-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IX3Q7MSibQXoshlCk1wxzwZVwAetBaikJxt+tDYk7TOl2ftNTmjK9a/M1jzQqf3/ ZgHAYRWChcGMunAbMGlVzg== 0000910662-04-000526.txt : 20041115 0000910662-04-000526.hdr.sgml : 20041115 20041112185033 ACCESSION NUMBER: 0000910662-04-000526 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20041112 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041115 DATE AS OF CHANGE: 20041112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOFUTTI BRANDS INC CENTRAL INDEX KEY: 0000730349 STANDARD INDUSTRIAL CLASSIFICATION: ICE CREAM & FROZEN DESSERTS [2024] IRS NUMBER: 133094658 STATE OF INCORPORATION: DE FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09009 FILM NUMBER: 041141175 BUSINESS ADDRESS: STREET 1: 50 JACKSON DR STREET 2: PO BOX 786 CITY: CRANFORD STATE: NJ ZIP: 07016 BUSINESS PHONE: 9082722400 MAIL ADDRESS: STREET 1: 50 JACKSON DRIVE STREET 2: PO BOX 786 CITY: CRANFORD STATE: NJ ZIP: 07016 FORMER COMPANY: FORMER CONFORMED NAME: TOFU TIME INC DATE OF NAME CHANGE: 19860619 8-K 1 frm8k.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 12, 2004 ----------------- Date of Report (Date of earliest event reported) TOFUTTI BRANDS INC. (Exact name of registrant as specified in its charter) Delaware 1-9009 13-3094658 - ---------------------------- ---------- ------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 50 Jackson Drive Cranford, New Jersey 07016 ---------------------------------------------------- (Address of principal executive offices and zip code) (908)272-2400 ---------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable ------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On November 12, 2004, the registrant reported its results of operations for the three and nine month periods ended September 25, 2004. Copies of the press release and a revised press release issued by the registrant in this connection are furnished herewith as Exhibits 99.1 and 99.2 to this report. The information in this Current Report on Form 8-K and the Exhibits attached hereto is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits Exhibit 99.1 Press Release dated November 12, 2004. Exhibit 99.2 Corrected Press Release dated November 12, 2004. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: November 12, 2004 TOFUTTI BRANDS INC. (Registrant) By: /s/Steven Kass -------------- Steven Kass Chief Financial Officer EX-99.1 2 ex99_1.txt PRESS RELEASE DATED 11/12/04 Exhibit 99.1 November 12, 2004 Tofutti Press Release Company Contact: Steve Kass Chief Financial Officer (908) 272-2400 (908) 272-9492 (Fax) TOFUTTI ANNOUNCES THIRD QUARTER RESULTS Cranford, New Jersey -- November 12, 2004 -- TOFUTTI BRANDS INC. (AMEX Symbol: TOF) today announced its results for the thirteen and thirty-nine week periods ended September 25, 2004. Net sales for the thirteen week period ended September 25, 2004 at approximately $4.7 million decreased $230,000 from the sales recorded for the thirteen weeks ended September 27, 2003. Net sales for the thirty-nine week period ended September 25, 2004 decreased 5% to $13.9 million compared with net sales of $14.6 million for the thirty-nine week period ended September 27, 2003. Gross profit for the thirteen weeks ended September 25, 2004 increased by $60,000 to $1,527,000, resulting in a gross profit percentage of 32% compared to 30% in the 2003 period. The reduction in sales for the thirteen and thirty-nine week periods was principally related to the loss of business in Florida and the southeastern United States in August and September arising from problems caused by the severe weather that those areas experienced and attendant transportation problems. To a lesser extent, the reduction in sales reflects the Company's discontinuance of certain unprofitable products and product lines starting at the end 2003 and that it no longer has the benefit of their sales. For the thirteen and thirty-nine week periods ended September 25, 2004, the Company reported operating income of $347,000 and $911,000, respectively, as compared with operating income of $269,000 and $1,175,000 for the thirteen and thirty-nine week periods in 2003. The Company's operating results in 2004 were negatively impacted as a result of rising raw material costs, increased costs of manufacturing, new product start-up costs, including costs incurred at new co-packaging locations, and higher packaging and freight charges. The Company expects that during the remainder of 2004 its operating expenses will continue to be affected by these same factors, but recently completed sales price increases have begun to help mitigate the effect of these higher operating costs. The Company recorded net income of $187,000 ($0.03 per share) for the thirteen weeks ended September 25, 2004 compared to $158,000 ($0.03 per share) for the thirteen weeks ended September 27, 2003. Net income for the thirty-nine weeks ended September 25, 2004 was $486,000 ($0.09 per share) compared to $692,000 ($0.12 per share) for the thirty-nine weeks ended September 27, 2003. Although the Company has utilized over $4.5 million since September 2000 in connection with its stock repurchase program and in the retirement of dilutive options, it had working capital of $3.5 million and cash and cash equivalents of over $2.1 million at September 25, 2004. Mr. David Mintz, Chairman and Chief Executive Officer of the Company stated, "We are disappointed with the decreased level of sales in the third quarter, but considering the difficulties encountered in one of our largest markets, Florida and the southeastern United States, during August and September, it's not surprising. We believe that sales and deliveries will return to normal for the remainder of the year. Our recently completed price increases have contributed to an improvement in our gross profit margins during the third quarter and we look forward to continued improvement during the fourth quarter. We continue to see market acceptance of both our current and new products and believe that the upward trend of our sales will resume during the remainder of the year. TOFUTTI BRANDS INC. is principally involved in the development, production and marketing of TOFUTTI brand soy-based, dairy-free frozen desserts and soy-based, dairy-free food products which contain no butterfat or cholesterol. TOFUTTI products are sold in grocery stores, supermarkets, health and convenience stores throughout the United States and in seventeen other countries. Some of the statements in this press release concerning the Company's future prospects are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Actual results may vary significantly based upon a number of factors including, but not limited to business conditions both domestic and international, competition, changes in product mix or distribution channels, resource constraints encountered in promoting and developing new products and other risk factors detailed in the Company's filings with the Securities and Exchange Commission, including its annual report on Form 10-KSB. TOFUTTI BRANDS INC. Condensed Statements of Operations (in thousands, except per share figures)
Thirteen Thirteen Thirty-nine Thirty-nine weeks ended weeks ended weeks ended weeks ended 9/25/04 9/27/03 9/25/04 9/27/03 ------- ------- ------- ------- Net sales........................ $4,730 $4,960 $13,871 $14,555 Cost of sales.................... 3,203 3,493 9,486 9,844 ----- ----- ----- ----- Gross profit..................... 1,527 1,467 4,385 4,711 Operating expenses............... 1,180 1,198 3,474 3,536 ----- ----- ----- ----- Operating income................. 347 269 911 1,175 Interest income.................. -- 1 4 6 --- --- --- ---- Income before income tax......... 347 270 915 1,181 Income taxes..................... 160 112 523 489 --- ---- --- --- Net income ...................... $187 $158 $486 $692 ==== ==== ==== ==== Net income per share: Basic.................... $0.03 $0.03 $0.09 $0.12 ===== ===== ===== ===== Diluted.................. $0.03 $0.02 $0.08 $0.10 ===== ===== ===== ===== Weighted average number of shares outstanding: Basic.................... 5,637 5,714 5,700 5,757 ===== ===== ===== ===== Diluted.................. 6,204 6,761 6,281 6,753 ===== ===== ===== =====
TOFUTTI BRANDS INC. Condensed Balance Sheets (in thousands)
September 25, December 27, 2004 2003 (Unaudited) (Audited) ----------- --------- Assets Current assets: Cash and equivalents $2,163 $2,557 Accounts receivable (net of allowance for doubtful accounts of $201 and $149, respectively) 1,566 1,508 Inventories 580 774 Prepaid expenses 18 -- Prepaid income taxes 88 55 Deferred income taxes 258 220 ---- --- Total current assets 4,673 5,114 Fixed assets(net of accumulated amortization of $8 and $5, respectively 40 43 Other assets 16 16 -- -- Total assets 4,729 $5,173 ===== ====== Liabilities and Stockholders' Equity Current liabilities: Accounts payable and accrued expenses $1,036 $471 Accrued officers' compensation -- 500 Income taxes payable 105 105 --- --- Total current liabilities 1,141 1,076 ----- ----- Commitments and contingency -- -- Stockholders' equity: Preferred stock - par value $.01 per share; authorized 100,000 shares, none issued -- -- Common stock- par value $.01 per share; authorized 15,000,000 shares, issued and outstanding 5,636,867 at September 25, 2004 and 5,709,867 shares at December 27, 2003 56 57 Additional paid-in capital 162 1,193 Accumulated earnings 3,370 2,847 ----- ----- Total stockholders' equity 3,588 4,097 ===== ===== Total liabilities and stockholders' equity $4,729 $5,173 ====== ======
EX-99.2 3 ex99_2.txt CORRECTED PRESS RELEASE Exhibit 99.2 November 12, 2004 Tofutti Press Release (Corrected) Company Contact: Steve Kass Chief Financial Officer (908) 272-2400 (908) 272-9492 (Fax) TOFUTTI ANNOUNCES THIRD QUARTER RESULTS Cranford, New Jersey -- November 12, 2004 -- TOFUTTI BRANDS INC. (AMEX Symbol: TOF) today announced its results for the thirteen and thirty-nine week periods ended September 25, 2004. Net sales for the thirteen week period ended September 25, 2004 at approximately $4.7 million decreased $230,000 from the sales recorded for the thirteen weeks ended September 27, 2003. Net sales for the thirty-nine week period ended September 25, 2004 decreased 5% to $13.9 million compared with net sales of $14.6 million for the thirty-nine week period ended September 27, 2003. Gross profit for the thirteen weeks ended September 25, 2004 increased by $60,000 to $1,527,000, resulting in a gross profit percentage of 32% compared to 30% in the 2003 period. The reduction in sales for the thirteen and thirty-nine week periods was principally related to the loss of business in Florida and the southeastern United States in August and September arising from problems caused by the severe weather that those areas experienced and attendant transportation problems. To a lesser extent, the reduction in sales reflects the Company's discontinuance of certain unprofitable products and product lines starting at the end 2003 and that it no longer has the benefit of their sales. For the thirteen and thirty-nine week periods ended September 25, 2004, the Company reported operating income of $347,000 and $911,000, respectively, as compared with operating income of $269,000 and $1,175,000 for the thirteen and thirty-nine week periods in 2003. The Company's operating results in 2004 were negatively impacted as a result of rising raw material costs, increased costs of manufacturing, new product start-up costs, including costs incurred at new co-packaging locations, and higher packaging and freight charges. The Company expects that during the remainder of 2004 its operating expenses will continue to be affected by these same factors, but recently completed sales price increases have begun to help mitigate the effect of these higher operating costs. The Company recorded net income of $187,000 ($0.03 per share) for the thirteen weeks ended September 25, 2004 compared to $158,000 ($0.03 per share) for the thirteen weeks ended September 27, 2003. Net income for the thirty-nine weeks ended September 25, 2004 was $523,000 ($0.09 per share) compared to $692,000 ($0.12 per share) for the thirty-nine weeks ended September 27, 2003. Although the Company has utilized over $4.5 million since September 2000 in connection with its stock repurchase program and in the retirement of dilutive options, it had working capital of $3.5 million and cash and cash equivalents of over $2.1 million at September 25, 2004. Mr. David Mintz, Chairman and Chief Executive Officer of the Company stated, "We are disappointed with the decreased level of sales in the third quarter, but considering the difficulties encountered in one of our largest markets, Florida and the southeastern United States, during August and September, it's not surprising. We believe that sales and deliveries will return to normal for the remainder of the year. Our recently completed price increases have contributed to an improvement in our gross profit margins during the third quarter and we look forward to continued improvement during the fourth quarter. We continue to see market acceptance of both our current and new products and believe that the upward trend of our sales will resume during the remainder of the year. TOFUTTI BRANDS INC. is principally involved in the development, production and marketing of TOFUTTI brand soy-based, dairy-free frozen desserts and soy-based, dairy-free food products which contain no butterfat or cholesterol. TOFUTTI products are sold in grocery stores, supermarkets, health and convenience stores throughout the United States and in seventeen other countries. Some of the statements in this press release concerning the Company's future prospects are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Actual results may vary significantly based upon a number of factors including, but not limited to business conditions both domestic and international, competition, changes in product mix or distribution channels, resource constraints encountered in promoting and developing new products and other risk factors detailed in the Company's filings with the Securities and Exchange Commission, including its annual report on Form 10-KSB. TOFUTTI BRANDS INC. Condensed Statements of Operations (in thousands, except per share figures)
Thirteen Thirteen Thirty-nine Thirty-nine weeks ended weeks ended weeks ended weeks ended 9/25/04 9/27/03 9/25/04 9/27/03 ------- ------- ------- ------- Net sales........................ $4,730 $4,960 $13,871 $14,555 Cost of sales.................... 3,203 3,493 9,486 9,844 ----- ----- ----- ----- Gross profit..................... 1,527 1,467 4,385 4,711 Operating expenses............... 1,180 1,198 3,474 3,536 ----- ----- ----- ----- Operating income................. 347 269 911 1,175 Interest income.................. -- 1 4 6 --- --- --- ---- Income before income tax......... 347 270 915 1,181 Income taxes..................... 160 112 392 489 --- ---- --- --- Net income ...................... $187 $158 $523 $692 ==== ==== ==== ==== Net income per share: Basic.................... $0.03 $0.03 $0.09 $0.12 ===== ===== ===== ===== Diluted.................. $0.03 $0.02 $0.08 $0.10 ===== ===== ===== ===== Weighted average number of shares outstanding: Basic.................... 5,637 5,714 5,700 5,757 ===== ===== ===== ===== Diluted.................. 6,204 6,761 6,281 6,753 ===== ===== ===== =====
TOFUTTI BRANDS INC. Condensed Balance Sheets (in thousands)
September 25, December 27, 2004 2003 (Unaudited) (Audited) ----------- --------- Assets Current assets: Cash and equivalents $2,163 $2,557 Accounts receivable (net of allowance for doubtful accounts of $201 and $149, respectively) 1,566 1,508 Inventories 580 774 Prepaid expenses 18 -- Prepaid income taxes 88 55 Deferred income taxes 258 220 ---- --- Total current assets 4,673 5,114 Fixed assets(net of accumulated amortization of $8 and $5, respectively 40 43 Other assets 16 16 -- -- Total assets 4,729 $5,173 ===== ====== Liabilities and Stockholders' Equity Current liabilities: Accounts payable and accrued expenses $1,036 $471 Accrued officers' compensation -- 500 Income taxes payable 105 105 --- --- Total current liabilities 1,141 1,076 ----- ----- Commitments and contingency -- -- Stockholders' equity: Preferred stock - par value $.01 per share; authorized 100,000 shares, none issued -- -- Common stock- par value $.01 per share; authorized 15,000,000 shares, issued and outstanding 5,636,867 at September 25, 2004 and 5,709,867 shares at December 27, 2003 56 57 Additional paid-in capital 162 1,193 Accumulated earnings 3,370 2,847 ----- ----- Total stockholders' equity 3,588 4,097 ===== ===== Total liabilities and stockholders' equity $4,729 $5,173 ====== ======
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