x
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Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 28, 2013
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o
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Transition report pursuant to Section 13 or 15(d) of the Exchange Act for the transition period from [ ] to [ ]
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Delaware | 13-3094658 |
(State of Incorporation) | (I.R.S. Employer Identification No.) |
Large accelerated filer o
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Accelerated filer o
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Non-accelerated filer o
(Do not check if smaller reporting company)
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Smaller reporting company x
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Page
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Part I - Financial Information: | |||||
3
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3
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4
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5
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6
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9
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14
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14
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Part II - Other Information: | |||||
15
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15
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16
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16
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16
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16
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16
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2 |
September 28,
2013 |
December 29,
2012*
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Assets
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||||||||
Current assets:
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||||||||
Cash and cash equivalents
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$ | 297 | $ | 471 | ||||
Accounts receivable, net of allowance for doubtful accounts and sales promotions of $323 and $303, respectively
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2,230 | 1,880 | ||||||
Inventories, net of reserve of $100 and $100, respectively
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1,912 | 1,750 | ||||||
Prepaid expenses
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142 | 77 | ||||||
Deferred costs
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304 | 165 | ||||||
Refundable income taxes
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— | 331 | ||||||
Total current assets
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4,885 | 4,674 | ||||||
Other assets
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16 | 16 | ||||||
$ | 4,901 | $ | 4,690 | |||||
Liabilities and Stockholders’ Equity
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Current liabilities:
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Accounts payable
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$ | 844 | $ | 446 | ||||
Accrued expenses
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332 | 436 | ||||||
Deferred revenue
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336 | 183 | ||||||
Total current liabilities
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1,512 | 1,065 | ||||||
Stockholders’ equity:
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||||||||
Preferred stock - par value $.01 per share; authorized 100,000 shares, none issued
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— | — | ||||||
Common stock - par value $.01 per share; authorized 15,000,000 shares, issued and outstanding 5,153,706 shares at September 28, 2013, and 5,153,706 shares at December 29, 2012
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52 | 52 | ||||||
Retained earnings
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3,337 | 3,573 | ||||||
Total stockholders’ equity
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3,389 | 3,625 | ||||||
Total liabilities and stockholders’ equity
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$ | 4,901 | $ | 4,690 |
3 |
Thirteen
weeks ended
September 28, 2013
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Thirteen
weeks ended
September 29, 2012
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Thirty-nine
weeks ended
September 28, 2013
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Thirty-nine
weeks ended
September 29, 2012
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Net sales
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$ | 3,442 | $ | 3,498 | $ | 11,143 | $ | 10,486 | ||||||||
Cost of sales
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2,405 | 2,616 | 7,613 | 7,658 | ||||||||||||
Gross profit
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1,037 | 882 | 3,530 | 2,828 | ||||||||||||
Operating expenses:
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||||||||||||||||
Selling and warehouse
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404 | 350 | 1,351 | 1,157 | ||||||||||||
Marketing
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161 | 184 | 485 | 509 | ||||||||||||
Research and development
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130 | 144 | 450 | 497 | ||||||||||||
General and administrative
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450 | 483 | 1,434 | 1,450 | ||||||||||||
1,145 | 1,161 | 3,720 | 3,613 | |||||||||||||
Loss before income taxes
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(108 | ) | (279 | ) | (190 | ) | (785 | ) | ||||||||
Income tax (benefit) expense
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41 | (62 | ) | 46 | (259 | ) | ||||||||||
Net loss
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$ | (149 | ) | $ | (217 | ) | $ | (236 | ) | $ | (526 | ) | ||||
Weighted average common shares outstanding:
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Basic and diluted
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5,154 | 5,154 | 5,154 | 5,154 | ||||||||||||
Net loss per common share:
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||||||||||||||||
Basic and diluted
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$ | (0.03 | ) | $ | (0.04 | ) | $ | (0.05 | ) | $ | (0.10 | ) |
4 |
Thirty-nine
weeks
ended
September 28, 2013
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Thirty-nine
weeks
ended
September 29, 2012
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Cash (used in) operating activities, net
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$ | (174 | ) | $ | (1,364 | ) | ||
Cash (used in) financing activities, net
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— | (17 | ) | |||||
Net (decrease) in cash and cash equivalents
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(174 | ) | (1,381 | ) | ||||
Cash and cash equivalents at beginning of period
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471 | 1,594 | ||||||
Cash and cash equivalents at end of period
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$ | 297 | $ | 213 | ||||
Supplemental cash flow information:
|
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Income taxes paid
|
$ | 6 | $ | 6 |
5 |
6 |
September 28,
2013 |
December 29,
2012
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Finished products
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$ | 1,307 | $ | 1,099 | ||||
Raw materials and packaging
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605 | 651 | ||||||
$ | 1,912 | $ | 1,750 |
7 |
Thirteen
Weeks
Ended
Sept. 28, 2013
|
Thirteen
Weeks
Ended
Sept. 29, 2012
|
Thirty-nine Weeks
Ended
Sept. 28, 2013
|
Thirty-nine Weeks
Ended
Sept. 29, 2012
|
|||||||||||||
Numerator
|
||||||||||||||||
Net loss-basic and diluted
|
$ | (149 | ) | $ | (217 | ) | $ | (236 | ) | $ | (526 | ) | ||||
Denominator
|
||||||||||||||||
Denominator for basic and diluted earnings per share weighted average shares
|
5,154 | 5,154 | 5,154 | 5,154 | ||||||||||||
Loss per common share basic and diluted
|
$ | (0.03 | ) | $ | (0.04 | ) | $ | (0.05 | ) | $ | (0.10 | ) |
8 |
9 |
10 |
11 |
12 |
Thirty-nine Weeks
ended September 28, 2013
|
Thirty-nine Weeks
ended September 29, 2012
|
|||||||
Net cash used in operating activities
|
$ | (174,000 | ) | $ | (1,364,000 | ) | ||
Net cash used in financing activities
|
— | (17,000 | ) | |||||
Net decrease in cash and cash equivalents
|
$ | (174,000 | ) | $ | (1,381,000 | ) |
13 |
14 |
|
●
|
a lack of sufficient resources and an insufficient level of monitoring and oversight, which may restrict our ability to gather, analyze and report information relative to the financial statements and income tax assertions in a timely manner.
|
|
●
|
The limited size of the accounting department makes it impracticable to achieve an optimum separation of duties.
|
15 |
31.1
|
Certification by Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.
|
31.2
|
Certification by Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended.
|
32.1
|
Certification by Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2
|
Certification by Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101.INS
|
Instance Document*
|
101.SCH
|
Schema Document*
|
101.CAL | Calculation Linkbase Document* |
101.DEF | Definition Linkbase Document* |
101.LAB | Labels Linkbase Document* |
101.PRE | Presentation Linkbase Document* |
*
|
Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
|
16 |
TOFUTTI BRANDS INC.
|
|||
(Registrant)
|
|||
/s/David Mintz
|
|||
David Mintz
|
|||
President
|
|||
/s/Steven Kass
|
|||
Steven Kass
|
|||
Chief Accounting and Financial Officer
|
|||
Date: November 12, 2013
|
/s/David Mintz * | |
David Mintz
Chief Executive Officer
|
/s/Steven Kass*
|
|
Steven Kass
Chief Financial Officer
|
/s/David Mintz*
|
|
David Mintz
Chief Executive Officer
|
/s/Steven Kass*
|
|
Steven Kass
Chief Financial Officer
|
Earnings (Loss) Per Share - Computation of basic and diluted earnings per share (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 28, 2013
|
Sep. 29, 2012
|
Sep. 28, 2013
|
Sep. 29, 2012
|
|
Numerator | ||||
Net loss-basic and diluted | $ (149) | $ (217) | $ (236) | $ (526) |
Denominator | ||||
Denominator for basic and diluted earnings per share weighted average shares (in shares) | 5,154 | 5,154 | 5,154 | 5,154 |
Loss per common share basic and diluted (in dollars per share) | $ (0.03) | $ (0.04) | $ (0.05) | $ (0.10) |
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Condensed Statements of Operations (Unaudited) (USD $)
In Thousands, except Per Share data, unless otherwise specified |
3 Months Ended | 9 Months Ended | ||
---|---|---|---|---|
Sep. 28, 2013
|
Sep. 29, 2012
|
Sep. 28, 2013
|
Sep. 29, 2012
|
|
Income Statement [Abstract] | ||||
Net sales | $ 3,442 | $ 3,498 | $ 11,143 | $ 10,486 |
Cost of sales | 2,405 | 2,616 | 7,613 | 7,658 |
Gross profit | 1,037 | 882 | 3,530 | 2,828 |
Operating expenses: | ||||
Selling and warehouse | 404 | 350 | 1,351 | 1,157 |
Marketing | 161 | 184 | 485 | 509 |
Research and development | 130 | 144 | 450 | 497 |
General and administrative | 450 | 483 | 1,434 | 1,450 |
Total operating expenses | 1,145 | 1,161 | 3,720 | 3,613 |
Loss before income taxes | (108) | (279) | (190) | (785) |
Income tax (benefit) expense | 41 | (62) | 46 | (259) |
Net loss | $ (149) | $ (217) | $ (236) | $ (526) |
Weighted average common shares outstanding: | ||||
Basic and diluted (in shares) | 5,154 | 5,154 | 5,154 | 5,154 |
Net loss per common share: | ||||
Basic and diluted (in dollars per share) | $ (0.03) | $ (0.04) | $ (0.05) | $ (0.10) |
Inventories
|
9 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Sep. 28, 2013
|
||||||||||||||||||||||||||||||||||||||||||||||
Inventory Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||
Inventories | Note 5: Inventories
The composition of inventories is as follows:
|
Earnings (Loss) Per Share (Detail Textuals) (Non-qualified stock option)
|
3 Months Ended | 9 Months Ended |
---|---|---|
Sep. 29, 2012
|
Sep. 29, 2012
|
|
Non-qualified stock option
|
||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 41,000 | 41,000 |
Liquidity and Capital Resources
|
9 Months Ended |
---|---|
Sep. 28, 2013
|
|
Liquidity and Capital Resources [Abstract] | |
Liquidity and Capital Resources | Note 1: Liquidity and Capital Resources
At September 28, 2013, Tofutti Brands, Inc. (“Tofutti” or the “Company”) had approximately $297 in cash compared to $471 at December 29, 2012. Net cash used in operating activities for the thirty-nine weeks ended September 28, 2013 was $174 compared to $1,364 used in operating activities for the thirty-nine weeks ended September 29, 2012. Net cash used in operating activities for the thirty-nine weeks ended September 28, 2013 was primarily a result of the net loss of $236 as well as increases in inventory and accounts receivable offset by increases in accounts payable and accrued expenses.
The Company has historically financed operations and met capital requirements primarily through positive cash flow from operations. However, due to the net loss for the thirty-nine week period ended September 28, 2013, and cash used in operations, the Company may require additional financing in order to accomplish or exceed their business plans for future periods. The Company has instituted cost cutting measures for fiscal year 2013 as a way to increase profitability and operating cash flow in future periods.
The Company’s ability to introduce successful new products may be adversely affected by a number of factors, such as unforeseen cost and expenses, economic environment, increased competition, and other factors beyond the Company’s control. Management cannot provide assurance that the Company will operate profitably in the future, or that it will not require significant additional financing in order to accomplish or exceed the objectives of its business plan. Consequently, the Company’s historical operating results cannot be relied on as an indicator of future performance, and management cannot predict whether the Company will obtain or sustain positive operating cash flow or generate net income in the future. |
Basis of Presentation
|
9 Months Ended |
---|---|
Sep. 28, 2013
|
|
Basis Of Presentation [Abstract] | |
Basis of Presentation | Note 3: Basis of Presentation
The accompanying financial information is unaudited, but, in the opinion of management, reflects all adjustments (which include only normally recurring adjustments) necessary to present fairly the Company’s financial position, operating results and cash flows for the periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. The condensed balance sheet amounts as of December 29, 2012 are derived from our audited financial statements for the year ended December 29, 2012. The financial information should be read in conjunction with the audited financial statements and notes thereto for the year ended December 29, 2012 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. The results of operations for the thirteen and thirty-nine week periods ended September 28, 2013 are not necessarily indicative of the results to be expected for the full year or any other period.
The Company operates on a fiscal year which ends on the Saturday closest to December 31st. |
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Income Taxes
|
9 Months Ended |
---|---|
Sep. 28, 2013
|
|
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 6: Income Taxes
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. As of the periods ended September 28, 2013 and December 29, 2012, the Company has recorded a full valuation allowance on its deferred tax asset balances. |
Recent Accounting Pronouncements
|
9 Months Ended |
---|---|
Sep. 28, 2013
|
|
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Note 4: Recent Accounting Pronouncements
There have been no recent accounting pronouncements or changes in accounting pronouncements during the thirteen or thirty-nine weeks ended September 28, 2013 that are of material significance, or have potential material significance, to the Company. |