Lifeway Foods (LWAY) 10-K 30 Mar 18 2017 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2017	Mar. 13, 2018	Jun. 30, 2017
Document And Entity Information
Entity Registrant Name	LIFEWAY FOODS INC
Entity Central Index Key	814,586
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer	No
Is Entity a Voluntary Filer	No
Is Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		15,877,122
Entity Public Float			$ 43,423,070
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,017

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Current assets
Cash and cash equivalents	$ 4,978	$ 8,812
Accounts receivable, net of allowance for doubtful accounts and discounts and allowances of $2,010 and $1,600 at December 31, 2017 and 2016, respectively	8,676	9,594
Inventories, net	7,697	8,042
Prepaid expenses and other current assets	983	785
Refundable income taxes	2,347	309
Total current assets	24,681	27,542
Property and equipment, net	24,645	21,832
Intangible assets
Goodwill & indefinite-lived intangibles	14,068	14,068
Other intangible assets, net	975	1,647
Total intangible assets	15,043	15,715
Other Assets	150	125
Total assets	64,519	65,214
Current liabilities
Current maturities of notes payable	3,166	840
Accounts payable	6,848	5,718
Accrued expenses	2,984	2,169
Accrued income taxes	203	654
Total current liabilities	13,201	9,381
Notes payable	3,113	6,279
Deferred income taxes	840	1,192
Other long-term liabilities	775	0
Total liabilities	17,929	16,852
Stockholders' equity
Preferred stock, no par value; 2,500 shares authorized; no shares issued or outstanding at 2017 and 2016	0	0
Common stock, no par value; 40,000 shares authorized; 17,274 shares issued; 16,008 and 16,154 shares outstanding at 2017 and 2016	6,509	6,509
Paid-in-capital	2,244	2,198
Treasury stock, at cost	(11,812)	(10,340)
Retained earnings	49,649	49,995
Total stockholders' equity	46,590	48,362
Total liabilities and stockholders' equity	$ 64,519	$ 65,214

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Current assets
Allowance for doubtful accounts and discounts	$ 2,010	$ 1,600
Stockholders' equity
Preferred stock, no par value
Preferred stock, shares authorized	2,500	2,500
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, no par value
Common stock, shares authorized	40,000	40,000
Common stock, shares issued	17,274	17,274
Common stock, shares outstanding	16,008	16,154

Consolidated Statements of Inco

Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Statement [Abstract]
Net sales	$ 118,893	$ 123,879
Cost of goods sold	85,757	86,524
Depreciation expense	2,440	2,323
Total cost of goods sold	88,197	88,847
Gross profit	30,696	35,032
Selling expenses	16,595	14,467
General and administrative	13,955	13,783
Amortization expense	672	697
Total operating expenses	31,222	28,947
Income (loss) from operations	(526)	6,085
Other income (expense):
Interest expense	(242)	(220)
Loss on sale of investments, net reclassified from OCI	0	(15)
Loss on sale of property and equipment	(38)	(284)
Other income	2	71
Total other income (expense)	(278)	(448)
Income (loss) before provision for income taxes	(804)	5,637
Provision (benefit) for income taxes	(458)	2,158
Net income (loss)	$ (346)	$ 3,479
Basic earnings (loss) per common share	$ (0.02)	$ 0.22
Diluted earnings (loss) per common share	$ (0.02)	$ 0.22
Weighted average number of shares outstanding - Basic	16,105	16,155
Weighted average number of shares outstanding - Diluted	16,105	16,160
COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$ (346)	$ 3,479
Other comprehensive income (loss), net of tax:
Unrealized gains on investments, net of $0 and $38 of taxes	0	62
Reclassifications to earnings:
Realized (gains) losses on investments, net of $0 and $6 of taxes	0	9
Comprehensive income (loss)	$ (346)	$ 3,550

Consolidated Statements of Inc5

Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Statement [Abstract]
Unrealized gains on investment, tax portion	$ 0	$ 38
Realized (gains) losses on investments, tax portion	$ 0	$ 6

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Common Stock	In treasury	Additional Paid-In Capital	Retained Earnings / Accumulated Deficit	Other Comprehensive Income / Loss	Total
Beginning Balance, Shares issued at Dec. 31, 2015	17,274
Beginning Balance, Treasury stock shares at Dec. 31, 2015		(1,064)
Beginning Balance, Amount at Dec. 31, 2015	$ 6,509	$ (9,730)	$ 2,033	$ 46,516	$ (71)	$ 45,257
Other comprehensive income					71	71
Treasury stock purchased, Shares		(69)
Treasury stock purchased, Amount		$ (738)				(738)
Issuance of common stock in connection with stock-based compensation, shares		12
Issuance of common stock in connection with stock-based compensation		$ 117	12			129
Issuance of common stock on exercise of stock options, shares		1
Issuance of common stock on exercise of stock options, value		$ 11	18			29
Share-based compensation			135			135
Net income (loss)				3,479		$ 3,479
Ending Balance, Shares issued at Dec. 31, 2016	17,374					17,274
Ending Balance, Treasury stock shares at Dec. 31, 2016		(1,120)
Ending Balance, Amount at Dec. 31, 2016	$ 6,509	$ (10,340)	2,198	49,995	0	$ 48,362
Treasury stock purchased, Shares		(148)
Treasury stock purchased, Amount		$ (1,486)				(1,486)
Issuance of common stock in connection with stock-based compensation, shares		2
Issuance of common stock in connection with stock-based compensation		$ 14	(14)
Share-based compensation			60			60
Net income (loss)				(346)		$ (346)
Ending Balance, Shares issued at Dec. 31, 2017	17,274					17,274
Ending Balance, Treasury stock shares at Dec. 31, 2017		(1,266)
Ending Balance, Amount at Dec. 31, 2017	$ 6,509	$ (11,812)	$ 2,244	$ 49,649	$ 0	$ 46,590

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash flows from operating activities:
Net income (loss)	$ (346)	$ 3,479
Adjustments to reconcile net income (loss) to operating cash flow:
Depreciation and amortization	3,112	3,020
Loss on sale of investments, net	0	15
Deferred income taxes	(352)	(531)
Bad debt expense	480	0
Reserve for inventory obsolescence	374	200
Stock-based compensation	596	326
Loss on sale of property and equipment	38	284
(Increase) decrease in operating assets:
Accounts receivable	780	292
Inventories	(29)	(579)
Refundable income taxes	(2,038)	140
Prepaid expenses and other current assets	(197)	(584)
Increase (decrease) in operating liabilities:
Accounts payable	1,130	(2,673)
Accrued expenses	711	599
Accrued income taxes	(451)	1,116
Net cash provided by operating activities	3,808	5,104
Cash flows from investing activities:
Purchases of investments	(25)	(559)
Proceeds from sale of investments	0	2,751
Redemption of certificates of deposit	0	513
Purchases of property and equipment	(5,341)	(3,237)
Proceeds from sale of property and equipment	50	172
Net cash used in investing activities	(5,316)	(360)
Cash flows from financing activities:
Purchase of treasury stock	(1,486)	(738)
Repayment of notes payable	(840)	(840)
Net cash used in financing activities	(2,326)	(1,578)
Net (decrease) increase in cash and cash equivalents	(3,834)	3,166
Cash and cash equivalents at the beginning of the year	8,812	5,646
Cash and cash equivalents at the end of the year	4,978	8,812
Supplemental cash flow information:
Cash paid for income taxes, net of refunds	2,382	1,421
Cash paid for interest	$ 241	$ 220

1. Basis of presentation

1. Basis of presentation	12 Months Ended
	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of presentation	The accompanying consolidated financial statements and accompanying notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Lifeway’s consolidated financial statements include all of the assets, liabilities and results of operations of Lifeway’s wholly owned subsidiaries (collectively “Lifeway” or the “Company”). All inter-company balances and transactions have been eliminated in the consolidated financial statements.

2. Summary Of Significant Accou

2. Summary Of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Summary Of Significant Accounting Policies	Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates made in preparing the consolidated financial statements include the reserve for promotional allowances, the fair value of investment securities, the valuation of goodwill and intangible assets, stock-based and incentive compensation, and deferred income taxes. Revenue Recognition Lifeway records sales when the following four criteria have been met: (i) The product has been shipped and we have no significant remaining obligations; (ii) Persuasive evidence of an agreement exists; (iii) The price to the buyer is fixed or determinable; and (iv) Collection is probable. In addition, shipping costs invoiced to the customers are included in net sales and the related costs are included in cost of sales. Lifeway routinely offers sales allowances and discounts to our customers and consumers. These programs include rebates, in-store display and demo allowances, allowances for non-saleable product, coupons and other trade promotional activities. These allowances are considered reductions in the price of our products and thus are recorded as reductions to sales. Some of these incentives are recorded by estimating incentive costs based on our historical experience and expected levels of performance of the trade promotion. We maintain a reserve for the estimated allowances incurred but unpaid. Differences between estimated and actual allowances are normally insignificant and are recognized in income in the period such differences are determined. Product returns have historically not been material. Bulk cream is a by-product of Lifeway’s fluid milk manufacturing process. Lifeway does not use bulk cream in any of its end products, but rather disposes of it through sales to other companies. Bulk cream by-product sales are included in net sales. Cash and cash equivalents Lifeway considers cash and all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at cost, which approximates or equals fair value due to their short-term nature. Lifeway from time to time may have bank deposits in excess of insurance limits of the Federal Deposit Insurance Corporation. Lifeway has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk related to its cash and cash equivalents. Fair Value Measurements Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Level 2 – Level 3. All investment securities are classified as available-for-sale and are carried at fair value. Unrealized gains and losses on available-for-sale securities are reported as a separate component of stockholders’ equity to the extent they are considered temporary in nature. Amortization, accretion, interest and dividends, realized gains and losses, and declines in value judged to be other-than-temporary on available-for-sale securities are recorded as a component of other income. This evaluation depends on the specific facts and circumstances. Factors that we consider in determining whether an other-than-temporary decline in fair value has occurred include: the fair value of the security in relation to its cost basis; the financial condition of the investee; and the intent and ability to retain the investment for a sufficient period of time to allow for possible recovery in the fair value of the investment. Gross gains of $0 and $185, and gross losses of $0 and $200 were realized on the sales of investments during the years ended December 31, 2017 and 2016, respectively. Lifeway’s financial assets and liabilities which are not carried at fair value on a recurring basis include cash and cash equivalents, accounts receivable, other receivables, accounts payable, accrued expenses and notes payable for which carrying value approximates fair value. Inventories Inventories are stated at the lower of cost or net realizable value, valued on a first in, first out basis (“FIFO”). The costs of finished goods inventories include raw materials, direct labor, and overhead costs. Inventories are stated net of reserves for excess or obsolete inventory. Property, plant and equipment Property, plant and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the related assets. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized in income for the period. The cost of maintenance and repairs that do not improve or extend the life of the assets are charged to expense as incurred; significant renewals and betterments are capitalized. Property, plant and equipment is being depreciated over the following useful lives: Category Years Buildings and improvements 31 and 39 Machinery and equipment 5 - 12 Office equipment 3 - 7 Vehicles 5 Leasehold improvements Shorter of expected useful life or lease term Goodwill and other intangible assets Goodwill represents the excess purchase price over the fair value of the net tangible and other identifiable intangible assets acquired. Goodwill and indefinite lived intangible assets are not amortized, but are reviewed for impairment at least annually. Intangible assets acquired in a business combination are recorded at their estimated fair values at the date of acquisition. Lifeway amortizes other intangible assets over their estimated useful lives, as disclosed in the table below. Category Years Recipes 4 Trade names 8-15 Formula 10 Customer lists 8-10 Customer relationships 8-12 Impairment Lifeway reviews intangible assets for impairment at least once per year to determine if any adverse conditions exist that would indicate the carrying value of these assets may not be recoverable. Lifeway conducts more frequent impairment assessments if certain conditions exist, such as a change in the competitive landscape, any internal decisions to pursue new or different strategies, a loss of a significant customer, or a significant change in the market place including changes in the prices paid for our products or changes in the size of the market for our products. If the estimated remaining useful life of an intangible asset is changed, the remaining carrying amount of the intangible asset is amortized prospectively over the revised remaining useful life. Long-lived assets, including property, plant, and equipment, and cost method investments, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and prior to any goodwill impairment test. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no indicators of impairment in 2017 or 2016. Income taxes Deferred income taxes are the result of temporary differences that arise from income and expense items reported for financial accounting and tax purposes in different periods. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which the deferred tax assets or liabilities are expected to be realized or settled. Deferred tax assets and liabilities are classified on a net basis as non-current. The principal sources of temporary differences are different depreciation and amortization methods for financial statement and tax purposes, unrealized gains or losses related to investments, capitalization of indirect costs for tax purposes, purchase price adjustments, incentive compensation, reserves for excess and obsolete inventory, and the allowance for doubtful accounts. Lifeway has analyzed filing positions in all the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. We recognize the income tax benefit from an uncertain tax position when it is more likely than not that, based on technical merits, the position will be sustained upon examination, including resolutions of any related appeals or litigation processes. We apply a more likely than not threshold to the recognition and derecognition of uncertain tax positions. Accordingly, we recognize the amount of tax benefit that has a greater than 50% likelihood of being ultimately realized upon settlement. Future changes in judgment related to the expected ultimate resolution of uncertain tax positions will affect earnings in the quarter of such change. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit has been recognized in the financial statements. The total amount of unrecognized tax benefits can change due to audit settlements, tax examination activities, statute expirations and the recognition and measurement criteria under accounting for uncertainty in income taxes. Lifeway recognizes penalties and interest related to unrecognized tax benefits in the provision (benefit) for income taxes in the consolidated statements of income (loss) and comprehensive income (loss). We monitor for changes in tax laws and reflect the impacts of tax law changes in the period of enactment. In response to the Tax Cuts and Jobs Act (the “Act”) enacted on December 22, 2017, the U.S. Securities and Exchange Commission (“SEC”) issued guidance that allows us to record provisional amounts for the impacts of U.S. tax reform if the full accounting cannot be completed before we file our 2017 financial statements. An estimated provisional impact of the remeasurement of deferred income taxes has been recorded in the provision (benefit) for income taxes for 2017. However, our review of the implications of the Act will be ongoing throughout 2018 as additional clarification and guidance are provided on how the IRS and state authorities will implement tax reform. We will also watch for additional guidance from the SEC or the FASB related to tax reform. See Note 9, Income Taxes, for additional information on how we recorded the impacts of the U.S. tax reform. Treasury stock Treasury stock is recorded using the cost method. Advertising costs Lifeway expenses advertising costs as incurred. For the years ended December 31, 2017 and 2016 total advertising expenses were $7,402 and $6,859, respectively. Earnings (loss) per common share Basic earnings (loss) per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares issued and outstanding during each period. Diluted earnings (loss) per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares issued and outstanding and the effect of all dilutive common stock equivalents outstanding during each period. For the years ended December 31, 2017 and 2016, there were 0 and 5 common stock equivalents outstanding, respectively. Recently Adopted Accounting Pronouncements In March 2018, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (“SAB”) No. 118. The new guidance adds SEC Staff views on income tax accounting implications of the Tax Cut and Jobs Act (the “Act”) signed into law in December 2017. The amendments in this Update provide guidance on accounting and disclosure for certain income tax effects of the Act which will be incomplete at the time the financial statements are issued for the reporting period that includes the enactment date of December 2017. The Company adopted this guidance in Q4 2017 and has included disclosure of the provisional impact of the remeasurement of deferred income taxes recorded in Footnote 9. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation – Improvements to Employee Share-Based Payment Accounting. The new guidance simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, statutory tax withholding requirements, classification of awards as either equity or liabilities, and classification in the statement of cash flows. Under this ASU, excess tax benefits and deficiencies are no longer recognized as additional paid-in capital in the consolidated balance sheets. This guidance was effective on January 1, 2017. The adoption of this amendment had no impact on the consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes – Balance Sheet Classification of Deferred Taxes. This new guidance simplifies the presentation of deferred income taxes and requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. Previous guidance required deferred tax assets and liabilities to be separated into current and noncurrent amounts on the balance sheet. This guidance was effective on January 1, 2017. Lifeway elected to adopt this guidance as of the first fiscal quarter in 2017 and has applied the update on a retrospective basis. Lifeway changed its accounting principle to reduce the cost and complexity inherent in recording deferred taxes as current and noncurrent on the consolidated balance sheets. As a result, Lifeway has reclassified $662 of current deferred tax assets to noncurrent deferred tax liabilities in the consolidated balance sheet as of December 31, 2016. In July 2015, the FASB issued ASU 2015-11, Inventory – Simplifying the Measurement of Inventory. The core principal of the guidance is that an entity should measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This guidance was effective on January 1, 2017. The adoption of this amendment had no impact on the consolidated financial statements. Recently Issued Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting. The new guidance provides clarity and reduces both diversity in practice and cost of complexity when accounting for a change to the terms or conditions of a share-based payment award. The amendments in this Update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The new guidance will be effective for fiscal years beginning on or after December 15, 2017 and interim periods within those years. Early adoption of the guidance is permitted. The adoption of this amendment is not expected to have a material impact on the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment. The new guidance simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The new guidance will be effective for annual periods or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The amendment should be applied on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of this amendment is not expected to have a material impact on the consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments. The new guidance is intended to address the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows, such as debt prepayment or debt extinguishment costs, contingent consideration payments made after an acquisition, proceeds from the settlement of insurance claims, and other topics. The new guidance will be effective for fiscal years beginning on or after December 15, 2017 and interim periods within those years. Early adoption of the guidance is permitted. The adoption of this amendment is not expected to have a material impact on the consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases. The guidance requires lessees to recognize lease assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The new guidance is effective for financial statements issued for fiscal years beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted. The amendments in this ASU should be adopted using a modified retrospective transition approach, which requires application of the new guidance at the beginning of the earliest comparative period presented in the year of adoption. We do not intend to early adopt the standard. Management is currently evaluating the impact that the new guidance will have on the consolidated financial statements. In January, 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. The new guidance modifies how entities measure equity investments and present changes in the fair value of financial liabilities. Under the new guidance, entities will have to measure equity investments that do not result in consolidation and are not accounted under the equity method at fair value and recognize any changes in fair value in net income (loss) unless certain conditions exist. The new guidance will be effective for fiscal years beginning on or after December 15, 2017 and interim periods within those years. Early adoption of the guidance is not permitted. The adoption of this amendment is not expected to have an impact on the consolidated financial statements. In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific requirements. ASU 2014-09 establishes a five-step revenue recognition process in which an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all of the periods presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements. ASU 2014-09 also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. On August 12, 2015 the FASB approved a one year delay of the effective date to reporting periods beginning after December 15, 2017, while permitting companies to voluntarily adopt the new standard as of the original effective date. In December 2016, the FASB issued ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The effective date and transition requirements for ASU 2016-20 are the same as the effective date and transition requirements for ASU 2014-09. Under the delayed effective date, we are required to adopt the new standard not later than January 1, 2018. We will adopt the new standard on January 1, 2018 on a modified retrospective basis. Upon adoption, we expect the new standard will not have a material impact on our results of operations or financial position.

3. Inventories, net

3. Inventories, net	12 Months Ended
	Dec. 31, 2017
Inventory Disclosure [Abstract]
Inventories	Inventories consisted of the following: December 31, 2017 2016 Ingredients $ 1,717 $ 2,256 Packaging 2,453 2,770 Finished goods 3,527 3,016 Total inventories, net $ 7,697 $ 8,042

4. Property, Plant and Equipmen

4. Property, Plant and Equipment, net	12 Months Ended
	Dec. 31, 2017
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	Property, plant and equipment consisted of the following: December 31, 2017 2016 Land $ 1,747 $ 1,747 Buildings and improvements 17,260 16,428 Machinery and equipment 27,539 23,122 Vehicles 901 848 Office equipment 734 709 Construction in process 1,683 1,873 49,864 44,727 Less accumulated depreciation (25,219 ) (22,895 ) Total property, plant and equipment, net $ 24,645 $ 21,832

5. Intangible Assets

5. Intangible Assets	12 Months Ended
	Dec. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Goodwill and indefinite-lived intangible assets consisted of the following: December 31, 2017 2016 Goodwill $ 10,368 $ 10,368 Brand names 3,700 3,700 Goodwill and indefinite lived intangible assets $ 14,068 $ 14,068 Other intangible assets, net consisted of the following: December 31, 2017 2016 Recipes $ 44 $ 44 Customer lists and other customer related intangibles 4,529 4,529 Customer relationships 985 985 Trade names 2,248 2,248 Formula 438 438 8,244 8,244 Accumulated amortization (7,269 ) (6,597 ) Intangible assets, net $ 975 $ 1,647 The estimated annual intangible asset amortization expense related to amortizable intangible assets as of December 31, 2017 is as follows: 2018 635 2019 210 2020 130 Total $ 975

6. Accrued Expenses

6. Accrued Expenses	12 Months Ended
	Dec. 31, 2017
Payables and Accruals [Abstract]
Accrued Expenses	Accrued expenses consisted of the following: December 31, 2017 2016 Payroll and incentive compensation $ 2,208 $ 1,560 Real estate tax 371 394 Other 405 215 Total accrued expenses $ 2,984 $ 2,169

7. Notes Payable

7. Notes Payable	12 Months Ended
	Dec. 31, 2017
Debt Disclosure [Abstract]
Notes Payable	Notes payable consisted of the following: December 31, 2017 2016 Variable rate term loan due May 31, 2018. Principal and interest (4.07% at December 31, 2017) payable monthly with a balloon payment due at maturity. $ 2,832 $ 3,339 Variable rate term loan due May 31, 2019. Principal and interest (3.86% at December 31, 2017) payable monthly with a balloon payment due at maturity. 3,447 3,780 Total notes payable 6,279 7,119 Less current portion (3,166 ) (840 ) Total long-term portion $ 3,113 $ 6,279 The variable rate term loans are subject to interest at the prime rate or at the LIBOR rate plus 2.5% and are collateralized by substantially all of Lifeway’s assets. In addition, under the terms of the related agreements, Lifeway is subject to a minimum fixed charge coverage ratio and a minimum tangible net worth threshold, which among other things may limit our ability to pay dividends or repurchase shares of common stock. Further, under the agreements Lifeway is required to deliver its annual and quarterly financial statements and related SEC filings within specified timeframes. Although we were not in compliance with the minimum fixed charge coverage ratio covenant at December 31, 2017, we have obtained a waiver of the minimum fixed charge coverage ratio through December 31, 2018. In addition, Lifeway has a $5 million revolving credit facility. Borrowings under the facility are subject to interest at the prime rate or LIBOR plus 2.5%. As of December 31, 2017 and 2016, there were no borrowings under the facility. The facility expires in July 2018. Future maturities of notes payable at December 31, 2017, are as follows: 2018 $ 3,166 2019 3,113 Total $ 6,279

8. Commitments And Contingencie

8. Commitments And Contingencies	12 Months Ended
	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments And Contingencies	Lease obligations Lifeway leases three retail stores for its Lifeway Kefir Shop subsidiary, certain machinery and equipment, and office space under operating leases. Total lease expense was $702 and $509 for the years ended December 31, 2017 and 2016, respectively. Future annual minimum base rental payments under non-cancelable leases with a lease term in excess of one year as of December 31, 2017 were as follows: Year Operating 2018 $ 195 2019 151 2020 128 2021 83 2022 44 Total minimum lease payments $ 601 Litigation Lifeway is engaged in various legal actions, claims, and proceedings arising in the normal course of business, including commercial disputes, product liabilities, intellectual property matters and employment-related matters resulting from our business activities. We record accruals for outstanding legal matters when we believe it is probable that a loss will be incurred and the amount of such loss can be reasonably estimated. We evaluate, on a periodic basis, developments in legal matters that could affect the amount of any accrual and developments that would make a loss contingency both probable and reasonably estimable. If a loss contingency is not both probable and estimable, we do not establish an accrued liability. Currently, none of our accruals for outstanding legal matters are material individually or in the aggregate to our financial position and it is management’s opinion that the ultimate resolution of these outstanding legal matters will not have a material adverse effect on our business, financial condition, results of operations, or cash flows. However, if we ultimately are required to make payments in connection with an adverse outcome, it is possible that it could have a material adverse effect on our business, financial condition, results of operations or cash flows. Lifeway’s contingencies are subject to substantial uncertainties, including for each such contingency the following, among other factors: (i) the procedural status of the case; (ii) whether the case has or may be certified as a class action suit; (iii) the outcome of preliminary motions; (iv) the impact of discovery; (v) whether there are significant factual issues to be determined or resolved; (vi) whether the proceedings involve a large number of parties and/or parties and claims in multiple jurisdictions or jurisdictions in which the relevant laws are complex or unclear; (vii) the extent of potential damages, which are often unspecified or indeterminate; and (viii) the status of settlement discussions, if any, and the settlement posture of the parties. Consequently, Lifeway cannot predict with any reasonable certainty the timing or outcome of such contingencies, and we are unable to estimate a possible loss or range of loss. In a letter dated May 19, 2016, Lifeway received a request to voluntarily produce documents in connection with a confidential, informal inquiry by the Division of Enforcement of the SEC concerning Lifeway’s internal controls, disclosure controls procedures, and internal control over financial reporting for fiscal years 2013 through the date of the letter. The SEC has informed Lifeway that the inquiry should not be construed as an indication that any violation of any federal securities law has occurred or as a reflection upon the merits of any person, company, or securities involved. Since receiving the letter, Lifeway has been cooperating with the SEC and will continue to do so.

9. Income taxes

9. Income taxes	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income taxes	On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. The Act significantly changed U.S. income tax law by, among other things, reducing the U.S. federal income tax rate from 35% to 21%, transitioning from a global tax system to a modified territorial tax system, eliminating the domestic manufacturing deduction, reduction in the dividend received deduction, and limiting the tax deductions for interest expense and certain executive compensation. While our accounting for income taxes under the Act is not yet complete, we have made reasonable estimates of the provisions of the Act and recognized a $378 discrete net tax benefit in our 2017 financial statements arising from revaluing our net deferred tax liabilities to reflect the new tax rate. The final impact of the Act may differ from this estimate due to changes in interpretations of the Act, any legislative action to address questions that arise because of the Act, or any updates or changes to estimates the Company has utilized to calculate the impacts. We anticipate that these estimates will be finalized with the filing of the 2017 income tax return. The provision for income taxes consists of the following: For the Years Ended December 31, 2017 2016 Current: Federal $ (359 ) $ 2,117 State and local 193 572 Total current (166 ) 2,689 Deferred (292 ) (531 ) Provision (benefit) for income taxes $ (458 ) $ 2,158 A reconciliation of the U.S. federal statutory rate to the effective tax rate used in the provision for income taxes is as follows: 2017 2016 Amount Percentage Amount Percentage Federal income tax computed at the statutory rate (274 ) 34.0 % $ 1,917 34.0 % State and local tax, net 1 (0.1 )% 320 5.7 % U.S. domestic manufacturers’ deduction & other permanent differences 111 (13.8 )% 113 2.0 % Changes for tax positions of prior years 118 (14.6 )% (202 ) (3.5 )% Change in tax rates (a) (378 ) 47.0 % 2 0.0 % Change in tax estimate (36 ) 4.5 % 8 0.1 % Provision (benefit) for income taxes (458 ) 57.0 % $ 2,158 38.3 % (a) Includes the estimated impact of the Act in 2017. Deferred tax assets and liabilities are as follows: December 31, 2017 2016 Deferred tax liabilities attributable to: Accumulated depreciation and amortization $ (1,784 ) $ (1,854 ) Total net deferred tax liabilities (1,784 ) (1,854 ) Deferred tax assets attributable to: Net operating losses 14 – Capital loss carry-forward & investment impairment 122 166 Incentive compensation 255 126 Inventory 335 331 Allowances for doubtful accounts and discounts 161 39 Other 57 – Total net deferred tax assets 944 662 Net deferred tax liabilities $ (840 ) $ (1,192 ) A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2017 2016 Balance at January 1 $ 63 $ 265 Additions for tax positions of prior years 118 63 Release for tax positions of prior years – (265 ) Balance at December 31 $ 181 $ 63 Lifeway is subject to U.S. federal income tax as well as income tax in multiple state and city jurisdictions. With limited exceptions, our calendar year 2014 and subsequent federal and state tax years remain open by statute. The amount of unrecognized tax benefits that, if recognized, would impact the annual effective tax rate was not significant as of December 31, 2017 and 2016. The amount of interest and penalties recognized in the consolidated statements of income (loss) and comprehensive income (loss) was approximately $152 and $19 during 2017 and 2016, respectively. The amount of interest and penalties recognized in the consolidated balance sheets was approximately $171 and $19 at December 31, 2017 and 2016, respectively.

10. Stock-based and Other Compe

10. Stock-based and Other Compensation	12 Months Ended
	Dec. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-based Compensation	Stock Options In December 2015, Lifeway stockholders approved the 2015 Omnibus Incentive Plan, which authorized the issuance of an aggregate of 3.5 million shares to satisfy awards of stock options, stock appreciation rights, unrestricted stock, restricted stock, restricted stock units, performance shares and performance units. At December 31, 2017, 3.448 million shares remain available under the Omnibus Incentive Plan. Lifeway has not established a pace for the frequency of awards under the Omnibus plan, and may choose to suspend the issuance of new awards in the future and may grant additional awards at any time including issuing special grants of restricted stock, restricted stock units, and stock options to attract and retain new and existing executives. Pursuant to the Omnibus Incentive Plan, Lifeway granted 26 stock options to certain key employees effective January 1, 2016 and 24 stock options on July 1, 2016 (the “2016 options”). The 2016 options generally vest over a three-year period, on a relatively accelerated basis. The accelerated vesting reflects the landmark nature of the awards and the relative tenure of individual participants. The following table summarizes stock option activity during the year ended December 31, 2017: Options Weighted Weighted Aggregate Outstanding at December 31, 2016 45 $ 10.45 Granted – $ – Exercised – $ – Forfeited – $ – Outstanding at December 31, 2017 45 $ 10.45 8.20 $ – Exercisable at December 31, 2017 29 $ 10.42 8.20 $ – For the years ended December 31, 2017 and 2016 total pre-tax stock-based compensation expense recognized in the consolidated statements of income (loss) and comprehensive income (loss) was $41 and $134, respectively. For the years ended December 31, 2017 and 2016 tax-related benefits of $17 and $51 were also recognized. As of December 31, 2017, the total remaining unearned compensation related to non-vested stock options was $19, which is expected to be amortized over the weighted-average remaining service period of 1.30 years. We measure the fair value of stock options using the Black-Scholes option pricing model. The expected term of options granted was based on the weighted average time of vesting and the end of the contractual term. We utilized this simplified method as we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term. The following assumptions were used for the 2016 stock option grants: Risk free interest rate 1.00 - 1.11% Expected dividend yield 0.27% Expected volatility 38.96 - 39.94% Expected term (years) 5.03 - 5.88 Restricted Stock Units Pursuant to the 2015 Omnibus Incentive Plan, Lifeway granted 2 Restricted Stock Units (“RSUs”) to certain key employees in December 2016. An RSU represents the right to receive one share of common stock in the future. RSUs have no exercise price. The following table summarizes RSU activity during the year ended December 31, 2017: RSU’s Outstanding at December 31, 2016 2 Granted – Shares issued upon vesting (2) Forfeited – Outstanding at December 31, 2017 – Weighted average grant date fair value per share $ 10.54 We expense RSU’s over the service period. For the years ended December 31, 2017 and 2016 total pre-tax stock-based compensation expense recognized in the consolidated statements of income (loss) and comprehensive income (loss) was $18 and $1, respectively. For the years ended December 31, 2017 and 2016 tax-related benefits of $7 and $0, respectively, were also recognized. As of December 31, 2017, the total remaining unearned compensation related to non-vested RSU’s was $3, which is expected to be amortized over the weighted-average remaining service period of 0.96 years. Incentive Compensation In March 2016, Lifeway established an incentive-based compensation program (the “2016 Plan”) for certain senior executives and key employees (the “participants”). The incentive compensation was based on the achievement of certain sales and adjusted EBITDA performance levels versus respective targets in 2016. Under the 2016 Plan, the senior executives had the opportunity to earn cash and equity-based incentive compensation in amounts ranging from $0 to $4,000 for fiscal 2016 depending on the performance levels compared to the respective targets. For the year ended December 31, 2016, senior executive participants earned bonuses of $1,720 under the 2016 Plan, all of which was paid or was payable in cash at December 31, 2016. In December 2016, Lifeway awarded 12 shares of fully vested common stock to key employee participants. Stock-based compensation of $191 was recognized in 2016. In January 2017, Lifeway established an incentive-based compensation program (the “2017 Plan”) for certain senior executives and key employees (the “participants”). The number of participants under the 2017 Plan was expanded from the 2016 Plan. Under the 2017 Plan, incentive compensation was based on (a) the achievement of certain sales and adjusted EBITDA performance levels versus respective targets in 2017, and (b) for certain senior executives, the achievement of individual performance objectives. Under the 2017 Plan, collectively the participants had the opportunity to earn cash and equity-based incentive compensation in amounts ranging from $0 to $11,025 depending on Lifeway’s performance levels compared to the respective targets and the senior executive’s performance compared to their individual objectives. The equity portion of the incentive compensation is payable in restricted stock that vests one-third in each of the three years from the 2017 grant dates. For the year ended December 31, 2017, incentive compensation earned by participants under the plan was $3,589 of which $1,610 will be settled through the issuance of stock, subject to vesting, and $1,979 will be settled in cash. For the year ended December 31, 2017, incentive compensation recognized in the consolidated statement of income (loss) and comprehensive income (loss) under the 2017 Plan was $2,516. As of December 31, 2017, the total remaining unearned compensation related to the 2017 Plan was $1,073 of which $710, $309 and $54 is expected to be recognized in 2018, 2019 and 2020 respectively, subject to vesting. Retirement Benefits Lifeway has a defined contribution plan which is available to substantially all full-time employees. Under the terms of the plan Lifeway matches employee contributions under a prescribed formula. For the years ended December 31, 2017 and 2016 total contribution expense recognized in the consolidated statements of income (loss) and comprehensive income (loss) was $376 and $368, respectively.

11. Segments, Products and Cust

11. Segments, Products and Customers	12 Months Ended
	Dec. 31, 2017
Segment Reporting [Abstract]
Segments, Products and Customers	Lifeway’s primary product is drinkable kefir, a cultured dairy product. Lifeway Kefir is a tart and tangy cultured milk smoothie that is high in protein, calcium and vitamin D. Thanks to our exclusive blend of kefir cultures, each cup of kefir contains 12 live and active cultures and 15 to 20 billion beneficial CFU (Colony Forming Units) at the time of manufacture. We manufacture (directly or through co-packers) our products under our own brand, as well as under private labels on behalf of certain customers. As of December 31, 2017, Lifeway offered over 50 varieties of our kefir products including more than 20 flavors. In addition to our core drinkable kefir products, we offer Kefir Cups, a strained, cupped version of our kefir; and Organic Farmer Cheese Cups, a cupped version of our soft cheeses, both served in resealable 5 oz. containers with mini-spoons. We also offer Lifeway Elixir, a line of non-dairy, sparkling organic probiotic beverages, as well as probiotic supplements for adults and children. In late 2017, we also announced that we would begin offering Skyr, a strained cupped Icelandic yogurt, and Plantiful, a plant-based probiotic beverage made from organic and non-GMO pea protein with 10 vegan kefir cultures. Our product categories are: · Drinkable Kefir, sold in a variety of organic and non-organic sizes, flavors, and types, including low fat, non-fat, whole milk, protein, BioKefir (a 3.5 oz. kefir with additional probiotic cultures), and Kefir with Oats. · European-style soft cheeses, including farmer cheese in resealable cups. · Cream and other, which consists primarily of cream, a byproduct of making our · ProBugs, a line of kefir products in drinkable, frozen, and freeze dried formats, designed for children. · Other Dairy, which include Cupped Kefir and Icelandic Skyr, a line of strained kefir and yogurt products in a resealable cups. · Frozen Kefir, available in both bars and pint-size containers. Lifeway has determined that it has one reportable segment based on how our chief operating decision maker manages the business and in a manner consistent with the internal reporting provided to the chief operating decision maker. The chief operating decision maker, who is responsible for allocating resources and assessing Company performance, has been identified collectively as the Chief Financial Officer, the Chief Operating Officer, the Chief Executive Officer and Chairperson of the board of directors. Substantially all of our consolidated revenues relate to the sale of cultured dairy products that we produce using the same processes and materials and are sold to consumers through a common network of distributors and retailers in the United States. Net sales of products by category were as follows for the years ended December 31: 2017 2016 In thousands $ % $ % Drinkable Kefir other than ProBugs $ 90,514 76% $ 96,782 78% Cheese 11,516 10% 11,007 9% Cream and other (a) 6,527 5% 6,114 5% ProBugs Kefir 4,537 4% 6,722 5% Other dairy 4,138 4% 1,279 1% Frozen Kefir (b) 1,661 1% 1,975 2% Net Sales $ 118,893 100% $ 123,879 100% (a) Includes cream byproducts and other non-dairy products for resale (b) Includes Lifeway Kefir Shop sales Significant Customers

12. Share repurchase program

12. Share repurchase program	12 Months Ended
	Dec. 31, 2017
Equity [Abstract]
Share repurchase program	On September 24, 2015, Lifeway’s Board of Directors authorized a stock repurchase program (the “2015 stock repurchase program”) under which we may, from time to time, repurchase shares of our common stock for an aggregate purchase price not to exceed the lesser of $3,500 or 250 shares. On November 1, 2017, the Board amended the 2015 stock repurchase program (the “2017 amendment”), by adding to (i.e., exclusive of the shares previously authorized under the 2015 stock repurchase program) the authorization the lesser of $5,185 or 625 shares. Under the amended authorization, share repurchases may be executed through various means, including without limitation in the open market or in privately negotiated transactions, in accordance with all applicable securities laws and regulations, including without limitation Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The extent to which Lifeway repurchases its shares and the timing of such repurchases will depend upon a variety of factors, including market conditions, regulatory requirements and other corporate considerations. The repurchase program does not obligate us to purchase any shares, and the program may be terminated, suspended, increased, or decreased by our Board in its discretion at any time. Pursuant to the share repurchase program, during the year ended December 31, 2017, the Company repurchased 148 shares at a cost of $1,486 or approximately $10.07 per share. During the year ended December 31, 2016, the Company repurchased 69 shares at a cost of $738, or approximately $10.68 per share. Approximately $1,418 remained available under this program as of December 31, 2017.

13. Related party transactions

13. Related party transactions	12 Months Ended
	Dec. 31, 2017
Related Party Transactions [Abstract]
Related party transactions	The Company obtains consulting services from the Chairperson of its board of directors. Fees earned by the Chairperson are included in general and administrative expenses in the accompanying consolidated statements of income (loss) and comprehensive income (loss) and were $1,000 during the years ended December 31, 2017 and 2016. On March 14, 2016, Lifeway entered into an endorsement agreement (the “Agreement”) with Ludmila Smolyansky, our Chairperson of the Board. Under the terms and conditions of the Agreement, Ms. Smolyansky grants an unlimited, perpetual, non-exclusive, worldwide and, except as set forth therein, royalty free, right to use, reuse, publish, reproduce, perform, copy, create derivative works, exhibit, broadcast and display Ms. Smolyansky’s name, image and likeness in Marketing Materials (as defined in the Agreement). As consideration for such license, Lifeway agrees to pay Ms. Smolyansky a royalty equal to $0.02 for each product or item we sell during each calendar month bearing Ms. Smolyansky’s first name, last name, or other identifying personal characteristics; provided however that such royalty will not exceed $50 in any month and such royalty payments will cease upon the death of Ms. Smolyansky. The Agreement was effective as of January 1, 2016. Royalties earned by Ms. Smolyansky are included in selling expenses in the accompanying consolidated statements of income (loss) and comprehensive income (loss) and were $600 during the years ended December 31, 2017 and 2016.

2. Summary Of Significant Acc21

2. Summary Of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Use Of Estimates	Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates made in preparing the consolidated financial statements include the reserve for promotional allowances, the fair value of investment securities, the valuation of goodwill and intangible assets, stock-based and incentive compensation, and deferred income taxes.
Revenue Recognition	Revenue Recognition Lifeway records sales when the following four criteria have been met: (i) The product has been shipped and we have no significant remaining obligations; (ii) Persuasive evidence of an agreement exists; (iii) The price to the buyer is fixed or determinable; and (iv) Collection is probable. In addition, shipping costs invoiced to the customers are included in net sales and the related costs are included in cost of sales. Lifeway routinely offers sales allowances and discounts to our customers and consumers. These programs include rebates, in-store display and demo allowances, allowances for non-saleable product, coupons and other trade promotional activities. These allowances are considered reductions in the price of our products and thus are recorded as reductions to sales. Some of these incentives are recorded by estimating incentive costs based on our historical experience and expected levels of performance of the trade promotion. We maintain a reserve for the estimated allowances incurred but unpaid. Differences between estimated and actual allowances are normally insignificant and are recognized in income in the period such differences are determined. Product returns have historically not been material. Bulk cream is a by-product of Lifeway’s fluid milk manufacturing process. Lifeway does not use bulk cream in any of its end products, but rather disposes of it through sales to other companies. Bulk cream by-product sales are included in net sales.
Cash And Cash Equivalents	Cash and cash equivalents Lifeway considers cash and all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at cost, which approximates or equals fair value due to their short-term nature. Lifeway from time to time may have bank deposits in excess of insurance limits of the Federal Deposit Insurance Corporation. Lifeway has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk related to its cash and cash equivalents.
Fair Value Measurements	Fair Value Measurements Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Level 2 – Level 3. All investment securities are classified as available-for-sale and are carried at fair value. Unrealized gains and losses on available-for-sale securities are reported as a separate component of stockholders’ equity to the extent they are considered temporary in nature. Amortization, accretion, interest and dividends, realized gains and losses, and declines in value judged to be other-than-temporary on available-for-sale securities are recorded as a component of other income. This evaluation depends on the specific facts and circumstances. Factors that we consider in determining whether an other-than-temporary decline in fair value has occurred include: the fair value of the security in relation to its cost basis; the financial condition of the investee; and the intent and ability to retain the investment for a sufficient period of time to allow for possible recovery in the fair value of the investment. Gross gains of $0 and $185, and gross losses of $0 and $200 were realized on the sales of investments during the years ended December 31, 2017 and 2016, respectively. Lifeway’s financial assets and liabilities which are not carried at fair value on a recurring basis include cash and cash equivalents, accounts receivable, other receivables, accounts payable, accrued expenses and notes payable for which carrying value approximates fair value.
Inventories	Inventories Inventories are stated at the lower of cost or net realizable value, valued on a first in, first out basis (“FIFO”). The costs of finished goods inventories include raw materials, direct labor, and overhead costs. Inventories are stated net of reserves for excess or obsolete inventory.
Property, Plant and Equipment	Property, plant and equipment Property, plant and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the related assets. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts, and any resulting gain or loss is recognized in income for the period. The cost of maintenance and repairs that do not improve or extend the life of the assets are charged to expense as incurred; significant renewals and betterments are capitalized. Property, plant and equipment is being depreciated over the following useful lives: Category Years Buildings and improvements 31 and 39 Machinery and equipment 5 - 12 Office equipment 3 - 7 Vehicles 5 Leasehold improvements Shorter of expected useful life or lease term
Goodwill and other intangible assets	Goodwill and other intangible assets Goodwill represents the excess purchase price over the fair value of the net tangible and other identifiable intangible assets acquired. Goodwill and indefinite lived intangible assets are not amortized, but are reviewed for impairment at least annually. Intangible assets acquired in a business combination are recorded at their estimated fair values at the date of acquisition. Lifeway amortizes other intangible assets over their estimated useful lives, as disclosed in the table below. Category Years Recipes 4 Trade names 8-15 Formula 10 Customer lists 8-10 Customer relationships 8-12
Impairment	Impairment Lifeway reviews intangible assets for impairment at least once per year to determine if any adverse conditions exist that would indicate the carrying value of these assets may not be recoverable. Lifeway conducts more frequent impairment assessments if certain conditions exist, such as a change in the competitive landscape, any internal decisions to pursue new or different strategies, a loss of a significant customer, or a significant change in the market place including changes in the prices paid for our products or changes in the size of the market for our products. If the estimated remaining useful life of an intangible asset is changed, the remaining carrying amount of the intangible asset is amortized prospectively over the revised remaining useful life. Long-lived assets, including property, plant, and equipment, and cost method investments, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and prior to any goodwill impairment test. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no indicators of impairment in 2017 or 2016.
Income Taxes	Income taxes Deferred income taxes are the result of temporary differences that arise from income and expense items reported for financial accounting and tax purposes in different periods. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which the deferred tax assets or liabilities are expected to be realized or settled. Deferred tax assets and liabilities are classified on a net basis as non-current. The principal sources of temporary differences are different depreciation and amortization methods for financial statement and tax purposes, unrealized gains or losses related to investments, capitalization of indirect costs for tax purposes, purchase price adjustments, incentive compensation, reserves for excess and obsolete inventory, and the allowance for doubtful accounts. Lifeway has analyzed filing positions in all the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. We recognize the income tax benefit from an uncertain tax position when it is more likely than not that, based on technical merits, the position will be sustained upon examination, including resolutions of any related appeals or litigation processes. We apply a more likely than not threshold to the recognition and derecognition of uncertain tax positions. Accordingly, we recognize the amount of tax benefit that has a greater than 50% likelihood of being ultimately realized upon settlement. Future changes in judgment related to the expected ultimate resolution of uncertain tax positions will affect earnings in the quarter of such change. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit has been recognized in the financial statements. The total amount of unrecognized tax benefits can change due to audit settlements, tax examination activities, statute expirations and the recognition and measurement criteria under accounting for uncertainty in income taxes. Lifeway recognizes penalties and interest related to unrecognized tax benefits in the provision (benefit) for income taxes in the consolidated statements of income (loss) and comprehensive income (loss). We monitor for changes in tax laws and reflect the impacts of tax law changes in the period of enactment. In response to the Tax Cuts and Jobs Act (the “Act”) enacted on December 22, 2017, the U.S. Securities and Exchange Commission (“SEC”) issued guidance that allows us to record provisional amounts for the impacts of U.S. tax reform if the full accounting cannot be completed before we file our 2017 financial statements. An estimated provisional impact of the remeasurement of deferred income taxes has been recorded in the provision (benefit) for income taxes for 2017. However, our review of the implications of the Act will be ongoing throughout 2018 as additional clarification and guidance are provided on how the IRS and state authorities will implement tax reform. We will also watch for additional guidance from the SEC or the FASB related to tax reform. See Note 9, Income Taxes, for additional information on how we recorded the impacts of the U.S. tax reform.
Treasury Stock	Treasury stock Treasury stock is recorded using the cost method.
Advertising costs	Advertising costs Lifeway expenses advertising costs as incurred. For the years ended December 31, 2017 and 2016 total advertising expenses were $7,402 and $6,859, respectively.
Earnings (Loss) Per Common Share	Earnings (loss) per common share Basic earnings (loss) per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares issued and outstanding during each period. Diluted earnings (loss) per common share is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares issued and outstanding and the effect of all dilutive common stock equivalents outstanding during each period. For the years ended December 31, 2017 and 2016, there were 0 and 5 common stock equivalents outstanding, respectively.
Recently Adopted Accounting Pronouncements	Recently Adopted Accounting Pronouncements In March 2018, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin (“SAB”) No. 118. The new guidance adds SEC Staff views on income tax accounting implications of the Tax Cut and Jobs Act (the “Act”) signed into law in December 2017. The amendments in this Update provide guidance on accounting and disclosure for certain income tax effects of the Act which will be incomplete at the time the financial statements are issued for the reporting period that includes the enactment date of December 2017. The Company adopted this guidance in Q4 2017 and has included disclosure of the provisional impact of the remeasurement of deferred income taxes recorded in Footnote 9. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation – Improvements to Employee Share-Based Payment Accounting. The new guidance simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, statutory tax withholding requirements, classification of awards as either equity or liabilities, and classification in the statement of cash flows. Under this ASU, excess tax benefits and deficiencies are no longer recognized as additional paid-in capital in the consolidated balance sheets. This guidance was effective on January 1, 2017. The adoption of this amendment had no impact on the consolidated financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes – Balance Sheet Classification of Deferred Taxes. This new guidance simplifies the presentation of deferred income taxes and requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as noncurrent on the balance sheet. Previous guidance required deferred tax assets and liabilities to be separated into current and noncurrent amounts on the balance sheet. This guidance was effective on January 1, 2017. Lifeway elected to adopt this guidance as of the first fiscal quarter in 2017 and has applied the update on a retrospective basis. Lifeway changed its accounting principle to reduce the cost and complexity inherent in recording deferred taxes as current and noncurrent on the consolidated balance sheets. As a result, Lifeway has reclassified $662 of current deferred tax assets to noncurrent deferred tax liabilities in the consolidated balance sheet as of December 31, 2016. In July 2015, the FASB issued ASU 2015-11, Inventory – Simplifying the Measurement of Inventory. The core principal of the guidance is that an entity should measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This guidance was effective on January 1, 2017. The adoption of this amendment had no impact on the consolidated financial statements.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting. The new guidance provides clarity and reduces both diversity in practice and cost of complexity when accounting for a change to the terms or conditions of a share-based payment award. The amendments in this Update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The new guidance will be effective for fiscal years beginning on or after December 15, 2017 and interim periods within those years. Early adoption of the guidance is permitted. The adoption of this amendment is not expected to have a material impact on the consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other: Simplifying the Test for Goodwill Impairment. The new guidance simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment requires an entity to perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The new guidance will be effective for annual periods or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The amendment should be applied on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of this amendment is not expected to have a material impact on the consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments. The new guidance is intended to address the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows, such as debt prepayment or debt extinguishment costs, contingent consideration payments made after an acquisition, proceeds from the settlement of insurance claims, and other topics. The new guidance will be effective for fiscal years beginning on or after December 15, 2017 and interim periods within those years. Early adoption of the guidance is permitted. The adoption of this amendment is not expected to have a material impact on the consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases. The guidance requires lessees to recognize lease assets and lease liabilities in the balance sheet and disclose key information about leasing arrangements, such as information about variable lease payments and options to renew and terminate leases. The amended guidance will require both operating and finance leases to be recognized in the balance sheet. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The new guidance is effective for financial statements issued for fiscal years beginning after December 15, 2018, and interim periods within those years. Early adoption is permitted. The amendments in this ASU should be adopted using a modified retrospective transition approach, which requires application of the new guidance at the beginning of the earliest comparative period presented in the year of adoption. We do not intend to early adopt the standard. Management is currently evaluating the impact that the new guidance will have on the consolidated financial statements. In January, 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities. The new guidance modifies how entities measure equity investments and present changes in the fair value of financial liabilities. Under the new guidance, entities will have to measure equity investments that do not result in consolidation and are not accounted under the equity method at fair value and recognize any changes in fair value in net income (loss) unless certain conditions exist. The new guidance will be effective for fiscal years beginning on or after December 15, 2017 and interim periods within those years. Early adoption of the guidance is not permitted. The adoption of this amendment is not expected to have an impact on the consolidated financial statements. In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific requirements. ASU 2014-09 establishes a five-step revenue recognition process in which an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. The standard allows for either “full retrospective” adoption, meaning the standard is applied to all of the periods presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements. ASU 2014-09 also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. On August 12, 2015 the FASB approved a one year delay of the effective date to reporting periods beginning after December 15, 2017, while permitting companies to voluntarily adopt the new standard as of the original effective date. In December 2016, the FASB issued ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers, which clarifies narrow aspects of ASC 606 or corrects unintended application of the guidance. The effective date and transition requirements for ASU 2016-20 are the same as the effective date and transition requirements for ASU 2014-09. Under the delayed effective date, we are required to adopt the new standard not later than January 1, 2018. We will adopt the new standard on January 1, 2018 on a modified retrospective basis. Upon adoption, we expect the new standard will not have a material impact on our results of operations or financial position.

2. Summary Of Significant Acc22

2. Summary Of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Schedule Of Property And Equipment, Estimated Useful Lives	Category Years Buildings and improvements 31 and 39 Machinery and equipment 5 - 12 Office equipment 3 - 7 Vehicles 5 Leasehold improvements Shorter of expected useful life or lease term
Schedule Of Intangible Assets Useful Lives	Category Years Recipes 4 Trade names 8-15 Formula 10 Customer lists 8-10 Customer relationships 8-12

3. Inventories (Tables)

3. Inventories (Tables)	12 Months Ended
	Dec. 31, 2017
Inventory Disclosure [Abstract]
Schedule Of Inventories	December 31, 2017 2016 Ingredients $ 1,717 $ 2,256 Packaging 2,453 2,770 Finished goods 3,527 3,016 Total inventories, net $ 7,697 $ 8,042

4. Property, Plant and Equipm24

4. Property, Plant and Equipment, net (Tables)	12 Months Ended
	Dec. 31, 2017
Property, Plant and Equipment [Abstract]
Schedule of property, plant and equipment	December 31, 2017 2016 Land $ 1,747 $ 1,747 Buildings and improvements 17,260 16,428 Machinery and equipment 27,539 23,122 Vehicles 901 848 Office equipment 734 709 Construction in process 1,683 1,873 49,864 44,727 Less accumulated depreciation (25,219 ) (22,895 ) Total property, plant and equipment, net $ 24,645 $ 21,832

5. Intangible Assets (Tables)

5. Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill & indefinite-lived intangible assets	December 31, 2017 2016 Goodwill $ 10,368 $ 10,368 Brand names 3,700 3,700 Goodwill and indefinite lived intangible assets $ 14,068 $ 14,068
Schedule of other intangible assets	December 31, 2017 2016 Recipes $ 44 $ 44 Customer lists and other customer related intangibles 4,529 4,529 Customer relationships 985 985 Trade names 2,248 2,248 Formula 438 438 8,244 8,244 Accumulated amortization (7,269 ) (6,597 ) Intangible assets, net $ 975 $ 1,647
Amortization Expense On Future Intangible Assets	2018 635 2019 210 2020 130 Total $ 975

6. Accrued Expenses (Tables)

6. Accrued Expenses (Tables)	12 Months Ended
	Dec. 31, 2017
Payables and Accruals [Abstract]
Schedule Of Accrued Expenses	December 31, 2017 2016 Payroll and incentive compensation $ 2,208 $ 1,560 Real estate tax 371 394 Other 405 215 Total accrued expenses $ 2,984 $ 2,169

7. Notes Payable (Tables)

7. Notes Payable (Tables)	12 Months Ended
	Dec. 31, 2017
Debt Disclosure [Abstract]
Schedule Of Notes Payable	December 31, 2017 2016 Variable rate term loan due May 31, 2018. Principal and interest (4.07% at December 31, 2017) payable monthly with a balloon payment due at maturity. $ 2,832 $ 3,339 Variable rate term loan due May 31, 2019. Principal and interest (3.86% at December 31, 2017) payable monthly with a balloon payment due at maturity. 3,447 3,780 Total notes payable 6,279 7,119 Less current portion (3,166 ) (840 ) Total long-term portion $ 3,113 $ 6,279
Maturities Of Notes Payable	2018 $ 3,166 2019 3,113 Total $ 6,279

8. Commitments And Contingenc28

8. Commitments And Contingencies (Tables)	12 Months Ended
	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Future minimum operating lease schedule	Year Operating 2018 $ 195 2019 151 2020 128 2021 83 2022 44 Total minimum lease payments $ 601

9. Income taxes (Tables)

9. Income taxes (Tables)	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Provision for income taxes	For the Years Ended December 31, 2017 2016 Current: Federal $ (359 ) $ 2,117 State and local 193 572 Total current (166 ) 2,689 Deferred (292 ) (531 ) Provision (benefit) for income taxes $ (458 ) $ 2,158
Reconciliation to effective rate for income taxes	2017 2016 Amount Percentage Amount Percentage Federal income tax computed at the statutory rate (274 ) 34.0 % $ 1,917 34.0 % State and local tax, net 1 (0.1 )% 320 5.7 % U.S. domestic manufacturers’ deduction & other permanent differences 111 (13.8 )% 113 2.0 % Changes for tax positions of prior years 118 (14.6 )% (202 ) (3.5 )% Change in tax rates (a) (378 ) 47.0 % 2 0.0 % Change in tax estimate (36 ) 4.5 % 8 0.1 % Provision (benefit) for income taxes (458 ) 57.0 % $ 2,158 38.3 %
Schedule of deferred tax assets and liabilities	December 31, 2017 2016 Deferred tax liabilities attributable to: Accumulated depreciation and amortization $ (1,784 ) $ (1,854 ) Total net deferred tax liabilities (1,784 ) (1,854 ) Deferred tax assets attributable to: Net operating losses 14 – Capital loss carry-forward & investment impairment 122 166 Incentive compensation 255 126 Inventory 335 331 Allowances for doubtful accounts and discounts 161 39 Other 57 – Total net deferred tax assets 944 662 Net deferred tax liabilities $ (840 ) $ (1,192 )
Reconciliation of amount of unrecognized tax benefits	2017 2016 Balance at January 1 $ 63 $ 265 Additions for tax positions of prior years 118 63 Release for tax positions of prior years – (265 ) Balance at December 31 $ 181 $ 63

10. Stock-basedand Other Compen

10. Stock-basedand Other Compensation (Tables)	12 Months Ended
	Dec. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock option activity table	Options Weighted Weighted Aggregate Outstanding at December 31, 2016 45 $ 10.45 Granted – $ – Exercised – $ – Forfeited – $ – Outstanding at December 31, 2017 45 $ 10.45 8.20 $ – Exercisable at December 31, 2017 29 $ 10.42 8.20 $ –
Assumptions used	Risk free interest rate 1.00 - 1.11% Expected dividend yield 0.27% Expected volatility 38.96 - 39.94% Expected term (years) 5.03 - 5.88
RSU activity table	RSU’s Outstanding at December 31, 2016 2 Granted – Shares issued upon vesting (2) Forfeited – Outstanding at December 31, 2017 – Weighted average grant date fair value per share $ 10.54

11. Segments, Products and Cu31

11. Segments, Products and Customers (Tables)	12 Months Ended
	Dec. 31, 2017
Segment Reporting [Abstract]
Schedule of sales of products by category	2017 2016 In thousands $ % $ % Drinkable Kefir other than ProBugs $ 90,514 76% $ 96,782 78% Cheese 11,516 10% 11,007 9% Cream and other (a) 6,527 5% 6,114 5% ProBugs Kefir 4,537 4% 6,722 5% Other dairy 4,138 4% 1,279 1% Frozen Kefir (b) 1,661 1% 1,975 2% Net Sales $ 118,893 100% $ 123,879 100%

2. Summary Of Significant Acc32

2. Summary Of Significant Accounting Policies (Details - Property useful lives)	12 Months Ended
	Dec. 31, 2017
Buildings And improvements [Member]
Property and equipment, useful life	31 and 39 years
Machinery And Equipment [Member]
Property and equipment, useful life	5-12 years
Office Equipment [Member]
Property and equipment, useful life	3-7 years
Vehicles [Member]
Property and equipment, useful life	5 years
Leasehold improvements [Member]
Property and equipment, useful life	Shorter of expected useful life or lease term

2. Summary Of Significant Acc33

2. Summary Of Significant Accounting Policies (Details - Intangible Useful lives)	12 Months Ended
	Dec. 31, 2017
Recipes [Member]
Intangible assets, useful lives	4 years
Trade Names [Member] | Minimum [Member]
Intangible assets, useful lives	8 years
Trade Names [Member] | Maximum [Member]
Intangible assets, useful lives	15 years
Formula [Member]
Intangible assets, useful lives	10 years
Customer lists [Member] | Minimum [Member]
Intangible assets, useful lives	8 years
Customer lists [Member] | Maximum [Member]
Intangible assets, useful lives	10 years
Customer Relationships [Member] | Minimum [Member]
Intangible assets, useful lives	8 years
Customer Relationships [Member] | Maximum [Member]
Intangible assets, useful lives	12 years

2. Summary Of Significant Acc34

2. Summary Of Significant Accounting Policies (Details Narrative) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Accounting Policies [Abstract]
Gross gains on sale of investment	$ 0	$ 185
Gross losses on sales of investments	0	200
Impairment of assets	0	0
Advertising expenses	$ 7,402	$ 6,859
Antidilutive shares excluded from EPS computation	0	5

3. Inventories (Details)

3. Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Finished goods	$ 1,717	$ 2,256
Production supplies	2,453	2,770
Raw materials	3,527	3,016
Total inventories	$ 7,697	$ 8,042

4. Property And Equipment (Deta

4. Property And Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Property and equipment, gross	$ 49,864	$ 44,727
Less accumulated depreciation	(25,219)	(22,895)
Total property and equipment	24,645	21,832
Land [Member]
Property and equipment, gross	1,747	1,747
Buildings And improvements [Member]
Property and equipment, gross	17,260	16,428
Machinery And Equipment [Member]
Property and equipment, gross	27,539	23,122
Vehicles [Member]
Property and equipment, gross	901	848
Office Equipment [Member]
Property and equipment, gross	734	709
Construction In Progress [Member]
Property and equipment, gross	$ 1,683	$ 1,873

5. Intangible Assets (Details -

5. Intangible Assets (Details - Indefinite assets) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 10,368	$ 10,368
Brand names	3,700	3,700
Goodwill & indefinite lived intangible assets	$ 14,068	$ 14,068

5. Intangible Assets (Details38

5. Intangible Assets (Details - Finite lived) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Cost	$ 8,244	$ 8,244
Accumulated Amortization	(7,269)	(6,597)
Intangible assets, net	975	1,647
Recipes [Member]
Cost	44	44
Customer Lists And Other Customer Related Intangibles [Member]
Cost	4,529	4,529
Customer Relationships [Member]
Cost	985	985
Trade Names [Member]
Cost	2,248	2,248
Formula [Member]
Cost	$ 438	$ 438

5. Intangible Assets (Details39

5. Intangible Assets (Details - Amortization schedule) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
2,018	$ 635
2,019	210
2,020	130
Total	$ 975	$ 1,647

6. Accrued Expenses (Details)

6. Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Payroll and incentive compensation	$ 2,208	$ 1,560
Real estate tax	371	394
Other	405	215
Total accrued expenses	$ 2,984	$ 2,169

7. Notes Payable (Details - Not

7. Notes Payable (Details - Notes payable) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Total notes payable	$ 6,279	$ 7,119
Less current maturities	(3,166)	(840)
Total long-term portion	3,113	6,279
Term Loan 1 [Member]
Total notes payable	$ 2,832	$ 3,339
Debt maturity date	May 31, 2018
Debt interest rate		4.07%
Term Loan 2 [Member]
Total notes payable	$ 3,447	$ 3,780
Debt maturity date	May 31, 2019
Debt interest rate		3.86%

7. Notes Payable (Details - Fut

7. Notes Payable (Details - Future maturities) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Debt Disclosure [Abstract]
2,018	$ 3,166
2,019	3,113
Total notes payable	$ 6,279	$ 7,119

7. Notes Payable (Details Narra

7. Notes Payable (Details Narrative) - Revolving Credit Facility [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Revolving credit facility maximum borrowing capacity	$ 5,000
Credit facility interest rate	LIBOR plus 2.5%
Credit facility expiration date	Jul. 31, 2018
Line of credit balance	$ 0	$ 0

8. Commitments And Contingenc44

8. Commitments And Contingencies (Details - Operating lease) $ in Thousands	Dec. 31, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
Future minimum lease payment, 2018	$ 195
Future minimum lease payment, 2019	151
Future minimum lease payment, 2020	128
Future minimum lease payment, 2021	83
Future minimum lease payment, 2022	44
Total minimum lease payments	$ 601

8. Commitments And Contingenc45

8. Commitments And Contingencies (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Total rent expense	$ 702	$ 509

9. Income taxes (Details - Prov

9. Income taxes (Details - Provision) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Current:
Federal	$ (359)	$ 2,117
State and local	193	572
Total current	(166)	2,689
Deferred	(292)	(531)
Provision (benefit) for income taxes	$ (458)	$ 2,158

9. Inccome taxes (Details - Rec

9. Inccome taxes (Details - Reconciliation) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Federal income tax expense computed at the statutory rate	$ (274)	$ 1,917
State and local tax expense, net	1	320
U.S. domestic manufacturers' deduction & other permanent differences	111	113
Additions for tax positions of prior years	118	(202)
Change in tax rates	(378)	2
Change in tax estimate	(36)	8
Provision for income taxes	$ (458)	$ 2,158
Federal income tax expense computed at the statutory rate, percentage	34.00%	34.00%
State and local tax expense, net, percentage	(0.10%)	(5.70%)
U.S. domestic manufacturers' deduction & other permanent differences, percentage	(13.80%)	2.00%
Additions for tax positions of prior years, percentage	(14.60%)	(3.50%)
Change in tax rates, percentage	47.00%	0.00%
Change in tax estimate, percentage	4.50%	0.10%
Provision for income taxes, percentage	57.00%	38.30%

9. Income taxes (Details - Defe

9. Income taxes (Details - Deferred tax assets) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Deferred tax liabilities attributable to:
Accumulated depreciation and amortization	$ (1,784)	$ (1,854)
Total net deferred tax liabilities	(1,784)	(1,854)
Deferred tax assets attributable to:
Net operating losses	14	0
Capital loss carry-forward & investment impairment	122	166
Incentive compensation	255	126
Inventory	335	331
Allowances for doubtful accounts and discounts	161	39
Other	57	0
Total net deferred tax assets	944	662
Net deferred tax liabilities	$ (840)	$ (1,192)

9. Income taxes (Details - Unre

9. Income taxes (Details - Unrecognized tax benefits) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Unrecognized tax benefits, beginning balance	$ 63	$ 265
Additions for tax positions of prior years	118	63
Release for tax positions of prior years	0	(265)
Unrecognized tax benefits, ending balance	$ 181	$ 63

9. Income taxes (Details Narrat

9. Income taxes (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Interest and penalty expense	$ 152	$ 19
Accrued Interest and penalties	$ 171	$ 19

10. Stock-based Compensation (D

10. Stock-based Compensation (Details - Option Activity) - Options [Member] $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017USD ($)$ / sharesshares
Options outstanding, beginning balance | shares	45
Options granted | shares	0
Options exercised | shares	0
Options forfeited | shares	0
Options outstanding, ending balance | shares	45
Options exercisable | shares	29
Weighted average exercise price, options outstanding, beginning balance | $ / shares	$ 10.45
Weighted average exercise price, options granted | $ / shares
Weighted average exercise price, options exercised | $ / shares
Weighted average exercise price, options forfeited | $ / shares
Weighted average exercise price, options outstanding, ending balance | $ / shares	10.45
Weighted average exercise price, options exercisable | $ / shares	$ 10.42
Weighted average remaining contractural life, outstanding	8 years 2 months 12 days
Weighted average remaining contractural life, exercisable	8 years 2 months 12 days
Aggregate intrinsic value, options outstanding | $	$ 0
Aggregate intrinsic value, options exercisable | $	$ 0

10. Stock-based Compensation 52

10. Stock-based Compensation (Details - Assumptions) - Options [Member]	12 Months Ended
	Dec. 31, 2017
Risk-free interest rate, minimum	1.00%
Risk-free interest rate, maximum	1.11%
Expected dividend yield	0.27%
Expected volatility, minimum	38.96%
Expected volatility, maximum	39.94%
Expected term (years)	5.03-5.88 years

10. Stock-based Compensation 53

10. Stock-based Compensation (Details - RSU Activity) - Restricted Stock Units (RSUs) [Member] shares in Thousands	12 Months Ended
	Dec. 31, 2017$ / sharesshares
RSU's outstanding, beginning balance	2
RSU's granted	2
Shares issued upon vesting	(2)
RSU's forfeited	0
RSU's outstanding, ending balance	0
Weighted average grant date fair value per share | $ / shares	$ 10.54

10. Stock-based Compensation 54

10. Stock-based Compensation (Details Narrative) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Contribution expense	$ 376	$ 368
Options [Member]
Options granted	0
Share-based compensation	$ 41	134
Tax benefits	17	51
Unearned compensation related to non-vested stock options	$ 19
Weighted average period for unrecognized compensation	1 year 3 months 18 days
Restricted Stock Units (RSUs) [Member]
RSU's granted	2
Share-based compensation	$ 18	1
Tax benefits	7	0
Unearned compensation related to non-vested RSU's	$ 3
Weighted average period for unrecognized compensation	11 months 16 days
Cash Incentive - Bonus [Member]
Share-based compensation		1,720
Fully Vested Common Stock [Member]
Share-based compensation		$ 191
Shares issued for compensation, shares		12
2015 Omnibus Incentive Plan [Member]
Stock authorized for issuance	3,500
Shares available for issuance	3,448
2015 Omnibus Incentive Plan [Member] | Key Employees [Member]
Options granted		50
2017 Plan [Member]
Unearned compensation related to non-vested RSU's	$ 1,073
Accrued incentive compensation	3,589
Stock issued for compensation, value	1,610
Payment of incentive compensation	1,979
Incentive compensation expense	$ 2,516

11. Segments, Products and Cu55

11. Segments, Products and Customers (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Total sales	$ 118,893	$ 123,879
Total sales percentage	100.00%	100.00%
Drinkable Kefir Other Than ProBugs [Member]
Total sales	$ 90,514	$ 96,782
Total sales percentage	76.00%	78.00%
Lifeway Cheese Products [Member]
Total sales	$ 11,516	$ 11,007
Total sales percentage	10.00%	9.00%
Cream and other [Member]
Total sales	$ 6,527	$ 6,114
Total sales percentage	5.00%	5.00%
ProBugs Kefir [Member]
Total sales	$ 4,537	$ 6,722
Total sales percentage	4.00%	5.00%
Other dairy [Member]
Total sales	$ 4,138	$ 1,279
Total sales percentage	4.00%	1.00%
Frozen Kefir [Member]
Total sales	$ 1,661	$ 1,975
Total sales percentage	1.00%	2.00%

11. Segments, Products and Cu56

11. Segments, Products and Customers (Details Narrative)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Concentration percentage	100.00%	100.00%
Sales Revenue, Net [Member] | Two Customers [Member]
Concentration percentage	22.00%	23.00%
Sales Revenue, Net [Member] | Ten Customers [Member]
Concentration percentage	59.00%	58.00%
Accounts Receivable [Member] | Two Customers [Member]
Concentration percentage	19.00%	25.00%

12. Share RepurchaseProgram (De

12. Share RepurchaseProgram (Detail Narrative) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Number of shares authorized to be repurchased	250
Amount of shares authorized to be repurchased	$ 3,500
Amount remaining available under the repurchase plan	1,418
Stock repurchased during period, amount	$ 1,486	$ 738
Treasury Stock, Common [Member]
Stock repurchased during period, shares	148	69
Stock repurchased during period, amount	$ 1,486	$ 738

13. Related party transactions

13. Related party transactions (Details Narrative) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
General and administrative expenses	$ 13,955	$ 13,783
Selling expenses	16,595	14,467
Consulting Fees [Member]
General and administrative expenses	1,000	1,000
Royalty Expense [Member]
General and administrative expenses	$ 600	$ 600