches and related products.  The SweetDuet® is a branded self-serve frozen yogurt that can be added as an additional brand in a BAB location.  Although the Company doesn't actively market Brewster's stand-alone franchises, Brewster's coffee products are sold in most franchised units.     

The Company is leveraging on the natural synergy of distributing muffin products in existing BAB units and, alternatively, bagel products and Brewster's Coffee in existing MFM units. The Company expects to continue to realize efficiencies in servicing the combined base of BAB and MFM franchisees.

The accompanying condensed consolidated financial statements are unaudited. These financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been omitted pursuant to such SEC rules and regulations; nevertheless, the Company believes that the disclosures are adequate to make the information presented not misleading.  These financial statements and the notes hereto should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended November 30, 2020 which was filed February 26, 2021.  In the opinion of the Company's management, the condensed consolidated financial statements for the unaudited interim period presented include all adjustments, including normal recurring adjustments, necessary to fairly present the results of such interim period and the financial position as of the end of said period. The results of operations for the interim period are not necessarily indicative of the results for the full year.

6

2. Summary of Significant Accounting Policies

Unaudited Consolidated Financial Statements

The accompanying unaudited Condensed Consolidated Financial Statements of BAB, Inc. have been prepared pursuant to generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for Form 10-Q. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the financial statements and accompanying notes are in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported periods. Actual results could differ from those estimates.

Accounts and Notes Receivable

Receivables are carried at original invoice amount less estimates for doubtful accounts. Management determines the allowance for doubtful accounts by reviewing and identifying troubled accounts and by using historical collection experience. A receivable is considered to be past due if any portion of the receivable balance is outstanding 90 days past the due date. Receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded as income when received. Certain receivables have been converted to unsecured interest-bearing notes.

Property, Plant and Equipment

Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Estimated useful lives are 3 to 7 years for property and equipment and 10 years, or term of lease if less, for leasehold improvements. Maintenance and repairs are charged to expense as incurred. Expenditures that materially extend the useful lives of assets are capitalized.

Advertising and Promotion Costs

The Company expenses advertising and promotion costs as incurred. All advertising and promotion costs were related to the Company’s franchise operations.

Leases

The company accounts for leases under ASC 842. Lease arrangements are determined at the inception of the contract. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current and long-term operating lease liabilities on the consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities on the consolidated balance sheets. 

Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most leases do not provide an implicit rate, we use an incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. The lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

7

2. Summary of Significant Accounting Policies (continued)

Recent Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard’s main goal is to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope, including trade receivables. The amendments in this update broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The guidance in ASU 2016-13 is effective for public companies for fiscal years and for interim periods with those fiscal years beginning after December 15, 2023. The Company will adopt ASU 2019-13 for fiscal year ending November 30, 2024 and the adoption of this guidance is not expected to have any material impact on the Company’s financial position, cash flows or results of operations.

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The amendments in ASU 2019-12 are effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have yet been issued. The Company will adopt ASU 2019-12 for fiscal year ending November 30, 2022 and the adoption of this guidance is not expected to have any material impact on the Company’s financial position, cash flows or results of operations.

Management does not believe that there are any recently issued and effective or not yet effective accounting pronouncements as of February 28, 2021 that would have or are expected to have any significant effect on the Company’s financial position, cash flows or income statement.

Statement of Cash Flows

The chart below shows the cash and restricted cash within the consolidated statements of cash flows as of February 28, 2021 and February 29, 2020 were as follows:

	February 28, 2021		February 29, 2020
Cash and cash equivalents	$	1,332,529	$	939,402
Restricted cash		389,721		387,209
Total cash and restricted cash	$	1,722,250	$	1,326,611

3. Revenue Recognition

Franchise and related revenue

The Company sells individual franchises. The franchise agreements typically require the franchisee to pay an initial, non-refundable fee prior to opening the respective location(s), and continuing royalty fees on a weekly basis based upon a percentage of franchisee net sales. The initial term of franchise agreements are typically 10 years.  Subject to the Company’s approval, a franchisee may generally renew the franchise agreement upon its expiration.  If approved, a franchisee may transfer a franchise agreement to a new or existing franchisee, at which point a transfer fee is typically paid by the current owner which then terminates that franchise agreement. A franchise agreement is signed with the new franchisee with no franchise fee required. If a contract is terminated prior to its term, it is a breach of contract and a penalty is assessed based on a formula reviewed and approved by management. Revenue generated from a contract breach is termed settlement income by the Company and included in licensing fees and other income.

8

3. Revenue Recognition (continued)

Franchise and related revenue (continued)

Under the terms of our franchise agreements, the Company typically promises to provide franchise rights, pre-opening services such as blueprints, operational materials, planning and functional training courses, and ongoing services, such as management of the marketing fund. The Company considers certain pre-opening activities and the franchise rights and related ongoing services to represent two separate performance obligations. The franchise fee revenue has been allocated to the two separate performance obligations using a residual approach. The Company has estimated the value of performance obligations related to certain pre-opening activities deemed to be distinct based on cost plus an applicable margin, and assigned the remaining amount of the initial franchise fee to the franchise rights and ongoing services. Revenue allocated to preopening activities is recognized when (or as) these services are performed. Revenue allocated to franchise rights and ongoing services is deferred until the store opens, and recognized on a straight-line basis over the duration of the agreement, as this ensures that revenue recognition aligns with the customer’s access to the franchise right.

Royalty fees from franchised stores represent a 5% fee on net retail and wholesale sales of franchised units. Royalty revenues are recognized on an accrual basis using actual franchise receipts. Generally, franchisees report and remit royalties on a weekly basis. The majority of month-end receipts are recorded on an accrual basis based on actual numbers from reports received from franchisees shortly after the month-end. Estimates are utilized in certain instances where actual numbers have not been received and such estimates are based on the average of the last 10 weeks’ actual reported sales.

Royalty revenue is recognized during the respective franchise agreement based on the royalties earned each period as the underlying franchise store sales occur.

There are two items involving revenue recognition of contracts that require us to make subjective judgments: the determination of which performance obligations are distinct within the context of the overall contract and the estimated stand-alone selling price of each obligation. In instances where our contract includes significant customization or modification services, the customization and modification services are generally combined and recorded as one distinct performance obligation.

Gift Card Breakage Revenue

The Company sells gift cards to its customers in its retail stores and through its Corporate office. The Company’s gift cards do not have an expiration date and are not redeemable for cash except where required by law. Revenue from gift cards is recognized upon redemption in exchange for product and reported within franchisee store revenue and the royalty and marketing fees are paid and shown in the Condensed Consolidated Statements of Income. Until redemption, outstanding customer balances are recorded as a liability. An obligation is recorded at the time of sale of the gift card and it is included in accrued expenses on the Company’s Condensed Consolidated Balance Sheets.

The liability is reduced when the gift cards are redeemed by a franchise. Although there are no expiration dates for our gift cards, based on our analysis of historical gift card redemption patterns, we can reasonably estimate the amount of gift cards for which redemption is remote, which is referred to as “breakage.” The Company recognizes gift card breakage proportional to actual gift card redemptions on a quarterly basis and the corresponding revenue is included in licensing fees and other revenue. Significant judgments and estimates are required in determining the breakage rate and will be reassessed each quarter.

9

3. Revenue Recognition (continued)

Nontraditional and rebate revenue

As part of the Company’s franchise agreements, the franchisee purchases products and supplies from designated vendors.  The Company may receive various fees and rebates from the vendors and distributors on product purchases by franchisees.  In addition, the Company may collect various initial fees, and those fees are classified as deferred revenue in the balance sheet and straight lined over the life of the contract as deferred revenue in the balance sheet. The Company does not possess control of the products prior to their transfer to the franchisee and products are delivered to franchisees directly from the vendor or their distributors. The Company recognizes the rebates as franchisees purchase products and supplies from vendors or distributors and recognizes the initial fees over the contract life and the fees are reported as licensing fees and other income in the Condensed Consolidated Statements of Income.

Marketing Fund

Franchise agreements require the franchisee to pay continuing marketing fees on a weekly basis, based on a percentage of franchisee sales. Marketing fees are not paid on franchise wholesale sales. The balance sheet includes marketing fund cash, which is the restricted cash, accounts receivable and unexpended marketing fund contributions. Although the marketing fees are not separate performance obligations distinct from the underlying franchise right, the Company acts as the principal as it is primarily responsible for the fulfillment and control of the marketing services. As a result, the Company records marketing fees in revenues and related marketing fund expenditures in expenses in the Condensed Consolidated Statement of Income. The Company historically presented the net activities of the marketing fund within the balance sheet in the Condensed Consolidated Balance Sheet. While this reclassification impacts the gross amount of reported revenue and expenses the amounts will be offsetting, and there is no impact on net income.   

Disaggregation of Revenue

The following table presents disaggregation of revenue from contracts with customers for the three months ended February 28, 2021and February 29, 2020:

	For three months ended February 28, 2021		For three months ended February 29, 2020
Revenue recognized at a point in time
Sign Shop revenue	$	3,002	$	909
Settlement revenue		95,307		631
Total revenue at a point in time		98,309		1,540
Revenue recognized over time
Royalty revenue		346,660		387,339
Franchise fees		16,839		3,650
License fees		6,750		9,041
Gift card revenue		1,561		2,451
Nontraditional revenue		51,310		64,142
Marketing fund revenue		201,476		227,521
Total revenue over time		624,596		694,144
Grand total	$	722,905	$	695,684

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3. Revenue Recognition (continued)

Contract balances

The balance of contract liabilities includes franchise fees, license fees and vendor payments that have ongoing contract rights and the fees are being straight lined over the contract life. Contract liabilities also include marketing fund balances and gift card liability balances.

	For the Three Months Ended February 28, 2021		Fiscal Year to Date November 30, 2020
Liabilities
Contract liabilities - current	$	615,804	$	599,965
Contract liabilities - long-term		95,334		97,798
Total Contract Liabilities	$	711,138	$	697,763

	For the Three Months Ended February 28, 2021			Fiscal Year to Date November 30, 2020
Contract Liabilities at beginning of period	$	697,763		$	702,834
Revenue Recognized during period		(235,660	)		(780,940	)
Additions during period		249,035			775,869
Contract Liabilities at end of period	$	711,138		$	697,763

Transaction price allocated to remaining performance obligations (franchise agreements and license fee agreement) for the year ended November 30:

(a)	2021	$	45,647
	2022	$	20,281
	2023	$	15,837
	2024	$	13,706
	2025	$	13,540
	Thereafter	$	35,833
	Total	$	144,844

(a) represents the estimate for the remainder of 2021

The Company has elected to apply certain practical expedients as defined in ASC 606-10-50-14 through 606-10-50-14A, including (i) performance obligations that are a part of a contract that has an original expected duration of one year or less; (ii) the right to invoice practical expedient; and (iii) variable consideration related to unsatisfied performance obligations that is allocated entirely to a wholly unsatisfied promise to transfer a distinct service that forms part of a single performance obligation, and the terms of that variable consideration relate specifically to our efforts to transfer the distinct service, or to a specific outcome from transferring the distinct service. As such, sales-based royalty and marketing income, as well as gift card breakage revenue, is not included in the above transaction price chart.

11

4. Units Open and Under Development

Units which are open or under development at February 28, 2021 are as follows:

	February 28, 2021		February 29, 2020
Stores open:
Franchisee-owned stores		71		73
Licensed Units		3		7
		74		80
Unopened stores with Franchise Agreements		1		2
Total operating units and units with Franchise Agreements		75		82

5. Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share: 

	February 28, 2021		February 29, 2020
Numerator:
Net income available to common shareholders	$	333,245	$	43,194
Denominator:
Weighted average outstanding shares
Basic and diluted		7,263,508		7,263,508
Earnings per Share - Basic and diluted	$	0.05	$	0.01

6. Goodwill and Other Intangible Assets

Accounting Standard Codification (“ASC”) 350 “Goodwill and Other Intangible Assets” requires that assets with indefinite lives no longer be amortized, but instead be subject to annual impairment tests.

Following the guidelines contained in ASC 350, the Company tests goodwill and intangible assets that are not subject to amortization for impairment annually or more frequently if events or circumstances indicate that impairment is possible. The Company has elected to conduct its annual test during the first quarter. During the quarters ended February 28, 2021 and February 29, 2020, management qualitatively assessed goodwill to determine whether testing was necessary. Factors that management considers in this assessment include macroeconomic conditions, industry and market considerations, overall financial performance (both current and projected), changes in management and strategy, and changes in the composition and carrying amounts of net assets. If this qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than it’s carrying value, a quantitative assessment is then performed.

Although the COVID-19 pandemic has caused significant disruption to our industry, the Company has been able to recover much quicker than expected and 2020 royalty revenues were 83.7% of fiscal 2019 royalty revenues. We find the same trend in 2021 with royalty revenue down 10.5% (which included 2020 leap year day and 2021 harsher winter weather in the Midwest). Management reviewed and updated the qualitative assessment for the first quarter 2021 and does not believe that any impairment exists at February 28, 2021.

12

6. Goodwill and Other Intangible Assets (continued)

After reviewing the changes to the Company’s operations and overall business environment during the first quarter 2021, management believes that the decrease in sales is temporary and has determined that the carrying value of goodwill was not impaired at February 28, 2021, and was not considered necessary. In addition, the overall fair market value of the Company exceeds the book value of intangibles and goodwill as of February 28, 2021.

7. Lease Commitments

The Company rents its office under an operating lease which requires it to pay base rent, real estate taxes, insurance and general repairs and maintenance. A lease was signed in June of 2018, effective October 1, 2018, expiring on March 31, 2024 with an option to renew for a 5 year period. A six month rent abatement and tenant allowance was provided in the lease, with any unused portion to be applied to base rent. The unused portion was determined to be $21,300. The renewal option has not been included in the measurement of the lease liability.

Monthly rent expense is recognized on a straight-line basis over the term of the lease. At February 28, 2021 the remaining lease term was 37 months. The operating lease is included in the balance sheet at the present value of the lease payments at a 5.25% discount rate. The discount rate was considered to be an estimate of the Company’s incremental borrowing rate.

Gross future minimum annual rental commitments as of February 28, 2021 are as follows:

	Undiscounted Rent Payments
Year Ending November 30:
2021	$	84,878
2022		115,673
2023		118,322
2024		40,177
Total Undiscounted Rent Payments	$	359,050
Present Value Discount		(24,066	)
Present Value	$	334,984
Short-term lease liability	$	100,937
Long-term lease liability		234,047
Total Operating Lease Liability	$	334,984

8. Payroll Protection Program Loan

On May 1, 2020, BAB Systems, Inc. received loan proceeds of $228,155 from Lake Forest Bank and Trust Company, N.A., pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title 1 of the CARES Act, which was enacted March 27, 2020.

On December 9, 2020 the PPP loan in the amount of $228,155 and related accrued interest was forgiven by the Small Business Administration (“SBA”). The amount forgiven is recognized as loan forgiveness income during this quarter, ended February 28, 2021.

13

9. Income Taxes

On December 9, 2020 the Payroll Protection Program loan was forgiven by the Small Business Administration (“SBA”). Among other provisions, the CARES Act eliminated federal tax on the forgiveness of the SBA loan. States were allowed to determine whether they would follow the federal government forgiveness. Illinois has adopted the federal government forgiveness program.

In fiscal 2021, the Company’s income included the $228,000 of forgiveness, but it is excluded from federal and state tax calculations as a permanent difference, thereby reducing the federal and state effective rate from the customary effective tax rate used to compute income tax expense at the federal rate of 21% and a state rate of 7.11%, which is net of the federal tax effect.

10. Stockholder’s Equity

On March 17, 2021 the Board of Directors declared a $0.01 cash distribution/dividend per share to stockholders of record as of April 1, 2021, to be paid April 22, 2021. On January 27, 2021 the Board of Directors declared a $0.01 quarterly cash distribution/dividend per share to stockholders of record as of February 10, 2021 and paid February 24, 2021.

On December 5, 2019, a $0.01 quarterly and a $0.02 special cash distribution/dividend per share was declared and paid on January 9, 2020. On March 4, 2020, a $0.01 quarterly cash distribution/dividend per share was declared to stockholders of record as of March 23, 2020 and paid April 08, 2020.

On May 6, 2013, the Board of Directors (“Board”) of BAB, Inc. authorized and declared a dividend distribution of one right for each outstanding share of the common stock of BAB, Inc. to stockholders of record at the close of business on May 13, 2013. Each right entitles the registered holder to purchase from the Company one one-thousandth of a share of the Series A Participating Preferred Stock of the Company at an exercise price of $0.90 per one-thousandth of a Preferred Share, subject to adjustment. The complete terms of the Rights are set forth in a Preferred Shares Rights Agreement, dated May 6, 2013, between the Company and IST Shareholder Services, as rights agent.

The Board adopted the Rights Agreement to protect stockholders from coercive or otherwise unfair takeover tactics. In general terms, it works by imposing a significant penalty upon any person or group that acquires 15% (or 20% in the case of certain institutional investors who report their holdings on Schedule 13G) or more of the Common Shares without the approval of the Board. As a result, the overall effect of the Rights Agreement and the issuance of the Rights may be to render more difficult a merger, tender or exchange offer or other business combination involving the Company that is not approved by the Board. However, neither the Rights Agreement nor the Rights should interfere with any merger, tender or exchange offer or other business combination approved by the Board.

Full details about the Rights Plan are contained in a Form 8-K filed by the Company with the U.S. Securities and Exchange Commission on May 7, 2013.

On June 18, 2014 an amendment to the Preferred Shares Rights Agreement was filed appointing American Stock Transfer & Trust Company, LLC as successor to Illinois Stock Transfer Company. All original rights and provisions remain unchanged. On August 18, 2015 an amendment was filed to the Preferred Shares Rights Agreement changing the final expiration date to mean the fifth anniversary of the date of the original agreement. All other original rights and provisions remain the same. On May 22, 2017 an amendment was filed extending the final expiration date to mean the seventh anniversary date of the original agreement. All other original rights and provisions remain the same. On February 22, 2019 an amendment was filed extending the final expiration date to mean the ninth anniversary date of the original agreement. All other original rights and provisions remain the same. On March 4, 2021 an amendment was filed extending the final expiration date to mean the eleventh anniversary date of the original agreement. All other original rights and provisions remain the same.

14

11. Uncertainties and COVID-19

The COVID-19 outbreak in the United States during 2020 resulted in reduced customer traffic for our franchisees, resulting in reduced royalty revenue and ultimately reduced nontraditional revenues with a significant impact in April and May 2020. Through the year end 2020 and the end of our first quarter, February 28, 2021 franchise sales continued to increase as more on-line and delivery tools were utilized.

While the Coronavirus pandemic has created challenges for restaurants around the country, our franchisees have done what we believe is an excellent job adapting to the changing regulations and government mandates through the last 12 months. In 2021 states have begun to open up and ease restrictions with varying degrees by state. In the first quarter of 2021 royalty revenues were down 10.5% compared to 2020. In the first quarter 2021 our franchisees sales were also affected by a harsh cold and snowy February for the midwestern states. We are continuing to evaluate the effects of the Coronavirus pandemic outbreak on our operations.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Certain statements contained in Management's Discussion and Analysis of Financial Condition and Results of Operations, including statements regarding the development of the Company's business, the markets for the Company's products, anticipated capital expenditures, and the effects of completed and proposed acquisitions, and other statements contained herein regarding matters that are not historical facts, are forward-looking statements as is within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Because such statements include risks and uncertainties, actual results could differ materially from those expressed or implied by such forward-looking statements as set forth in this report, the Company's Annual Report on Form 10-K and other reports that the Company files with the Securities and Exchange Commission. Certain risks and uncertainties are wholly or partially outside the control of the Company and its management, including its ability to attract new franchisees; the continued success of current franchisees; the effects of competition on franchisees and consumer acceptance of the Company's products in new and existing markets; fluctuation in development and operating costs; brand awareness; availability and terms of capital; adverse publicity; acceptance of new product offerings; availability of locations and terms of sites for store development; food, labor and employee benefit costs; changes in government regulation (including increases in the minimum wage); regional economic and weather conditions; the hiring, training, and retention of skilled corporate and restaurant management; and the integration and assimilation of acquired concepts. Accordingly, readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date hereof. The Company undertakes no obligation to publicly release the results of any revision to these forward-looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

General

There are 71 franchised and 3 licensed units at February 28, 2021 compared to 73 franchised and 7 licensed units at February 29, 2020.  System-wide revenues for the three months ended February 28, 2021 were $7.3 million and February 29, 2020 was $8.1 million.

The Company's revenues are derived primarily from the ongoing royalties paid to the Company by its franchisees and receipt of initial franchise fees.  Additionally, the Company derives revenue from the sale of licensed products (My Favorite Muffin mix, Big Apple Bagels cream cheese and Brewster's coffee), and through nontraditional channels of distribution through a licensing agreement with Green Beans Coffee.

15

Royalty fees represent a 5% fee on net retail and wholesale sales of franchised units. Royalty revenues are recognized on an accrual basis using actual franchise receipts. Generally, franchisees report and remit royalties on a weekly basis. The majority of month-end receipts are recorded on an accrual basis based on actual numbers from reports received from franchisees shortly after the month-end. Estimates are utilized in certain instances where actual numbers have not been received and such estimates are based on the average of the last 10 weeks’ actual reported sales.

There are two items involving revenue recognition of contracts that require us to make subjective judgments: the determination of which performance obligations are distinct within the context of the overall contract and the estimated stand-alone selling price of each obligation. In instances where our contract includes significant customization or modification services, the customization and modification services are generally combined and recorded as one distinct performance obligation.

The Company earns licensing fees from the sale of BAB branded products, which includes coffee, cream cheese, muffin mix and frozen bagels from a third-party commercial bakery, to the franchised and licensed units.

As of February 28, 2021, the Company employed 12 full-time employees at the Corporate office. The employees are responsible for corporate management and oversight, accounting, advertising and franchising.  None of the Company's employees are subject to any collective bargaining agreements and management considers its relations with its employees to be good.

Results of Operations

Three Months Ended February 28, 2021 versus Three Months Ended February 29, 2020

For the three months ended February 28, 2021 and February 29, 2020, the Company reported net income of $333,000 and net income of $43,000, respectively. Total revenue of $723,000 increased $27,000, or 3.9%, for the three months ended February 28, 2021, as compared to total revenue of $696,000 for the three months ended February 29, 2020.

Royalty fee revenue of $347,000, for the quarter ended February 28, 2021, decreased $40,000, or 10.3%, from the $387,000 for quarter ended February 29, 2020. The primary reasons royalty revenue decreased was 2020 included one extra day for leap year, a harsher Midwest winter in February of 2021 and continued effects of states limiting in store dining and operating restrictions due to the Coronavirus pandemic.

Franchise fee revenues of $17,000, for the quarter ended February 28, 2021, increased $13,000, or 325.0%, from the $4,000 for the quarter ended February 29, 2020. One store closed in 2021 that resulted in $12,000 of franchise fees recognized. The $5,000 for 2021 and $4,000 for 2020 was amortization of franchise fees.

Licensing fee and other income of $158,000, for the quarter ended February 28, 2021, increased $81,000 or 105.2% from $77,000 for same quarter 2020. There was a $95,000 increase in settlement income and an increase in Sign Shop revenue of $2,000, offset by a decrease in nontraditional revenues of $13,000, a decrease of $2,000 in license fee revenue and a $1,000 decrease in gift card revenue in 2021 versus 2020.

Marketing Fund revenues of $201,000, for the quarter ended February 28, 2021, decreased $27,000, or 11.8%. The primary reasons Marketing Fund revenue decreased was 2020 included one extra day for leap year, a harsher Midwest winter in February of 2021 and continued effects of states limiting in store dining and operating restrictions due to the Coronavirus pandemic.

16

Total operating expenses of $586,000, for the quarter ended February 2021, decreased $52,000, or 8.2% from $638,000 for the quarter ended February 29, 2020. The decrease was primarily a related to a reduction in Marketing Fund expenses of $27,000, payroll expense reduction of $20,000, a $12,000 reduction in advertising and promotion and a $7,000 decrease in travel, offset by an increase of $9,000 in legal and consulting, $3,000 increase in business insurance and a $2,000 increase in Sign Shop expenses in 2021 versus 2020. The Marketing Fund and travel expense decreases were primarily due to COVID-19 state restrictions.

On May 1, 2020 the Company received loan proceeds of $228,000 through the CARES act offered by the Treasury Department and Small Business Administration. On December 9, 2020 the Company was notified that the loan was forgiven in full, including any accrued interest. The cash received was used to pay employees, employee benefits, rent and utilities. On December 9, 2020, the SBA forgave the debt from the PPP loan and it is included in other income in the first quarter 2021.

For the three months ended February 28, 2021 the provision for income tax was $32,000, compared to a $15,000 income tax provision for the three months ending February 29, 2020.

Earnings per share, as reported for basic and diluted outstanding shares for the quarters ended February 28, 2021 and February 29, 2020 was $.05 and $0.01 respectively.

Liquidity and Capital Resources

At February 28, 2021, the Company had working capital of $976,000 and unrestricted cash of $1,333,000. At February 29, 2020 the Company had working capital of $651,000 and unrestricted cash of $939,000.

During the three months ended February 28, 2021, the Company had net income of $333,000 and operating activities provided cash of $162,000. The principal adjustments to reconcile the net income to cash provided by operating activities for the three months ending February 28, 2021 was depreciation and amortization of $1,000, deferred tax expense of $21,000 and noncash lease expense of $25,000, less PPP loan forgiveness of $228,000 and the provision for uncollectible accounts of $1,000. In addition, changes in operating assets and liabilities increased cash by $10,000. During the three months ended February 29, 2020, the Company had net income of $43,000 and operating activities provided cash of $50,000. The principal adjustments to reconcile net income to cash provided in operating activities for the three months ending February 29, 2020 was noncash lease expense of $35,000, depreciation and amortization of $1,000, less provision for uncollectible accounts of $3,000. In addition, changes in operating assets and liabilities decreased cash by $26,000.

The Company had no investing activities during the quarter ended February 28, 2021 and $2,000 of trademark capitalization for the same period 2020.

Cash distributions/dividends used $73,000 in financing activities in 2021 versus $218,000 of cash distributions/dividends for the same period 2020.

Cash Distribution and Dividend Policy

The Company will continue to monitor the impact of the Coronavirus Pandemic on its operations when determining the future cash distribution/dividend payments. Cash distributions/dividend payments will be considered after reviewing profitability expectations and financing needs and will be declared at the discretion of the Board of Directors. The Company will continue to analyze its ability to pay cash distributions/dividends on a quarterly basis. For fiscal 2021 a $0.01 cash distribution has been declared for the first and second quarters.

Determination of whether distributions are considered a cash distribution, cash dividend or combination of the two will not be made until after December 31, 2021, as the classification or combination is dependent upon the Company’s earnings and profits for tax purposes for its fiscal year ending November 30, 2021.

17

Recent Accounting Pronouncements

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard’s main goal is to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope, including trade receivables. The amendments in this update broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The guidance in ASU 2016-13 is effective for public companies for fiscal years and for interim periods with those fiscal years beginning after December 15, 2020. The Company will adopt ASU 2019-13 for fiscal year ending November 30, 2022 and the adoption of this guidance is not expected to have any material impact on the Company’s financial position, cash flows or results of operations.

In December 2019, the FASB issued ASU 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The amendments in ASU 2019-12 are effective for public business entities for fiscal years beginning after December 15, 2023, including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have yet been issued. The Company will adopt ASU 2019-12 for fiscal year ending November 30, 2024 and the adoption of this guidance is not expected to have any material impact on the Company’s financial position, cash flows or results of operations.

Management does not believe that there are any recently issued and effective or not yet effective accounting pronouncements as of February 28, 2021 that would have or are expected to have any significant effect on the Company’s financial position, cash flows or income statement.

Critical Accounting Policies

The Company has identified other significant accounting policies that, as a result of the judgments, uncertainties, uniqueness and complexities of the underlying accounting standards and operations involved could result in material changes to its financial condition or results of operations under different conditions or using different assumptions.  The Company's most critical accounting policies are related to revenue recognition, valuation of long-lived and intangible assets, deferred tax assets and the related valuation allowance.  Details regarding the Company's use of these policies and the related estimates are described in the Company's Annual Report on Form 10-K for the fiscal year ended November 30, 2020, filed with the Securities and Exchange Commission on February 26, 2021. 

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

BAB, Inc. has no interest, currency or derivative market risk.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of both our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report. Based on such evaluation, both our Chief Executive Officer and Chief Financial Officer have concluded that, as of February 28, 2021 our disclosure controls and procedures are effective (i) to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) to ensure that information required to be disclosed by us in the reports that we submit under the Exchange Act is accumulated and communicated to our management, including our executive and financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15(d)-15(f) under the Exchange Act) during the three months of fiscal year 2021 to which this report relates that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Compliance with Section 404 of Sarbanes-Oxley Act

The Company is in compliance with Section 404 of the Sarbanes-Oxley Act of 2002 (the “Act”).

19

PART II

ITEM 1. LEGAL PROCEEDINGS

We may be subject to various legal proceedings and claims, either asserted or unasserted, which arise in the ordinary course of business. While the outcome of such proceedings or claims cannot be predicted with certainty, management does not believe that the outcome of any of such proceedings or claims will have a material effect on our financial position. We know of no pending or threatened proceeding or claim to which we are or will be a party.

ITEM 2.   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

ITEM 5. OTHER INFORMATION

Amendment No. 5 to the Company’s Preferred Shares Rights Agreement dated May 6, 2013 was filed on March 8, 2021. The amendment revises the definition of “Final Expiration Date” to mean the eleventh anniversary of the date of the Preferred Shares Rights Agreement.

20

(a)  EXHIBITS

The following exhibits are filed herewith.

INDEX NUMBER	DESCRIPTION
3.1	Articles of Incorporation (See Form 10-KSB for year ended November 30, 2006 filed February 28, 2007)
3.2	Bylaws of the Company (See Form 10-KSB for year ended November 30, 2006 filed February 28, 2007)
4.1	Preferred Shares Rights Agreement (See Form 8-K filed May 7, 2013)
4.2	Preferred Shares Rights Agreement Amendment No. 1 (See Form 8-K filed June 18, 2014)
4.3	Preferred Shares Rights Agreement Amendment No. 2 (See Form 8-K filed August 18, 2015)
4.4	Preferred Shares Rights Agreement Amendment No. 3 (See Form 8-K filed May 22, 2017)
4.5	Preferred Shares Rights Agreement Amendment No. 4 (See Form 8-K filed February 22, 2019)
4.6	Preferred Shares Rights Agreement Amendment No. 5 (See Form 8-K filed March 8, 2021)
21.1	List of Subsidiaries of the Company
31.1, 31.2	Section 302 of the Sarbanes-Oxley Act of 2002
32.1, 32.2	Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation
101.DEF	XBRL Taxonomy Extension Definition
101.LAB	XBRL Taxonomy Extension Labels
101.PRE	XBRL Taxonomy Extension Presentation

21

SIGNATURE

In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BAB, Inc.

Dated: April 14, 2021	/s/ Geraldine Conn
	Geraldine Conn
	Chief Financial Officer

22

EX-21.1

Exhibit 21.1

BAB Systems, Inc., an Illinois corporation

BAB Operations, Inc., an Illinois corporation

BAB Investments, Inc., an Illinois corporation

EX-31.1

Exhibit 31.1

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER PURSUANT TO RULE 13A-14 (a) OR RULE 15d-14 (a) OF THE SECURITIES EXCHANGE ACT OF 1934.

I, Michael W. Evans, certify that:

(1) I have reviewed this quarterly report on Form 10-Q of BAB, Inc.

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a -15(e) and 15d -15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a – 15(f) and 15d -15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

(5) The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 14, 2021	by / s/ Michael W. Evans
	Michael W. Evans, Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO RULE 13A-14 (a) OR RULE 15d-14 (a) OF THE SECURITIES EXCHANGE ACT OF 1934.

I, Geraldine Conn, certify that:

(1) I have reviewed this quarterly report on Form 10-Q of BAB, Inc.

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

(4) The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a -15(e) and 15d -15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a–15(f) and 15d -15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

(5) The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.  

Date: April 14, 2021	By: /s/ Geraldine Conn
	Geraldine Conn, Chief Financial Officer

EX-32.1

Exhibit 32.1

BAB, Inc.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the BAB, Inc. (the "Company") Quarterly Report on Form 10-Q for the period ended February 28, 2021, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Michael W. Evans, Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition, results of operations, and cash flows of the Company.

Date:  April 14, 2021	By:  /s/ Michael W. Evans
	Michael W. Evans, Chief Executive Officer

EX-32.2

Exhibit 32.2

BAB, Inc.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the BAB, Inc. (the "Company") Quarterly Report on Form 10-Q for the period ended February 28, 2021, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Geraldine Conn, Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition, results of operations, and cash flows of the Company.

Date:  April 14, 2021	By:   /s/ Geraldine Conn
	Geraldine Conn, Chief Financial Officer

XML

Document And Entity Information - shares	3 Months Ended
	Feb. 28, 2021	Apr. 14, 2021
Document Information [Line Items]
Entity Registrant Name	BAB, INC.
Entity Central Index Key	0001123596
Trading Symbol	babb
Current Fiscal Year End Date	--11-30
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding (in shares)		7,263,508
Entity Shell Company	false
Document Type	10-Q
Document Period End Date	Feb. 28, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Amendment Flag	false
Title of 12(b) Security	Common Stock

XML

Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Feb. 28, 2021	Nov. 30, 2020
Current Assets
Cash	$ 1,332,529	$ 1,236,081
Restricted cash	389,721	396,842
Receivables
Trade accounts and notes receivable (net of allowance for doubtful accounts of $16,743 in 2021 and $18,152 in 2020 )	62,773	62,969
Marketing fund contributions receivable from franchisees and stores	18,424	17,544
Prepaid expenses and other current assets	87,257	96,723
Total Current Assets	1,890,704	1,810,159
Property, plant and equipment (net of accumulated depreciation of $157,504 in 2021 and $157,118 in 2020)	1,910	2,296
Trademarks	461,445	461,445
Goodwill	1,493,771	1,493,771
Definite lived intangible assets (net of accumulated amortization of $128,301 in 2021 and $127,474 in 2020)	22,880	23,707
Operating lease right of use	282,143	303,084
Total Noncurrent Assets	2,262,149	2,284,303
Total Assets	4,152,853	4,094,462
Current Liabilities
Accounts payable	4,293	10,279
Accrued expenses and other current liabilities	322,510	288,888
Contract with customer, liability, current	615,804	599,965
Current portion operating lease liability	100,937	99,149
Payroll Protection Program loan		228,155
Total Current Liabilities	900,431	1,078,616
Long-term Liabilities (net of current portion)
Operating lease liability	234,047	260,094
Contract with customer, liability, noncurrent	95,334	97,798
Deferred tax liability	105,940	84,940
Total Long-term Liabilities	418,799	442,832
Total Liabilities	1,319,230	1,521,448
Stockholders' Equity
Preferred shares
Common stock -$.001 par value; 15,000,000 shares authorized; 8,466,953 shares issued and 7,263,508 shares outstanding as of February 28, 2021 and November 30, 2020	13,508,257	13,508,257
Additional paid-in capital	987,034	987,034
Treasury stock	(222,781)	(222,781)
Accumulated deficit	(11,438,887)	(11,699,496)
Total Stockholders' Equity	2,833,623	2,573,014
Total Liabilities and Stockholders' Equity	4,152,853	4,094,462
Series A Preferred Stock [Member]
Stockholders' Equity
Preferred shares
Marketing Fund [Member]
Current Liabilities
Contract with customer, liability, current	406,659	387,117
Franchise [Member]
Current Liabilities
Contract with customer, liability, current	42,460	33,957
Long-term Liabilities (net of current portion)
Contract with customer, liability, noncurrent	75,836	93,929
License [Member]
Current Liabilities
Contract with customer, liability, current	23,572	31,071
Long-term Liabilities (net of current portion)
Contract with customer, liability, noncurrent	$ 2,976	$ 3,869

XML

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)	Feb. 28, 2021	Nov. 30, 2020
Trade accounts and notes receivable, allowance for doubtful accounts	$ 16,743	$ 18,152
Property, plant and equipment, accumulated depreciation	157,504	157,118
Definite lived intangible assets, accumulated amortization	$ 128,301	$ 127,474
Preferred shares, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred shares, authorized (in shares)	4,000,000	4,000,000
Preferred shares, outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	15,000,000	15,000,000
Common stock, issued (in shares)	8,466,953	8,466,953
Common stock, outstanding (in shares)	7,263,508	7,263,508
Series A Preferred Stock [Member]
Preferred shares, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred shares, authorized (in shares)	1,000,000	1,000,000
Preferred shares, outstanding (in shares)	0	0

XML

Consolidated Statements of Income (Unaudited) - USD ($)	3 Months Ended
	Feb. 28, 2021	Feb. 29, 2020
REVENUES
Revenues	$ 722,905	$ 695,684
OPERATING EXPENSES
Payroll and payroll-related expenses	209,770	230,405
Occupancy	34,706	33,678
Advertising and promotion	1,568	13,910
Professional service fees	58,037	49,117
Travel	1,027	7,999
Employee benefit expenses	37,998	37,190
Depreciation and amortization	1,214	740
Marketing fund expenses	201,476	227,521
Other	40,142	37,034
Total Operating Expenses	585,938	637,594
Income from operations	136,967	58,090
Interest income	123	104
Loan forgiveness	228,155
Income before provision for income taxes	365,245	58,194
Provision for income taxes
Current tax expense	11,000	15,000
Deferred tax expense	21,000
Total Tax Provision	32,000	15,000
Net Income	$ 333,245	$ 43,194
Net Income per share - Basic and Diluted (in dollars per share)	$ 0.05	$ 0.01
Weighted average shares outstanding - Basic and diluted (in shares)	7,263,508	7,263,508
Cash distributions declared per share (in dollars per share)	$ 0.01	$ 0.03
Royalty [Member]
REVENUES
Revenues	$ 346,660	$ 387,339
Franchise [Member]
REVENUES
Revenues	16,839	3,650
Licensing Fees and Other Income [Member]
REVENUES
Revenues	157,930	77,174
Marketing Fund [Member]
REVENUES
Revenues	$ 201,476	$ 227,521

XML

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Feb. 28, 2021	Feb. 29, 2020
Operating activities
Net Income	$ 333,245	$ 43,194
Adjustments to reconcile net income to cash flows provided by operating activities:
Depreciation and amortization	1,213	740
Deferred tax expense	21,000
Provision for uncollectible accounts, net of recoveries	(609)	(2,646)
Noncash lease expense	24,827	35,094
Loan forgiveness	(228,155)
Changes in:
Trade accounts receivable and notes receivable	26,588	(7,511)
Marketing fund contributions receivable	(880)	(2,613)
Prepaid expenses and other	9,466	10,740
Accounts payable	(5,986)	1,040
Accrued liabilities	33,621	(3,189)
Unexpended marketing fund contributions	(6,241)	(11,458)
Deferred revenue	(17,981)	14,465
Operating lease liability	(28,145)	(27,483)
Net Cash Provided by Operating Activities	161,963	50,373
Investing activities
Capitalization of trademark renewals		(1,525)
Net Cash Used In Investing Activities		(1,525)
Financing activities
Cash distributions/dividends	(72,636)	(217,906)
Net Cash Used In Financing Activities	(72,636)	(217,906)
Net Increase/(Decrease) in Cash and Restricted Cash	89,327	(169,058)
Cash and Restricted Cash - Beginning of Period	1,632,923	1,495,669
Cash and Restricted Cash - End of Period	1,722,250	1,326,611
Supplemental disclosure of cash flow information:
Interest paid
Income taxes paid	$ 1,700

XML

Note 1 - Nature of Operations

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Nature of Operations [Text Block]

Note

1.

Nature of Operations

BAB, Inc. (“the Company”) has

three

wholly owned subsidiaries: BAB Systems, Inc. (“Systems”), BAB Operations, Inc. (“Operations”) and BAB Investments, Inc. (“Investments”). Systems was incorporated on

December 2, 1992,

and was primarily established to franchise Big Apple Bagels® (“BAB”) specialty bagel retail stores. My Favorite Muffin (“MFM”) was acquired in

1997

and is included as a part of Systems. Brewster's (“Brewster's”) was established in

1996

and the coffee is sold in BAB and MFM locations. SweetDuet® (“SD”) frozen yogurt can be added as an additional brand in a BAB location. Operations was formed in

1995,

primarily to operate Company-owned stores of which there are currently

none.

The assets of Jacobs Bros. Bagels (“Jacobs Bros.”) were acquired in

1999,

and any branded wholesale business uses this trademark. Investments was incorporated in

2009

to be used for the purpose of acquisitions. To date there have been

no

acquisitions.

The Company was incorporated under the laws of the State of Delaware on

July 12, 2000. 

The Company currently franchises and licenses bagel and muffin retail units under the BAB, MFM and SD trade names. At

February 28, 2021,

the Company had

71

franchise units and

3

licensed units in operation in

21

states. There is

1

unit under development. The Company additionally derives income from the sale of its trademark bagels, muffins and coffee through nontraditional channels of distribution including under a licensing agreement with Green Beans Coffee.

The BAB franchised brand consists of units operating as “Big Apple Bagels®,” featuring daily baked bagels, flavored cream cheeses, premium coffees, gourmet bagel sandwiches and other related products. BAB units are primarily concentrated in the Midwest and Western United States.  The MFM brand consists of units operating as “My Favorite Muffin Gourmet Muffin Bakery™” (“MFM Bakery”), featuring a large variety of freshly baked muffins and coffees and units operating as “My Favorite Muffin Your All Day Bakery Café®” (“MFM Cafe”) featuring these products as well as a variety of specialty bagel sandwiches and related products.  The SweetDuet® is a branded self-serve frozen yogurt that can be added as an additional brand in a BAB location.  Although the Company doesn't actively market Brewster's stand-alone franchises, Brewster's coffee products are sold in most franchised units.     

The Company is leveraging on the natural synergy of distributing muffin products in existing BAB units and, alternatively, bagel products and Brewster's Coffee in existing MFM units. The Company expects to continue to realize efficiencies in servicing the combined base of BAB and MFM franchisees.

The accompanying condensed consolidated financial statements are unaudited. These financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been omitted pursuant to such SEC rules and regulations; nevertheless, the Company believes that the disclosures are adequate to make the information presented

not

misleading.  These financial statements and the notes hereto should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form

10

-K for the year ended

November 30, 2020

which was filed

February 26, 2021. 

In the opinion of the Company's management, the condensed consolidated financial statements for the unaudited interim period presented include all adjustments, including normal recurring adjustments, necessary to fairly present the results of such interim period and the financial position as of the end of said period. The results of operations for the interim period are

not

necessarily indicative of the results for the full year.

XML

Note 2 - Summary of Significant Accounting Policies

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Significant Accounting Policies [Text Block]

2.

Summary of Significant Accounting Policies

Unaudited Consolidated Financial Statements

The accompanying unaudited Condensed Consolidated Financial Statements of BAB, Inc. have been prepared pursuant to generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for Form

10

-Q. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the financial statements and accompanying notes are in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported periods. Actual results could differ from those estimates.

Accounts and Notes Receivable

Receivables are carried at original invoice amount less estimates for doubtful accounts. Management determines the allowance for doubtful accounts by reviewing and identifying troubled accounts and by using historical collection experience. A receivable is considered to be past due if any portion of the receivable balance is outstanding

90

days past the due date. Receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded as income when received. Certain receivables have been converted to unsecured interest-bearing notes.

Property, Plant and Equipment

Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Estimated useful lives are

3

to

7

years for property and equipment and

10

years, or term of lease if less, for leasehold improvements. Maintenance and repairs are charged to expense as incurred. Expenditures that materially extend the useful lives of assets are capitalized.

Advertising and Promotion Costs

The Company expenses advertising and promotion costs as incurred. All advertising and promotion costs were related to the Company's franchise operations.

Leases

The company accounts for leases under ASC

842.

Lease arrangements are determined at the inception of the contract. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current and long-term operating lease liabilities on the consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities on the consolidated balance sheets. 

Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most leases do

not

provide an implicit rate, we use an incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. The lease terms

may

include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

Recent Accounting Pronouncements

In

June 2016,

the FASB issued ASU

2016

-

13,

 

Financial Instruments

—

Credit Losses (Topic

326

): Measurement of Credit Losses on Financial Instruments

. The standard's main goal is to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope, including trade receivables. The amendments in this update broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The guidance in ASU

2016

-

13

is effective for public companies for fiscal years and for interim periods with those fiscal years beginning after

December 15, 2023.

The Company will adopt ASU 

2019

-

13

 for fiscal year ending 

November 30, 2024

and the adoption of this guidance is

not

expected to have any material impact on the Company's financial position, cash flows or results of operations

.

In

December 2019,

the FASB issued ASU

2019

-

12,

 “

Income Taxes (Topic

740

): Simplifying the Accounting for Income Taxes,

” which is intended to simplify various aspects related to accounting for income taxes. ASU

2019

-

12

removes certain exceptions to the general principles in Topic

740

and also clarifies and amends existing guidance to improve consistent application. The amendments in ASU

2019

-

12

are effective for public business entities for fiscal years beginning after

December 15, 2020,

including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have yet been issued. The Company will adopt ASU 

2019

-

12

for fiscal year ending 

November 30, 2022

and the adoption of this guidance is

not

expected to have any material impact on the Company's financial position, cash flows or results of operations

.

Management does

not

believe that there are any recently issued and effective or

not

yet effective accounting pronouncements as of

February 28, 2021

that would have or are expected to have any significant effect on the Company's financial position, cash flows or income statement.

Statement of Cash Flows

The chart below shows the cash and restricted cash within the consolidated statements of cash flows as of

February 28, 2021

and

February

29,

2020

were as follows:

	February 28, 2021		February 29, 2020
Cash and cash equivalents	$	1,332,529	$	939,402
Restricted cash		389,721		387,209
Total cash and restricted cash	$	1,722,250	$	1,326,611

XML

Note 3 - Revenue Recognition

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Revenue from Contract with Customer [Text Block]

3.

Revenue Recognition

Franchise and related revenue

The Company sells individual franchises. The franchise agreements typically require the franchisee to pay an initial, non-refundable fee prior to opening the respective location(s), and continuing royalty fees on a weekly basis based upon a percentage of franchisee net sales. The initial term of franchise agreements are typically

10

years.  Subject to the Company's approval, a franchisee

may

generally renew the franchise agreement upon its expiration.  If approved, a franchisee

may

transfer a franchise agreement to a new or existing franchisee, at which point a transfer fee is typically paid by the current owner which then terminates that franchise agreement. A franchise agreement is signed with the new franchisee with

no

franchise fee required. If a contract is terminated prior to its term, it is a breach of contract and a penalty is assessed based on a formula reviewed and approved by management. Revenue generated from a contract breach is termed settlement income by the Company and included in licensing fees and other income.

Under the terms of our franchise agreements, the Company typically promises to provide franchise rights, pre-opening services such as blueprints, operational materials, planning and functional training courses, and ongoing services, such as management of the marketing fund. The Company considers certain pre-opening activities and the franchise rights and related ongoing services to represent

two

separate performance obligations. The franchise fee revenue has been allocated to the

two

separate performance obligations using a residual approach. The Company has estimated the value of performance obligations related to certain pre-opening activities deemed to be distinct based on cost plus an applicable margin, and assigned the remaining amount of the initial franchise fee to the franchise rights and ongoing services. Revenue allocated to preopening activities is recognized when (or as) these services are performed. Revenue allocated to franchise rights and ongoing services is deferred until the store opens, and recognized on a straight-line basis over the duration of the agreement, as this ensures that revenue recognition aligns with the customer's access to the franchise right.

Royalty fees from franchised stores represent a

5%

fee on net retail and wholesale sales of franchised units. Royalty revenues are recognized on an accrual basis using actual franchise receipts. Generally, franchisees report and remit royalties on a weekly basis. The majority of month-end receipts are recorded on an accrual basis based on actual numbers from reports received from franchisees shortly after the month-end. Estimates are utilized in certain instances where actual numbers have

not

been received and such estimates are based on the average of the last

10

weeks' actual reported sales.

Royalty revenue is recognized during the respective franchise agreement based on the royalties earned each period as the underlying franchise store sales occur.

There are

two

items involving revenue recognition of contracts that require us to make subjective judgments: the determination of which performance obligations are distinct within the context of the overall contract and the estimated stand-alone selling price of each obligation. In instances where our contract includes significant customization or modification services, the customization and modification services are generally combined and recorded as

one

distinct performance obligation.

Gift Card Breakage Revenue

The Company sells gift cards to its customers in its retail stores and through its Corporate office. The Company's gift cards do

not

have an expiration date and are

not

redeemable for cash except where required by law. Revenue from gift cards is recognized upon redemption in exchange for product and reported within franchisee store revenue and the royalty and marketing fees are paid and shown in the Condensed Consolidated Statements of Income. Until redemption, outstanding customer balances are recorded as a liability. An obligation is recorded at the time of sale of the gift card and it is included in accrued expenses on the Company's Condensed Consolidated Balance Sheets.

The liability is reduced when the gift cards are redeemed by a franchise. Although there are

no

expiration dates for our gift cards, based on our analysis of historical gift card redemption patterns, we can reasonably estimate the amount of gift cards for which redemption is remote, which is referred to as “breakage.” The Company recognizes gift card breakage proportional to actual gift card redemptions on a quarterly basis and the corresponding revenue is included in licensing fees and other revenue. Significant judgments and estimates are required in determining the breakage rate and will be reassessed each quarter.

Nontraditional and rebate revenue

As part of the Company's franchise agreements, the franchisee purchases products and supplies from designated vendors.  The Company

may

receive various fees and rebates from the vendors and distributors on product purchases by franchisees.  In addition, the Company

may

collect various initial fees, and those fees are classified as deferred revenue in the balance sheet and straight lined over the life of the contract as deferred revenue in the balance sheet. The Company does

not

possess control of the products prior to their transfer to the franchisee and products are delivered to franchisees directly from the vendor or their distributors. The Company recognizes the rebates as franchisees purchase products and supplies from vendors or distributors and recognizes the initial fees over the contract life and the fees are reported as licensing fees and other income in the Condensed Consolidated Statements of Income.

Marketing Fund

Franchise agreements require the franchisee to pay continuing marketing fees on a weekly basis, based on a percentage of franchisee sales. Marketing fees are

not

paid on franchise wholesale sales. The balance sheet includes marketing fund cash, which is the restricted cash, accounts receivable and unexpended marketing fund contributions. Although the marketing fees are

not

separate performance obligations distinct from the underlying franchise right, the Company acts as the principal as it is primarily responsible for the fulfillment and control of the marketing services. As a result, the Company records marketing fees in revenues and related marketing fund expenditures in expenses in the Condensed Consolidated Statement of Income. The Company historically presented the net activities of the marketing fund within the balance sheet in the Condensed Consolidated Balance Sheet. While this reclassification impacts the gross amount of reported revenue and expenses the amounts will be offsetting, and there is

no

impact on net income.   

Disaggregation of Revenue

The following table presents disaggregation of revenue from contracts with customers for the

three

months ended

February 28,

2021and

February

29,

2020:

	For three months ended February 28, 2021		For three months ended February 29, 2020
Revenue recognized at a point in time
Sign Shop revenue	$	3,002	$	909
Settlement revenue		95,307		631
Total revenue at a point in time		98,309		1,540
Revenue recognized over time
Royalty revenue		346,660		387,339
Franchise fees		16,839		3,650
License fees		6,750		9,041
Gift card revenue		1,561		2,451
Nontraditional revenue		51,310		64,142
Marketing fund revenue		201,476		227,521
Total revenue over time		624,596		694,144
Grand total	$	722,905	$	695,684

Contract balances

The balance of contract liabilities includes franchise fees, license fees and vendor payments that have ongoing contract rights and the fees are being straight lined over the contract life. Contract liabilities also include marketing fund balances and gift card liability balances.

	For the Three Months Ended February 28, 2021		Fiscal Year to Date November 30, 2020
Liabilities
Contract liabilities - current	$	615,804	$	599,965
Contract liabilities - long-term		95,334		97,798
Total Contract Liabilities	$	711,138	$	697,763

	For the Three Months Ended February 28, 2021			Fiscal Year to Date November 30, 2020
Contract Liabilities at beginning of period	$	697,763		$	702,834
Revenue Recognized during period		(235,660	)		(780,940	)
Additions during period		249,035			775,869
Contract Liabilities at end of period	$	711,138		$	697,763

Transaction price allocated to remaining performance obligations (franchise agreements and license fee agreement) for the year ended

November 30:

(a)	2021	$	45,647
	2022	$	20,281
	2023	$	15,837
	2024	$	13,706
	2025	$	13,540
	Thereafter	$	35,833
	Total	$	144,844

(a) represents the estimate for the remainder of

2021

The Company has elected to apply certain practical expedients as defined in ASC

606

-

10

-

50

-

14

through

606

-

10

-

50

-

14A,

including (i) performance obligations that are a part of a contract that has an original expected duration of

one

year or less; (ii) the right to invoice practical expedient; and (iii) variable consideration related to unsatisfied performance obligations that is allocated entirely to a wholly unsatisfied promise to transfer a distinct service that forms part of a single performance obligation, and the terms of that variable consideration relate specifically to our efforts to transfer the distinct service, or to a specific outcome from transferring the distinct service. As such, sales-based royalty and marketing income, as well as gift card breakage revenue, is

not

included in the above transaction price chart.

XML

Note 4 - Units Open and Under Development

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Units Open and Under Development [Text Block]

4.

Units Open and Under Development

Units which are open or under development at

February 28, 2021

are as follows:

	February 28, 2021		February 29, 2020
Stores open:
Franchisee-owned stores		71		73
Licensed Units		3		7
		74		80
Unopened stores with Franchise Agreements		1		2
Total operating units and units with Franchise Agreements		75		82

XML

Note 5 - Earnings Per Share

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Earnings Per Share [Text Block]

5.

Earnings per Share

The following table sets forth the computation of basic and diluted earnings per share: 

	February 28, 2021		February 29, 2020
Numerator:
Net income available to common shareholders	$	333,245	$	43,194
Denominator:
Weighted average outstanding shares
Basic and diluted		7,263,508		7,263,508
Earnings per Share - Basic and diluted	$	0.05	$	0.01

XML

Note 6 - Goodwill and Other Intangible Assets

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Goodwill and Intangible Assets Disclosure [Text Block]

6.

Goodwill and Other Intangible Assets

Accounting Standard Codification (“ASC”)

350

“Goodwill and Other Intangible Assets” requires that assets with indefinite lives

no

longer be amortized, but instead be subject to annual impairment tests.

Following the guidelines contained in ASC

350,

the Company tests goodwill and intangible assets that are

not

subject to amortization for impairment annually or more frequently if events or circumstances indicate that impairment is possible. The Company has elected to conduct its annual test during the

first

quarter. During the quarters ended

February 28, 2021

and

February

29,

2020,

management qualitatively assessed goodwill to determine whether testing was necessary. Factors that management considers in this assessment include macroeconomic conditions, industry and market considerations, overall financial performance (both current and projected), changes in management and strategy, and changes in the composition and carrying amounts of net assets. If this qualitative assessment indicates that it is more likely than

not

that the fair value of a reporting unit is less than it's carrying value, a quantitative assessment is then performed.

Although the COVID-

19

pandemic has caused significant disruption to our industry, the Company has been able to recover much quicker than expected and

2020

royalty revenues were

83.7%

of fiscal

2019

royalty revenues. We find the same trend in

2021

with royalty revenue down

10.5%

(which included

2020

leap year day and

2021

harsher winter weather in the Midwest). Management reviewed and updated the qualitative assessment for the

first

quarter

2021

and does

not

believe that any impairment exists at

February 28, 2021.

After reviewing the changes to the Company's operations and overall business environment during the

first

quarter

2021,

management believes that the decrease in sales is temporary and has determined that the carrying value of goodwill was

not

impaired at

February 28, 2021,

and was

not

considered necessary. In addition, the overall fair market value of the Company exceeds the book value of intangibles and goodwill as of

February 28, 2021.

XML

Note 7 - Lease Commitments

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Commitments Disclosure [Text Block]

7.

Lease Commitments

The Company rents its office under an operating lease which requires it to pay base rent, real estate taxes, insurance and general repairs and maintenance. A lease was signed in

June

of

2018,

effective

October 1, 2018,

expiring on

March 31, 2024

with an option to renew for a

5

year period. A

six

month rent abatement and tenant allowance was provided in the lease, with any unused portion to be applied to base rent. The unused portion was determined to be

$21,300.

The renewal option has

not

been included in the measurement of the lease liability.

Monthly rent expense is recognized on a straight-line basis over the term of the lease. At

February 28, 2021

the remaining lease term was

37

months. The operating lease is included in the balance sheet at the present value of the lease payments at a

5.25%

discount rate. The discount rate was considered to be an estimate of the Company's incremental borrowing rate.

Gross future minimum annual rental commitments as of

February 28, 2021

are as follows:

	Undiscounted Rent Payments
Year Ending November 30:
2021	$	84,878
2022		115,673
2023		118,322
2024		40,177
Total Undiscounted Rent Payments	$	359,050
Present Value Discount		(24,066	)
Present Value	$	334,984
Short-term lease liability	$	100,937
Long-term lease liability		234,047
Total Operating Lease Liability	$	334,984

XML

Note 8 - Payroll Protection Program Loan

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Long-term Debt [Text Block]

8.

Payroll Protection Program Loan

On

May 1, 2020,

BAB Systems, Inc. received loan proceeds of

$228,155

from Lake Forest Bank and Trust Company, N.A., pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title

1

of the CARES Act, which was enacted

March 27, 2020.

On

December 9, 2020

the PPP loan in the amount of

$228,155

and related accrued interest was forgiven by the Small Business Administration (“SBA”). The amount forgiven is recognized as loan forgiveness income during this quarter, ended

February 28, 2021.

XML

Note 9 - Income Taxes

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Income Tax Disclosure [Text Block]

9.

Income Taxes

On 

December 9, 2020 

the Payroll Protection Program loan was forgiven by the Small Business Administration (“SBA”). Among other provisions, the CARES Act eliminated federal tax on the forgiveness of the SBA loan. States were allowed to determine whether they would follow the federal government forgiveness. Illinois has adopted the federal government forgiveness program.

In fiscal

2021,

the Company's income included the

$228,000

of forgiveness, but it is excluded from federal and state tax calculations as a permanent difference, thereby reducing the federal and state effective rate from the customary effective tax rate used to compute income tax expense at the federal rate of

21%

and a state rate of

7.11%,

which is net of the federal tax effect.

XML

Note 10 - Stockholder's Equity

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Stockholders' Equity Note Disclosure [Text Block]

10.

Stockholder

'

s Equity

On

March 17, 2021

the Board of Directors declared a

$0.01

cash distribution/dividend per share to stockholders of record as of

April 1, 2021,

to be paid

April 22, 2021.

On

January 27, 2021

the Board of Directors declared a

$0.01

quarterly cash distribution/dividend per share to stockholders of record as of

February 10, 2021

and paid

February 24, 2021.

On

December 5, 2019,

a

$0.01

quarterly and a

$0.02

special cash distribution/dividend per share was declared and paid on

January 9, 2020.

On

March 4, 2020,

a

$0.01

quarterly cash distribution/dividend per share was declared to stockholders of record as of

March 23, 2020

and paid

April 08, 2020.

On

May 6, 2013,

the Board of Directors (“Board”) of BAB, Inc. authorized and declared a dividend distribution of

one

right for each outstanding share of the common stock of BAB, Inc. to stockholders of record at the close of business on

May 13, 2013.

Each right entitles the registered holder to purchase from the Company

one one

-thousandth of a share of the Series A Participating Preferred Stock of the Company at an exercise price of

$0.90

per

one

-thousandth of a Preferred Share, subject to adjustment. The complete terms of the Rights are set forth in a Preferred Shares Rights Agreement, dated

May 6, 2013,

between the Company and IST Shareholder Services, as rights agent.

The Board adopted the Rights Agreement to protect stockholders from coercive or otherwise unfair takeover tactics. In general terms, it works by imposing a significant penalty upon any person or group that acquires

15%

(or

20%

in the case of certain institutional investors who report their holdings on Schedule

13G

) or more of the Common Shares without the approval of the Board. As a result, the overall effect of the Rights Agreement and the issuance of the Rights

may

be to render more difficult a merger, tender or exchange offer or other business combination involving the Company that is

not

approved by the Board. However, neither the Rights Agreement nor the Rights should interfere with any merger, tender or exchange offer or other business combination approved by the Board.

Full details about the Rights Plan are contained in a Form

8

-K filed by the Company with the U.S. Securities and Exchange Commission on

May 7, 2013.

On

June 18, 2014

an amendment to the Preferred Shares Rights Agreement was filed appointing American Stock Transfer & Trust Company, LLC as successor to Illinois Stock Transfer Company. All original rights and provisions remain unchanged. On

August 18, 2015

an amendment was filed to the Preferred Shares Rights Agreement changing the final expiration date to mean the

fifth

anniversary of the date of the original agreement. All other original rights and provisions remain the same. On

May 22, 2017

an amendment was filed extending the final expiration date to mean the

seventh

anniversary date of the original agreement. All other original rights and provisions remain the same. On

February 22, 2019

an amendment was filed extending the final expiration date to mean the

ninth

anniversary date of the original agreement. All other original rights and provisions remain the same. On

March 4, 2021

an amendment was filed extending the final expiration date to mean the

eleventh

anniversary date of the original agreement. All other original rights and provisions remain the same.

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Note 11 - Uncertainties and Covid-19

3 Months Ended

Feb. 28, 2021

Notes to Financial Statements

Unusual or Infrequent Items, or Both, Disclosure [Text Block]

11.

Uncertainties and COVID-

19

The COVID-

19

outbreak in the United States during

2020

resulted in reduced customer traffic for our franchisees, resulting in reduced royalty revenue and ultimately reduced nontraditional revenues with a significant impact in

April

and

May 2020.

Through the year end

2020

and the end of our

first

quarter,

February 28, 2021

franchise sales continued to increase as more on-line and delivery tools were utilized.

While the Coronavirus pandemic has created challenges for restaurants around the country, our franchisees have done what we believe is an excellent job adapting to the changing regulations and government mandates through the last

12

months. In

2021

states have begun to open up and ease restrictions with varying degrees by state. In the

first

quarter of

2021

royalty revenues were down

10.5%

compared to

2020.

In the

first

quarter

2021

our franchisees sales were also affected by a harsh cold and snowy

February

for the midwestern states. We are continuing to evaluate the effects of the Coronavirus pandemic outbreak on our operations.

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Significant Accounting Policies (Policies)

3 Months Ended

Feb. 28, 2021

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Unaudited Consolidated Financial Statements

The accompanying unaudited Condensed Consolidated Financial Statements of BAB, Inc. have been prepared pursuant to generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”) for Form

10

-Q. The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of the financial statements and accompanying notes are in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported periods. Actual results could differ from those estimates.

Receivable [Policy Text Block]

Accounts and Notes Receivable

Receivables are carried at original invoice amount less estimates for doubtful accounts. Management determines the allowance for doubtful accounts by reviewing and identifying troubled accounts and by using historical collection experience. A receivable is considered to be past due if any portion of the receivable balance is outstanding

90

days past the due date. Receivables are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded as income when received. Certain receivables have been converted to unsecured interest-bearing notes.

Property, Plant and Equipment, Policy [Policy Text Block]

Property, Plant and Equipment

Property, equipment and leasehold improvements are stated at cost less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Estimated useful lives are

3

to

7

years for property and equipment and

10

years, or term of lease if less, for leasehold improvements. Maintenance and repairs are charged to expense as incurred. Expenditures that materially extend the useful lives of assets are capitalized.

Advertising Cost [Policy Text Block]

Advertising and Promotion Costs

The Company expenses advertising and promotion costs as incurred. All advertising and promotion costs were related to the Company's franchise operations.

Lessee, Leases [Policy Text Block]

Leases

The company accounts for leases under ASC

842.

Lease arrangements are determined at the inception of the contract. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current and long-term operating lease liabilities on the consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities on the consolidated balance sheets. 

Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most leases do

not

provide an implicit rate, we use an incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives and initial direct costs incurred. The lease terms

may

include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

In

June 2016,

the FASB issued ASU

2016

-

13,

 

Financial Instruments

—

Credit Losses (Topic

326

): Measurement of Credit Losses on Financial Instruments

. The standard's main goal is to improve financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope, including trade receivables. The amendments in this update broaden the information that an entity must consider in developing its expected credit loss estimate for assets measured either collectively or individually. The guidance in ASU

2016

-

13

is effective for public companies for fiscal years and for interim periods with those fiscal years beginning after

December 15, 2023.

The Company will adopt ASU 

2019

-

13

 for fiscal year ending 

November 30, 2024

and the adoption of this guidance is

not

expected to have any material impact on the Company's financial position, cash flows or results of operations

.

In

December 2019,

the FASB issued ASU

2019

-

12,

 “

Income Taxes (Topic

740

): Simplifying the Accounting for Income Taxes,

” which is intended to simplify various aspects related to accounting for income taxes. ASU

2019

-

12

removes certain exceptions to the general principles in Topic

740

and also clarifies and amends existing guidance to improve consistent application. The amendments in ASU

2019

-

12

are effective for public business entities for fiscal years beginning after

December 15, 2020,

including interim periods therein. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have yet been issued. The Company will adopt ASU 

2019

-

12

for fiscal year ending 

November 30, 2022

and the adoption of this guidance is

not

expected to have any material impact on the Company's financial position, cash flows or results of operations

.

Management does

not

believe that there are any recently issued and effective or

not

yet effective accounting pronouncements as of

February 28, 2021

that would have or are expected to have any significant effect on the Company's financial position, cash flows or income statement.

Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]

Statement of Cash Flows

The chart below shows the cash and restricted cash within the consolidated statements of cash flows as of

February 28, 2021

and

February

29,

2020

were as follows:

	February 28, 2021		February 29, 2020
Cash and cash equivalents	$	1,332,529	$	939,402
Restricted cash		389,721		387,209
Total cash and restricted cash	$	1,722,250	$	1,326,611

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Note 2 - Summary of Significant Accounting Policies (Tables)

3 Months Ended

Feb. 28, 2021

Notes Tables

Cash, Cash Equivalents, and Restricted Cash, Cash Flow Statement Reconciliation [Table Text Block]

	February 28, 2021		February 29, 2020
Cash and cash equivalents	$	1,332,529	$	939,402
Restricted cash		389,721		387,209
Total cash and restricted cash	$	1,722,250	$	1,326,611

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Note 3 - Revenue Recognition (Tables)

3 Months Ended

Feb. 28, 2021

Notes Tables

Disaggregation of Revenue [Table Text Block]

	For three months ended February 28, 2021		For three months ended February 29, 2020
Revenue recognized at a point in time
Sign Shop revenue	$	3,002	$	909
Settlement revenue		95,307		631
Total revenue at a point in time		98,309		1,540
Revenue recognized over time
Royalty revenue		346,660		387,339
Franchise fees		16,839		3,650
License fees		6,750		9,041
Gift card revenue		1,561		2,451
Nontraditional revenue		51,310		64,142
Marketing fund revenue		201,476		227,521
Total revenue over time		624,596		694,144
Grand total	$	722,905	$	695,684

Contract With Customer Asset and Liability, Subject to Change [Table Text Block]

	For the Three Months Ended February 28, 2021		Fiscal Year to Date November 30, 2020
Liabilities
Contract liabilities - current	$	615,804	$	599,965
Contract liabilities - long-term		95,334		97,798
Total Contract Liabilities	$	711,138	$	697,763

Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]

	For the Three Months Ended February 28, 2021			Fiscal Year to Date November 30, 2020
Contract Liabilities at beginning of period	$	697,763		$	702,834
Revenue Recognized during period		(235,660	)		(780,940	)
Additions during period		249,035			775,869
Contract Liabilities at end of period	$	711,138		$	697,763

Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block]

(a)	2021	$	45,647
	2022	$	20,281
	2023	$	15,837
	2024	$	13,706
	2025	$	13,540
	Thereafter	$	35,833
	Total	$	144,844

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Note 4 - Units Open and Under Development (Tables)

3 Months Ended

Feb. 28, 2021

Notes Tables

Schedule of Franchisor Disclosure [Table Text Block]

	February 28, 2021		February 29, 2020
Stores open:
Franchisee-owned stores		71		73
Licensed Units		3		7
		74		80
Unopened stores with Franchise Agreements		1		2
Total operating units and units with Franchise Agreements		75		82

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Note 5 - Earnings Per Share (Tables)

3 Months Ended

Feb. 28, 2021

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	February 28, 2021		February 29, 2020
Numerator:
Net income available to common shareholders	$	333,245	$	43,194
Denominator:
Weighted average outstanding shares
Basic and diluted		7,263,508		7,263,508
Earnings per Share - Basic and diluted	$	0.05	$	0.01

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Note 7 - Lease Commitments (Tables)

3 Months Ended

Feb. 28, 2021

Notes Tables

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

	Undiscounted Rent Payments
Year Ending November 30:
2021	$	84,878
2022		115,673
2023		118,322
2024		40,177
Total Undiscounted Rent Payments	$	359,050
Present Value Discount		(24,066	)
Present Value	$	334,984
Short-term lease liability	$	100,937
Long-term lease liability		234,047
Total Operating Lease Liability	$	334,984

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Note 1 - Nature of Operations (Details Textual)	Feb. 28, 2021	Feb. 29, 2020
Number of Wholly Owned Subsidiaries	3
Number of Stores	75	82
Number of States in which Entity Operates	21
Franchised Units [Member]
Number of Stores	71	73
Licensed Units [Member]
Number of Stores	3	7

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Note 2 - Summary of Significant Accounting Policies (Details Textual)	3 Months Ended
	Feb. 28, 2021
Leasehold Improvements [Member]
Property, Plant and Equipment, Useful Life (Year)	10 years
Minimum [Member]
Property, Plant and Equipment, Useful Life (Year)	3 years
Maximum [Member]
Property, Plant and Equipment, Useful Life (Year)	7 years

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Note 2 - Summary of Significant Accounting Policies - Summary of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($)	Feb. 28, 2021	Nov. 30, 2020	Feb. 29, 2020	Nov. 30, 2019
Cash and cash equivalents	$ 1,332,529	$ 1,236,081	$ 939,402
Restricted cash	389,721		387,209
Total cash and restricted cash	$ 1,722,250	$ 1,632,923	$ 1,326,611	$ 1,495,669

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Note 3 - Revenue Recognition (Details Textual)	3 Months Ended
	Feb. 28, 2021
Initial Franchise Term (Year)	10 years

XML

Note 3 - Revenue Recognition - Disaggregation of Revenue (Details) - USD ($)	3 Months Ended
	Feb. 28, 2021	Feb. 29, 2020
Revenues	$ 722,905	$ 695,684
Transferred at Point in Time [Member]
Revenues	98,309	1,540
Transferred over Time [Member]
Revenues	624,596	694,144
Sign Shop [Member] | Transferred at Point in Time [Member]
Revenues	3,002	909
Structured Settlement Annuity [Member] | Transferred at Point in Time [Member]
Revenues	95,307	631
Royalty [Member]
Revenues	346,660	387,339
Royalty [Member] | Transferred over Time [Member]
Revenues	346,660	387,339
Franchise [Member]
Revenues	16,839	3,650
Franchise [Member] | Transferred over Time [Member]
Revenues	16,839	3,650
License [Member] | Transferred over Time [Member]
Revenues	6,750	9,041
Gift Card [Member] | Transferred over Time [Member]
Revenues	1,561	2,451
Non-traditional Revenue [Member] | Transferred over Time [Member]
Revenues	51,310	64,142
Marketing Fund [Member]
Revenues	201,476	227,521
Marketing Fund [Member] | Transferred over Time [Member]
Revenues	$ 201,476	$ 227,521

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Note 3 - Revenue Recognition - Contract Balances Subject to ASC 606 (Details) - USD ($)	Feb. 28, 2021	Nov. 30, 2020
Contract liabilities - current	$ 615,804	$ 599,965
Contract liabilities - long-term	95,334	97,798
Total Contract Liabilities	$ 711,138	$ 697,763

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Note 3 - Revenue Recognition - Changes in Contract Balances (Details) - USD ($)	3 Months Ended	12 Months Ended
	Feb. 28, 2021	Nov. 30, 2020
Contract Liabilities at beginning of period	$ 697,763	$ 702,834
Revenue Recognized during period	(235,660)	(780,940)
Additions during period	249,035	775,869
Contract Liabilities at end of period	$ 711,138	$ 697,763

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Note 3 - Revenue Recognition - Remaining Performance Obligations (Details)	Feb. 28, 2021 USD ($)
Revenue, remaining performance obligation, amount	$ 144,844

XML

Note 3 - Revenue Recognition - Remaining Performance Obligations 2 (Details)	Feb. 28, 2021 USD ($)
Revenue, remaining performance obligation, amount	$ 144,844
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-03-01
Revenue, remaining performance obligation, amount	45,647	[1]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-12-01
Revenue, remaining performance obligation, amount	20,281
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-12-01
Revenue, remaining performance obligation, amount	15,837
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-01
Revenue, remaining performance obligation, amount	13,706
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-12-01
Revenue, remaining performance obligation, amount	13,540
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-12-01
Revenue, remaining performance obligation, amount	$ 35,833

[1] represents the estimate for the remainder of 2021

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Note 3 - Revenue Recognition - Remaining Performance Obligations (Details) (Parentheticals)	Feb. 28, 2021
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-03-01
Revenue, remaining performance obligation, period (Year)	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-12-01
Revenue, remaining performance obligation, period (Year)	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-12-01
Revenue, remaining performance obligation, period (Year)	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-12-01
Revenue, remaining performance obligation, period (Year)	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-12-01
Revenue, remaining performance obligation, period (Year)	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-12-01
Revenue, remaining performance obligation, period (Year)	1 year

XML

Note 4 - Units Open and Under Development - Operating Units (Details)	Feb. 28, 2021	Feb. 29, 2020
Operating Units and Units with Franchise Agreements	75	82
Franchised Units [Member]
Operating Units and Units with Franchise Agreements	71	73
Licensed Units [Member]
Operating Units and Units with Franchise Agreements	3	7
Total Franchised Owned and Licensed Units [Member]
Operating Units and Units with Franchise Agreements	74	80
Unopened Store [Member]
Operating Units and Units with Franchise Agreements	1	2

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Note 5 - Earnings Per Share - Computation of Earnings Per Share (Details) - USD ($)	3 Months Ended
	Feb. 28, 2021	Feb. 29, 2020
Net income available to common shareholders	$ 333,245	$ 43,194
Weighted average shares outstanding - Basic and diluted (in shares)	7,263,508	7,263,508
Net Income per share - Basic and Diluted (in dollars per share)	$ 0.05	$ 0.01

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Note 6 - Goodwill and Other Intangible Assets (Details Textual)	3 Months Ended
	Feb. 28, 2021	Feb. 29, 2020
Percentage of Royalty Revenues to Previous Fiscal Year		83.70%
Royalty Revenue, Increase (Decrease), Percentage	(10.50%)

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Note 7 - Lease Commitments (Details Textual) - USD ($)	Oct. 01, 2018	Feb. 28, 2021
Lessee, Operating Lease, Renewal Term (Year)	5 years
Lessee, Operating Lease, Rent Abatement and Tenant Allowance Period (Month)	180 days
Operating Lease, Expense	$ 21,300
Lessee, Operating Lease, Remaining Lease Term (Month)		3 years 30 days
Lessee, Operating Lease, Discount Rate		5.25%

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Note 7 - Lease Commitments - Gross Future Minimum Annual Rental Commitments (Details) - USD ($)	Feb. 28, 2021	Nov. 30, 2020
2021	$ 84,878
2022	115,673
2023	118,322
2024	40,177
Total Undiscounted Rent Payments	359,050
Present Value Discount	(24,066)
Present Value	334,984
Short-term lease liability	100,937	$ 99,149
Operating lease liability	234,047	$ 260,094
Total Operating Lease Liability	$ 334,984

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Note 8 - Payroll Protection Program Loan (Details Textual) - USD ($)		3 Months Ended
	May 01, 2020	Feb. 28, 2021	Feb. 29, 2020
Gain (Loss) on Extinguishment of Debt, Total		$ 228,155
Paycheck Protection Program CARES Act [Member]
Proceeds from Issuance of Long-term Debt, Total	$ 228,155
Gain (Loss) on Extinguishment of Debt, Total		$ 228,155

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Note 9 - Income Taxes (Details Textual) - USD ($)	3 Months Ended
	Feb. 28, 2021	Feb. 29, 2020
Gain (Loss) on Extinguishment of Debt, Total	$ 228,155
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent	7.11%
Paycheck Protection Program CARES Act [Member]
Gain (Loss) on Extinguishment of Debt, Total	$ 228,155

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Note 10 - Stockholder's Equity (Details Textual) - $ / shares									3 Months Ended
	Mar. 17, 2021	Jan. 27, 2021	Mar. 04, 2020	Dec. 05, 2019	Feb. 22, 2019	May 22, 2017	Aug. 18, 2015	May 06, 2013	Feb. 28, 2021	Feb. 29, 2020
Common Stock, Dividends, Per Share, Declared (in dollars per share)									$ 0.01	$ 0.03
Preferred Stock Dividends Number of Rights Declared (in shares)								1
Preferred Stock Dividends Number of Rights Minimum Percent of Common Stock that must be Acquired to Make Rights Exercisable								15.00%
Preferred Stock Dividends Number of Rights Minimum Percent of Common Stock that Must be Acquired to Make Rights Exercisable, Institutional Investors								20.00%
Right to Purchase Series A Preferred Stock [Member]
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)								0.001
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)								$ 0.90
Class of Warrant or Right, Term (Year)					9 years	7 years	5 years
Quarterly Dividend [Member]
Common Stock, Dividends, Per Share, Declared (in dollars per share)		$ 0.01	$ 0.01
Common Stock, Dividends, Per Share, Cash Paid (in dollars per share)				$ 0.01
Quarterly Dividend [Member] | Subsequent Event [Member]
Common Stock, Dividends, Per Share, Declared (in dollars per share)	$ 0.01
Special Cash Distribution [Member]
Common Stock, Dividends, Per Share, Cash Paid (in dollars per share)				$ 0.02

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Note 11 - Uncertainties and Covid-19 (Details Textual)	3 Months Ended
	Feb. 28, 2021
Royalty Revenue, Increase (Decrease), Percentage	(10.50%)