Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

August 15, 2023

Date of Report

(Date of earliest event reported)

TOFUTTI BRANDS INC.

(Exact name of registrant as specified in its charter)

Delaware

001-09009

13-3094658

(State or other jurisdiction
of incorporation)

(Commission

File Number)

(IRS Employer
Identification No.)

50 Jackson Drive Cranford, New Jersey 07016

(Address of principal executive offices and zip code)

(908)272-2400

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		TOFB		None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 15, 2023, the Registrant reported its results of operations for the thirteen and twenty-six weeks ended July 1, 2023. A copy of the press release issued by the Registrant in this connection is furnished herewith as Exhibit 99.1.

The information in this Item in this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

	Exhibit 99.1	Press Release dated August 15, 2023

	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: August 15, 2023	TOFUTTI BRANDS INC.
	(Registrant)

	By:	/s/Steven Kass
		Steven Kass
		Chief Executive and Financial Officer

EXHIBIT 99.1

August 15, 2023

Tofutti Press Release

Company Contact:	Steve Kass
	Chief Executive/Financial Officer
	(908) 272-2400
	(908) 272-9492 (Fax)

TOFUTTI ANNOUNCES RESULTS FOR THIRTEEN AND TWENTY-SIX WEEKS ENDED JULY 1, 2023

Cranford, New Jersey — August 15, 2023 — TOFUTTI BRANDS INC. (OTCQX Symbol: TOFB) issued its results for the thirteen and twenty-six weeks ended July 1, 2023 today.

Tofutti Brands reported net sales for the thirteen weeks ended July 1, 2023 decreased by $260,000, or 9%, to $2,719,000, from net sales of $2,979,000 for the thirteen weeks ended July 2, 2022. Sales of our vegan cheese products decreased to $2,283,000 for the thirteen weeks ended July 1, 2023 from $2,526,000 for the thirteen weeks ended July 2, 2022. Sales of our frozen dessert products decreased to $436,000 in the thirteen weeks ended July 1, 2023 from $453,000 for the thirteen weeks ended July 2, 2022. For the twenty-six week period ended July 1, 2023, sales decreased by $1,234,000 or 19% to $5,208,000 compared to $6,442,000 for the twenty-six week period ended July 2, 2022.

Our gross profit increased to $667,000 in the thirteen week period ended July 1, 2023 from $525,000 in the thirteen week period ended July 2, 2022. Our gross profit percentage was 25% for the thirteen week period ended July 1, 2023 compared to 18% for the thirteen week period ended July 2, 2022. Our gross profit decreased to $1,273,000 for the twenty-six week period ended July 1, 2023 from $1,382,000 for the twenty-six week period ended July 2, 2022.

We had net losses of $318,000, or $0.06 per share (basic and diluted) and $420,000 or $0.08 per share (basic and diluted), for the thirteen and twenty-six weeks, respectively, ended July 1, 2023, compared to net losses of $208,000, or $0.04 (basic and diluted) per share, and $3,000 or $0.00 basic and diluted per share for the thirteen and twenty-six weeks ended July 2, 2022, respectively.

As of July 1, 2023, we had approximately $576,000 in cash and our working capital was approximately $3,423,000 compared with approximately $1,072,000 in cash and working capital of $3,625,000 at December 31, 2022. The decrease in cash during the twenty-six weeks ended July 2, 2022 was primarily due to a decrease in payables.

Mr. Steven Kass, Chief Executive and Financial Officer of the Company stated, “While we are disappointed in our sales performance during the first six months of 2023, our cash and available capital balances remain strong and we believe we are positioned for improved results,” concluded Mr. Kass.

About Tofutti Brands Inc.

Founded in 1981, Tofutti Brands Inc. develops and distributes a complete line of plant-based products. The Company sells more than twenty-five (25) dairy-free foods including cheese products and frozen desserts. Tofutti Brands Inc. is a proven innovator in the food industry and has developed a full line of delicious and healthy dairy-free foods. Available throughout the United States and in more than fifteen (15) countries, Tofutti Brands answers the call of millions of people who are allergic or intolerant to dairy or wish to maintain a kosher or vegan diet. Tofutti’s product line includes frozen desserts and Tofutti Cutie® sandwiches, and vegan cheese products, such as Better Than Cream Cheese® and Better Than Sour Cream®. Tofutti also sells a prepared food entrée, Mintz’s Blintzes®, made with Tofutti’s milk-free cheeses such as Better Than Cream Cheese® and Sour Supreme®. For more information, visit www.tofutti.com.

Forward-Looking Statements

Some of the statements in this press release concerning the Company’s future prospects are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Actual results may vary significantly based upon a number of factors including, but not limited to business conditions both domestic and international, competition, changes in product mix or distribution channels, resource constraints encountered in promoting and developing new products and other risk factors detailed in the Company’s filings with the Securities and Exchange Commission, including its annual report on Form 10-K.

TOFUTTI BRANDS, INC.

Unaudited Condensed Statements of Operations

(in thousands, except per share figures)

	Thirteen weeks ended July 1, 2023			Thirteen weeks ended July 2, 2022			Twenty-six weeks ended July 1, 2023			Twenty-six weeks ended July 2, 2022

Net sales	$	2,719		$	2,979		$	5,208		$	6,442
Cost of sales		2,052			2,454			3,935			5,060
Gross profit		667			525			1,273			1,382

Operating expenses:
Selling and warehouse		320			309			592			573
Marketing		89			111			184			267
Research and development		56			42			83			82
General and administrative		383			349			686			686
		848			811			1,545			1,608

Loss from operations		(181	)		(286	)		(272	)		(226	)

Other income:
SBA loan forgiveness		—			—			—			165

Loss before interest expense and income taxes		(181	)		(286	)		(272	)		(61	)
Interest expense		1			—			2			—
Loss before income tax		(182	)		(286	)		(274	)		(61	)
Income tax expense (benefit)		136			(78	)		146			(58	)

Net loss	$	(318	)	$	(208	)	$	(420	)	$	(3	)

Weighted average common shares outstanding:
Basic		5,154			5,154			5,154			5,154
Diluted		5,154			5,154			5,154			5,154

Loss per common share:
Basic	$	(0.06	)	$	(0.04	)	$	(0.08	)	$	(0.00	)
Diluted	$	(0.06	)	$	(0.04	)	$	(0.08	)	$	(0.00	)

TOFUTTI BRANDS INC.

Unaudited Condensed Balance Sheets

(in thousands, except share and per share figures)

	July 1, 2023		December 31, 2022
Assets
Current assets:
Cash	$	576	$	1,072
Accounts receivable, net of allowance for doubtful accounts and sales promotions of $490 and $495, respectively		847		1,305
Inventories		2,419		2,463
Prepaid expenses and other current assets		68		80
Total current assets		3,910		4,920
Operating lease right-of-use assets		116		158
Finance lease right-of-use asset		43		53
Deferred tax assets		182		367
Other assets		19		19
Total assets	$	4,270	$	5,517
Liabilities and Stockholders’ Equity
Current liabilities:
Income taxes payable		—		41
Accounts payable		152		684
Accrued expenses		320		555
Finance lease liability, current portion		15		15
Total current liabilities		487		1,295
Financing lease liabilities, long-term		31		39
Operating lease liabilities		41		85
Total liabilities		559		1,419
Stockholders’ equity:
Preferred stock - par value $.01 per share; authorized 100,000 shares, none issued and outstanding		—		—
Common stock - par value $.01 per share; authorized 15,000,000 shares, 5,153,706 shares issued and outstanding		52		52
Additional paid-in capital		296		263
Retained earnings		3,363		3,783
Total stockholders’ equity		3,711		4,098
Total liabilities and stockholders’ equity	$	4,270	$	5,517

Cover	Aug. 15, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 15, 2023
Entity File Number	001-09009
Entity Registrant Name	TOFUTTI BRANDS INC.
Entity Central Index Key	0000730349
Entity Tax Identification Number	13-3094658
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	50 Jackson Drive
Entity Address, City or Town	Cranford
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07016
City Area Code	(908)
Local Phone Number	272-2400
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	TOFB
Entity Emerging Growth Company	false
Entity Information, Former Legal or Registered Name	Not Applicable