Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 000-17363 | |
Entity Registrant Name | LIFEWAY FOODS, INC. | |
Entity Central Index Key | 0000814586 | |
Entity Tax Identification Number | 36-3442829 | |
Entity Incorporation, State or Country Code | IL | |
Entity Address, Address Line One | 6431 West Oakton | |
Entity Address, City or Town | Morton Grove | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60053 | |
City Area Code | 847 | |
Local Phone Number | 967-1010 | |
Title of 12(b) Security | Common Stock, No Par Value | |
Trading Symbol | LWAY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 14,707,392 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current assets | ||
Cash and cash equivalents | $ 12,025 | $ 13,198 |
Accounts receivable, net of allowance for credit losses and discounts & allowances of $1,640 and $1,270 at March 31, 2024 and December 31, 2023 respectively | 15,064 | 13,875 |
Inventories, net | 8,130 | 9,104 |
Prepaid expenses and other current assets | 1,988 | 2,019 |
Refundable income taxes | 378 | 0 |
Total current assets | 37,585 | 38,196 |
Property, plant and equipment, net | 24,627 | 22,764 |
Operating lease right-of-use asset | 172 | 192 |
Goodwill | 11,704 | 11,704 |
Intangible assets, net | 6,763 | 6,898 |
Other assets | 1,900 | 1,900 |
Total assets | 82,751 | 81,654 |
Current liabilities | ||
Current portion of note payable | 1,250 | 1,250 |
Accounts payable | 10,024 | 9,976 |
Accrued expenses | 3,604 | 4,916 |
Accrued income taxes | 0 | 474 |
Total current liabilities | 14,878 | 16,616 |
Note payable | 1,235 | 1,483 |
Operating lease liabilities | 102 | 118 |
Deferred income taxes, net | 3,001 | 3,001 |
Total liabilities | 19,216 | 21,218 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity | ||
Preferred stock, no par value; 2,500 shares authorized; no shares issued or outstanding at March 31, 2024 and December 31, 2023 | 0 | 0 |
Common stock, no par value; 40,000 shares authorized; 17,274 shares issued; 14,691 outstanding at March 31, 2024 and December 31, 2023 | 6,509 | 6,509 |
Paid-in capital | 5,498 | 4,825 |
Treasury stock, at cost | (16,695) | (16,695) |
Retained earnings | 68,223 | 65,797 |
Total stockholders' equity | 63,535 | 60,436 |
Total liabilities and stockholders' equity | $ 82,751 | $ 81,654 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for credit losses and discounts | $ 1,640 | $ 1,270 |
Preferred stock, par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 2,500 | 2,500 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 40,000 | 40,000 |
Common stock, shares issued | 17,274 | 17,274 |
Common stock, shares outstanding | 14,691 | 14,691 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||
Net Sales | $ 44,634 | $ 37,904 |
Cost of goods sold | 32,438 | 29,030 |
Depreciation expense | 661 | 648 |
Total cost of goods sold | 33,099 | 29,678 |
Gross profit | 11,535 | 8,226 |
Selling expense | 3,700 | 3,519 |
General and administrative expense | 4,136 | 3,135 |
Amortization expense | 135 | 135 |
Total operating expenses | 7,971 | 6,789 |
Income from operations | 3,564 | 1,437 |
Other income (expense): | ||
Interest expense | (51) | (104) |
Other income (expense), net | (5) | 5 |
Total other income (expense) | (56) | (99) |
Income before provision for income taxes | 3,508 | 1,338 |
Provision for income taxes | 1,082 | 508 |
Net income | $ 2,426 | $ 830 |
Net earnings per common share: | ||
Basic | $ 0.17 | $ 0.06 |
Diluted | $ 0.16 | $ 0.06 |
Weighted average common shares outstanding: | ||
Basic | 14,691 | 14,645 |
Diluted | 15,222 | 15,030 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Treasury Stock, Common [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2022 | $ 6,509 | $ (16,993) | $ 3,624 | $ 54,430 | $ 47,570 |
Beginning balance, shares at Dec. 31, 2022 | 17,274 | (2,629) | |||
Stock-based compensation | 343 | 343 | |||
Net income | 830 | 830 | |||
Ending balance, value at Mar. 31, 2023 | $ 6,509 | $ (16,993) | 3,967 | 55,260 | 48,743 |
Ending balance, shares at Mar. 31, 2023 | 17,274 | (2,629) | |||
Beginning balance, value at Dec. 31, 2023 | $ 6,509 | $ (16,695) | 4,825 | 65,797 | 60,436 |
Beginning balance, shares at Dec. 31, 2023 | 17,274 | (2,583) | |||
Stock-based compensation | 673 | 673 | |||
Net income | 2,426 | 2,426 | |||
Ending balance, value at Mar. 31, 2024 | $ 6,509 | $ (16,695) | $ 5,498 | $ 68,223 | $ 63,535 |
Ending balance, shares at Mar. 31, 2024 | 17,274 | (2,629) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 2,426 | $ 830 |
Adjustments to reconcile net income to operating cash flow: | ||
Depreciation and amortization | 796 | 783 |
Stock-based compensation | 673 | 343 |
Non-cash interest expense | 2 | 2 |
(Increase) decrease in operating assets: | ||
Accounts receivable | (1,189) | (572) |
Inventories | 974 | 339 |
Refundable income taxes | (378) | 44 |
Prepaid expenses and other current assets | 31 | 377 |
Increase (decrease) in operating liabilities: | ||
Accounts payable | (6) | 1,046 |
Accrued expenses | (1,309) | (581) |
Accrued income taxes | (474) | 416 |
Net cash provided by operating activities | 1,546 | 3,027 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (2,469) | (1,762) |
Net cash used in investing activities | (2,469) | (1,762) |
Cash flows from financing activities: | ||
Repayment of note payable | (250) | (500) |
Net cash used in financing activities | (250) | (500) |
Net (decrease) increase in cash and cash equivalents | (1,173) | 765 |
Cash and cash equivalents at the beginning of the period | 13,198 | 4,444 |
Cash and cash equivalents at the end of the period | 12,025 | 5,209 |
Supplemental cash flow information: | ||
Cash paid for income taxes, net of (refunds) | 1,934 | 47 |
Cash paid for interest | 50 | 130 |
Non-cash investing activities | ||
Accrued purchase of property and equipment | 192 | 122 |
Right-of-use assets obtained in exchange for lease obligations | $ 0 | $ 19 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure [Table] | ||
Net Income (Loss) Attributable to Parent | $ 2,426 | $ 830 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Insider Trading Arrangements [Line Items] | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 1 – Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) for interim financial information, and do not include certain information and footnote disclosures required for complete, audited financial statements. In the opinion of management, these statements include all adjustments necessary for a fair presentation of the results of all interim periods reported herein. The consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Results of operations for any interim period are not necessarily indicative of future or annual results. Principles of consolidation The consolidated financial statements include the accounts of Lifeway Foods, Inc. and all its wholly owned subsidiaries (collectively “Lifeway” or the “Company”). All significant intercompany accounts and transactions have been eliminated. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Our significant accounting policies, which are summarized in detail in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, have not materially changed. The following is a description of certain of our 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 valuation of goodwill and intangible assets, stock-based and incentive compensation, and deferred income taxes. 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. The Company places its cash and cash equivalents with high credit quality financial institutions. Lifeway has not experienced any losses in such accounts and believes the financial risks associated with these financial instruments are minimal. Advertising and promotional costs Advertising costs are expensed as incurred and reported in Selling expense in the Company’s consolidated statement of operations. Total advertising expense was $ 1,372 1,463 Segments The Company is managed as a single reportable segment. The Chief Executive Officer, who is the Company’s Chief Operating Decision Maker (“CODM”), reviews financial information on an aggregate basis for purposes of allocating resources and assessing financial performance, as well as for making strategic operational decisions and managing the organization. Substantially all of Lifeway’s consolidated revenues relate to the sale of cultured dairy products that it produces using the same processes and materials and are sold to consumers through a common network of distributors and retailers in the United States. Recent accounting pronouncements Issued but not yet effective In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07: Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The new guidance requires entities to report incremental information about significant segment expenses included in a segment’s profit or loss measure as well as the name and title of the chief operating decision maker. The guidance also requires interim disclosures related to reportable segment profit or loss and assets that had previously only been disclosed annually. The new standard is effective for our annual period ending December 31, 2024 and our interim periods during the fiscal year ending December 31, 2025. The guidance does not affect recognition or measurement in the Company’s consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures that requires entities to disclose additional information about federal, state, and foreign income taxes primarily related to the income tax rate reconciliation and income taxes paid. The new standard also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. The guidance is effective for our fiscal year ending December 31, 2024. The guidance does not affect recognition or measurement in the Company’s consolidated financial statements. |
Inventories, net
Inventories, net | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Note 3 – Inventories, net Inventories consisted of the following: Schedule of inventories March 31, December 31, Ingredients $ 2,411 $ 2,929 Packaging 2,640 3,014 Finished goods 3,079 3,161 Total inventories, net $ 8,130 $ 9,104 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Note 4 – Property, Plant and Equipment, net Property, plant and equipment consisted of the following: Schedule of property, plant and equipment March 31, December 31, Land $ 1,565 $ 1,565 Buildings and improvements 21,855 21,661 Machinery and equipment 33,890 33,573 Vehicles 705 705 Office equipment 1,072 1,072 Construction in process 4,107 2,154 63,194 60,730 Less accumulated depreciation (38,567 ) (37,966 ) Total property, plant and equipment, net $ 24,627 $ 22,764 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 5 – Goodwill and Intangible Assets Goodwill Goodwill consisted of the following: Schedule of goodwill Total Balance at December 31, 2023 Goodwill $ 12,948 Accumulated impairment losses (1,244 ) $ 11,704 Balance at March 31, 2024 Goodwill $ 12,948 Accumulated impairment losses (1,244 ) $ 11,704 Intangible Assets Other intangible assets, net consisted of the following: Schedule of finite-lived intangible assets March 31, 2024 December 31, 2023 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Recipes $ 44 $ (44 ) $ – $ 44 $ (44 ) $ – Customer lists and other customer related intangibles 4,529 (4,529 ) – 4,529 (4,529 ) – Customer relationships 3,385 (1,412 ) 1,973 3,385 (1,372 ) 2,013 Brand names 7,948 (3,158 ) 4,790 7,948 (3,063 ) 4,885 Formula 438 (438 ) – 438 (438 ) – Total intangible assets, net $ 16,344 $ (9,581 ) $ 6,763 $ 16,344 $ (9,446 ) $ 6,898 Estimated amortization expense on intangible assets for the next five years is as follows: Schedule of estimated amortization expense on intangible assets Year Amortization Nine months ended December 31, 2024 $ 405 2024 $ 540 2025 $ 540 2026 $ 540 2027 $ 540 The weighted-average remaining amortization expense period for the customer relationship and brand name intangible assets is 12.3 12.6 12.5 |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 6 – Accrued Expenses Accrued expenses consisted of the following: Schedule of accrued expenses March 31, December 31, 2023 Payroll and incentive compensation $ 2,621 $ 3,853 Real estate taxes 343 442 Utilities 193 241 Current portion of operating lease liabilities 71 74 Other 376 306 Total accrued expenses $ 3,604 $ 4,916 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Debt | Note 7 – Debt Note payable consisted of the following: Schedule of debt March 31, 2024 December 31, 2023 Term loan due August 18, 2026. Interest (7.39% at March 31, 2024) payable monthly. $ 2,500 $ 2,750 Unamortized deferred financing costs (15 ) (17 ) Total note payable 2,485 2,733 Less current portion (1,250 ) (1,250 ) Total long-term portion $ 1,235 $ 1,483 The scheduled maturities of the term loan, excluding deferred financing costs, at March 31, 2024 are as follows: Schedule of maturities of long-term debt Nine months ended December 31, 2024 $ 1,000 2025 1,000 2026 500 Total term loan $ 2,500 Credit Agreement The Company is party to an Amended and Restated Loan and Security Agreement (as amended and modified from time to time, the “Credit Agreement”) with its existing lender and certain of its subsidiaries. The Credit Agreement provides for, among other things, a $ 5 million 5 million 5 million August 18, 2026 June 30, 2025 All outstanding amounts under the Credit Agreement bear interest at the Secured Overnight Financing Rate (“SOFR”), plus 2.07%. Interest is payable monthly in arrears. 0.20 0.20 The Credit Agreement includes customary representations, warranties, and covenants, including financial covenants requiring the Company to maintain a fixed charge coverage ratio of no less than 1.25 to 1.00, and a minimum working capital financial covenant, as defined, of no less than $11.25 million, in each of the fiscal quarters ending through the expiration date. The Credit Agreement continues to provide for events of default, including failure to repay principal and interest when due and failure to perform or violation of the provisions or covenants of the agreement, as a result of which amounts due under the Credit Agreement may be accelerated. The loans and all other amounts due and owed under the Credit Agreement and related documents are secured by substantially all of the Company’s assets. Lifeway was in compliance with the fixed charge coverage ratio and minimum working capital covenants at March 31, 2024. Revolving Credit Facility As of March 31, 2024, the Company had $ 0 5,000 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2024 | |
Leases | |
Leases | Note 8 – Leases The Company leases certain machinery and equipment with fixed base rent payments and variable costs based on usage. Remaining lease terms for these leases range from less than one year to six years. The Company includes lease extension options, if applicable and reasonably certain to be exercised, in the calculation of the right-of-use asset and lease liabilities. Lifeway includes only fixed payments for lease components in the measurement of the right-of-use asset and lease liability. Variable lease payments are those that vary because of changes in facts or circumstances occurring after the commencement date, other than the passage of time. There are no residual value guarantees. Lifeway does not currently have leases which meet the finance lease classification as defined under ASC 842. Lifeway treats contracts as a lease when the contract conveys the right to use a physically distinct asset for a period of time in exchange for consideration, it directs the use of the asset and obtains substantially all the economic benefits of the asset. Right-of-use assets and lease liabilities are measured and recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. Lifeway has elected the practical expedient to combine lease and non-lease components into a single component for all of its leases. When the Company is unable to determine an implicit interest rate, it uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments for those leases. Lifeway includes options to extend or terminate the lease in the measurement of the right-of-use asset and lease liability when it is reasonably certain that it will exercise such options. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company does not record leases with an initial term of 12 months or less on the balance sheet. Expense for these short-term leases is recorded on a straight-line basis over the lease term. Total lease expense was $ 35 31 Future maturities of lease liabilities were as follows: Schedule of future maturities of lease liabilities Year Operating Leases Nine months ended December 31, 2024 $ 64 2025 55 2026 31 2027 21 2028 17 Thereafter 10 Total lease payments 198 Less: Interest (26 ) Present value of lease liabilities $ 172 The weighted-average remaining lease term for its operating leases was 3.5 9.49 24 25 |
Commitments and contingencies
Commitments and contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Note 9 – Commitments and contingencies Litigation Lifeway is involved in various legal proceedings, claims, disputes, regulatory matters, audits, and proceedings arising in the ordinary course of, or incidental, to the Company’s business, including commercial disputes, product liabilities, intellectual property matters and employment-related matters. Lifeway records provisions in the consolidated financial statements for pending legal matters when it believes it is probable that a loss will be incurred and the amount of such loss can be reasonably estimated. The Company evaluates, 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, it does not establish an accrued liability. Currently, none of its accruals for outstanding legal matters are material individually or in the aggregate to its 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 its business, financial condition, results of operations, or cash flows. However, if the Company is ultimately required to make payments in connection with an adverse outcome, it is possible that such contingency could have a material adverse effect on the Company’s business, financial condition, results of operations or cash flows. |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Note 10 – Income taxes Income taxes were recognized at effective rates of 30.8 37.9 The Company calculates the provision for income taxes during interim reporting periods by applying an estimate of the annual effective tax rate for the full year, excluding unusual or infrequently occurring discrete items, and applies that rate to income (loss) before provision for income taxes for the period. The Company’s effective tax rate may change from period to period based on recurring and non-recurring factors including the relative mix of pre-tax earnings (or losses), the jurisdictional mix of earnings, enacted tax legislation, state income taxes, the impact of non-deductible items, changes in valuation allowances, settlement of tax audits, and the expiration of the statute of limitations in relation to unrecognized tax benefits. The Company records discrete income tax items such as enacted tax rate changes and completed tax audits in the period in which they occur. The Company consistently reflects non-deductible officer compensation expense, non-deductible compensation expense related to equity incentive awards and separate state tax rates from period to period. Although similar items were reflected in 2024, the percentage effect is different due to the difference in pre-tax income in 2024 compared to 2023. Unrecognized tax benefits were $ 0 |
Stock-based and Other Compensat
Stock-based and Other Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based and Other Compensation | Note 11 – Stock-based and Other Compensation Omnibus Incentive Plan In December 2015, Lifeway stockholders approved the 2015 Omnibus Incentive Plan, which authorized the issuance of an aggregate of 3.5 million On August 31, 2022, Lifeway stockholders approved the 2022 Plan. Under the 2022 Plan, the Compensation Committee of the Board of Directors may grant awards of various types of compensation, including, nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance units, cash-based awards and other stock-based awards. The maximum number of shares authorized to be awarded under the 2022 Plan is 3.25 million Awards granted under the 2022 Plan are generally subject to a minimum vesting period of at least one year. Awards may be subject to cliff-vesting or graded-vesting conditions, with graded vesting starting no earlier than one year after the grant date. The Plan Administrator may provide for shorter vesting periods in an award agreement for no more than five percent of the maximum number of shares authorized for issuance under the 2022 Plan. As of March 31, 2024, 2.64 million Stock Options The following table summarizes stock option activity during the three months ended March 31, 2024: Schedule of stock option activity Options Weighted Weighted Aggregate (In thousands) Outstanding at December 31, 2023 41 $ 10.42 2.21 $ 121 Granted – – – – Exercised – – – – Forfeited – – – – Outstanding at March 31, 2024 41 $ 10.42 1.97 $ 276 Exercisable at March 31, 2024 41 $ 10.42 1.97 $ 276 Restricted Stock Units A Restricted Stock Unit (“RSU”) represents the right to receive one share of common stock in the future. RSUs have no exercise price. The grant date fair value of the awards is determined by the Company’s closing stock price on the grant date. Lifeway expenses RSUs over the vesting period. The following table summarizes RSU activity during the three months ended March 31, 2024. Schedule of RSUs Activity Restricted Stock Units Weighted Average Grant Date Fair Value (In thousands) Outstanding at December 31, 2023 207 $ 6.89 Granted 33 13.73 Shares issued upon vesting – – Forfeited – – Outstanding at March 31, 2024 240 $ 7.82 Vested and deferred at March 31, 2024 67 $ 5.98 For the three months ended March 31, 2024 and 2023 total pre-tax stock-based compensation expense recognized in the consolidated statements of operations was $ 233 104 65 29 918 1.3 Long-Term Incentive Plan Compensation Lifeway has established long-term incentive-based compensation programs for certain senior executives and key employees pursuant to the terms of its incentive plans. 2020 CEO Incentive Award During the fourth quarter 2020, Lifeway awarded a long-term equity-based incentive of $ 750 18 43 6 2021 Equity Award The 2021 long-term equity incentive plan compensation is based on Lifeway’s achievement of adjusted EBITDA performance versus the respective target established by the Board of Directors for 2021. Under the 2021 plan, collectively the participants earned equity-based incentive compensation of $ 1,069 33 84 7 2022 Equity Award Under the 2022 long-term incentive plan, participants can earn a specified number of target level Performance Share Units (“PSUs”) contingent upon the achievement of strategic milestones during the three-year Measurement Period, which is fiscal year 2022 to 2024. The strategic milestones are 1) 3-year cumulative net revenue, and 2) 3-year cumulative adjusted EBITDA. The target number of PSU awards are weighted 50% on net revenue and 50% on adjusted EBITDA. Collectively, the participants can earn 125,066 PSUs at the target level. Participants may earn more or less than the target number of shares based on actual results, however the minimum and maximum number of shares that can be earned are bound by minimum and maximum thresholds of net revenue and adjusted EBITDA. The PSU awards will be earned and will vest, if at all, after the end of the three-year measurement period based on achievement of the milestones. The PSU awards do not vest during the three-year measurement period. The PSUs have a grant date fair value of $6.25 dollars per share. For the three months ended March 31, 2024 and 2023, $ 156 112 The 2022 long-term incentive plan also granted restricted stock unit awards that contain only a service condition and vest on the passage of time in three equal installments on each of the first three anniversaries of the August 31, 2022 grant date. The stock-based compensation expense for these awards is included in the Restricted Stock Units section above. 2023 Equity Award Under the 2023 long-term incentive plan, participants can earn a specified number of target level Performance Share Units (“PSUs”) contingent upon the achievement of strategic milestones during the three-year Measurement Period, which is fiscal year 2023 to 2025. The strategic milestones are 1) 3-year cumulative net revenue, and 2) 3-year cumulative adjusted EBITDA. The target number of PSU awards are weighted 50% on net revenue and 50% on adjusted EBITDA. Collectively, the participants can earn 115,622 PSUs at the target level. Participants may earn more or less than the target number of shares based on actual results, however the minimum and maximum number of shares that can be earned are bound by minimum and maximum thresholds of net revenue and adjusted EBITDA. The PSU awards will be earned and will vest, if at all, after the end of the three-year measurement period based on achievement of the milestones. The PSU awards do not vest during the three-year measurement period. The PSUs have a grant date fair value of $6.88 dollars per share. For the three months ended March 31, 2024 and 2023, $ 130 0 The 2023 long-term incentive plan also granted restricted stock unit awards that contain only a service condition and vest on the passage of time in three equal installments on each of the first three anniversaries of the June 16, 2023 grant date. The stock-based compensation expense for these awards is included in the Restricted Stock Units section above. 2024 Equity Award Under the 2024 long-term incentive plan, participants can earn a specified number of target level Performance Share Units (“PSUs”) contingent upon the achievement of strategic milestones during the three-year Measurement Period, which is fiscal year 2024 to 2026. The strategic milestones are 1) 3-year cumulative net revenue, and 2) 3-year cumulative adjusted EBITDA. The target number of PSU awards are weighted 50% on net revenue and 50% on adjusted EBITDA. Collectively, the participants can earn 64,986 PSUs at the target level. Participants may earn more or less than the target number of shares based on actual results, however the minimum and maximum number of shares that can be earned are bound by minimum and maximum thresholds of net revenue and adjusted EBITDA. The PSU awards will be earned and will vest, if at all, after the end of the three-year measurement period based on achievement of the milestones. The PSU awards do not vest during the three-year measurement period. The PSUs have a grant date fair value of $13.73 dollars per share. For the three months ended March 31, 2024 and 2023, $ 102 0 The 2024 long-term incentive plan also granted restricted stock unit awards that contain only a service condition and vest on the passage of time in three equal installments on each of the first three anniversaries of the January 10, 2024 grant date. The stock-based compensation expense for these awards is included in the Restricted Stock Units section above. Non-Employee Director Plan On August 31, 2022, Lifeway stockholders approved the 2022 Non-Employee Director Equity and Deferred Compensation Plan (the “2022 Director Plan”), which authorizes the grant of restricted stock units (“RSUs”), which will vest on such schedule as the Company, in its sole discretion, shall determine. Each non-employee director of the Company is eligible to be a participant in the 2022 Director Plan until they no longer serve as a non-employee director. As of the date of each annual shareholder meeting, the Company may grant each director a number of RSUs for such year and set the vesting schedule for the RSUs granted. Whether and how many RSUs the Company will grant to directors in any year is subject to the sole discretion of the Company and shall in any event be subject to the 2022 Director Plan’s overall share limits. The maximum aggregate number of shares of common stock that may be issued under the 2022 Director Plan is 500 thousand shares. As of March 31, 2024, 430 Retirement Benefits Lifeway has a defined contribution plan which is available to substantially all full-time employees. Under the terms of the plan, the Company matches employee contributions under a prescribed formula. For the three months ended March 31, 2024 and 2023, total contribution expense recognized in the consolidated statements of operations was $ 193 150 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2024 | |
Net earnings per common share: | |
Earnings Per Share | Note 12 - Earnings Per Share The following table summarizes the effects of the share-based compensation awards on the weighted average number of shares outstanding used in calculating diluted earnings per share: Schedule of weighted average number of shares outstanding Three Months Ended March 31, 2024 2023 (In Thousands) Weighted average common shares outstanding 14,691 14,645 Assumed exercise/vesting of equity awards 531 385 Weighted average diluted common shares outstanding 15,222 15,030 |
Disaggregation of Revenue and S
Disaggregation of Revenue and Significant Customers | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Disaggregation of Revenue and Significant Customers | Note 13 – Disaggregation of Revenue and Significant Customers Lifeway’s primary product is drinkable kefir. The Company manufactures (directly or through a co-manufacturer) and markets products under the Lifeway, Fresh Made, and GlenOaks Farms brand names, as well as under private labels on behalf of certain customers. The Company’s product categories are: · Drinkable kefir, a cultured dairy product sold in a variety of organic and non-organic sizes, flavors, and types. · European-style soft cheeses, including farmer cheese, white cheese, and Sweet Kiss. · Cream and other, which primarily consists of cream, a byproduct of raw milk processing. · Drinkable yogurt, sold in a variety of sizes and flavors. · ProBugs, a line of kefir products designed for children. · Other dairy, which primarily consists of Fresh Made butter and sour cream. Net sales of products by category were as follows for the three months ended March 31: Schedule of sales of products by category 2024 2023 In thousands $ % $ % Drinkable Kefir other than ProBugs 36,533 82 29,800 79 Cheese 3,515 8 3,345 9 Cream and other 1,816 4 1,920 5 Drinkable Yogurt 1,536 3 1,616 4 ProBugs Kefir 866 2 808 2 Other dairy 368 1 415 1 Net Sales 44,634 100 37,904 100 Significant Customers Sales are predominately to companies in the retail food industry located within the United States. Two major customers accounted for approximately 25 24 Geographic Information Net sales outside the of the United States represented less than 1% of total consolidated net sales for the three months ended March 31, 2024 and 2023. Net sales are determined based on the destination where the products are shipped by Lifeway. All the Company’s long-lived assets are in the United States. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of Lifeway Foods, Inc. and all its wholly owned subsidiaries (collectively “Lifeway” or the “Company”). All significant intercompany accounts and transactions have been eliminated. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
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 valuation of goodwill and intangible assets, stock-based and incentive compensation, and deferred income taxes. |
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. The Company places its cash and cash equivalents with high credit quality financial institutions. Lifeway has not experienced any losses in such accounts and believes the financial risks associated with these financial instruments are minimal. |
Advertising and promotional costs | Advertising and promotional costs Advertising costs are expensed as incurred and reported in Selling expense in the Company’s consolidated statement of operations. Total advertising expense was $ 1,372 1,463 |
Segments | Segments The Company is managed as a single reportable segment. The Chief Executive Officer, who is the Company’s Chief Operating Decision Maker (“CODM”), reviews financial information on an aggregate basis for purposes of allocating resources and assessing financial performance, as well as for making strategic operational decisions and managing the organization. Substantially all of Lifeway’s consolidated revenues relate to the sale of cultured dairy products that it produces using the same processes and materials and are sold to consumers through a common network of distributors and retailers in the United States. |
Recent accounting pronouncements | Recent accounting pronouncements Issued but not yet effective In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07: Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The new guidance requires entities to report incremental information about significant segment expenses included in a segment’s profit or loss measure as well as the name and title of the chief operating decision maker. The guidance also requires interim disclosures related to reportable segment profit or loss and assets that had previously only been disclosed annually. The new standard is effective for our annual period ending December 31, 2024 and our interim periods during the fiscal year ending December 31, 2025. The guidance does not affect recognition or measurement in the Company’s consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09: Income Taxes (Topic 740): Improvements to Income Tax Disclosures that requires entities to disclose additional information about federal, state, and foreign income taxes primarily related to the income tax rate reconciliation and income taxes paid. The new standard also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. The guidance is effective for our fiscal year ending December 31, 2024. The guidance does not affect recognition or measurement in the Company’s consolidated financial statements. |
Inventories, net (Tables)
Inventories, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Schedule of inventories March 31, December 31, Ingredients $ 2,411 $ 2,929 Packaging 2,640 3,014 Finished goods 3,079 3,161 Total inventories, net $ 8,130 $ 9,104 |
Property, Plant and Equipment_2
Property, Plant and Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Schedule of property, plant and equipment March 31, December 31, Land $ 1,565 $ 1,565 Buildings and improvements 21,855 21,661 Machinery and equipment 33,890 33,573 Vehicles 705 705 Office equipment 1,072 1,072 Construction in process 4,107 2,154 63,194 60,730 Less accumulated depreciation (38,567 ) (37,966 ) Total property, plant and equipment, net $ 24,627 $ 22,764 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Schedule of goodwill Total Balance at December 31, 2023 Goodwill $ 12,948 Accumulated impairment losses (1,244 ) $ 11,704 Balance at March 31, 2024 Goodwill $ 12,948 Accumulated impairment losses (1,244 ) $ 11,704 |
Schedule of finite-lived intangible assets | Schedule of finite-lived intangible assets March 31, 2024 December 31, 2023 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Recipes $ 44 $ (44 ) $ – $ 44 $ (44 ) $ – Customer lists and other customer related intangibles 4,529 (4,529 ) – 4,529 (4,529 ) – Customer relationships 3,385 (1,412 ) 1,973 3,385 (1,372 ) 2,013 Brand names 7,948 (3,158 ) 4,790 7,948 (3,063 ) 4,885 Formula 438 (438 ) – 438 (438 ) – Total intangible assets, net $ 16,344 $ (9,581 ) $ 6,763 $ 16,344 $ (9,446 ) $ 6,898 |
Schedule of estimated amortization expense on intangible assets | Schedule of estimated amortization expense on intangible assets Year Amortization Nine months ended December 31, 2024 $ 405 2024 $ 540 2025 $ 540 2026 $ 540 2027 $ 540 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | Schedule of accrued expenses March 31, December 31, 2023 Payroll and incentive compensation $ 2,621 $ 3,853 Real estate taxes 343 442 Utilities 193 241 Current portion of operating lease liabilities 71 74 Other 376 306 Total accrued expenses $ 3,604 $ 4,916 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Schedule of debt March 31, 2024 December 31, 2023 Term loan due August 18, 2026. Interest (7.39% at March 31, 2024) payable monthly. $ 2,500 $ 2,750 Unamortized deferred financing costs (15 ) (17 ) Total note payable 2,485 2,733 Less current portion (1,250 ) (1,250 ) Total long-term portion $ 1,235 $ 1,483 |
Schedule of maturities of long-term debt | Schedule of maturities of long-term debt Nine months ended December 31, 2024 $ 1,000 2025 1,000 2026 500 Total term loan $ 2,500 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Leases | |
Schedule of future maturities of lease liabilities | Schedule of future maturities of lease liabilities Year Operating Leases Nine months ended December 31, 2024 $ 64 2025 55 2026 31 2027 21 2028 17 Thereafter 10 Total lease payments 198 Less: Interest (26 ) Present value of lease liabilities $ 172 |
Stock-based and Other Compens_2
Stock-based and Other Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of stock option activity | Schedule of stock option activity Options Weighted Weighted Aggregate (In thousands) Outstanding at December 31, 2023 41 $ 10.42 2.21 $ 121 Granted – – – – Exercised – – – – Forfeited – – – – Outstanding at March 31, 2024 41 $ 10.42 1.97 $ 276 Exercisable at March 31, 2024 41 $ 10.42 1.97 $ 276 |
Schedule of RSUs Activity | Schedule of RSUs Activity Restricted Stock Units Weighted Average Grant Date Fair Value (In thousands) Outstanding at December 31, 2023 207 $ 6.89 Granted 33 13.73 Shares issued upon vesting – – Forfeited – – Outstanding at March 31, 2024 240 $ 7.82 Vested and deferred at March 31, 2024 67 $ 5.98 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Net earnings per common share: | |
Schedule of weighted average number of shares outstanding | Schedule of weighted average number of shares outstanding Three Months Ended March 31, 2024 2023 (In Thousands) Weighted average common shares outstanding 14,691 14,645 Assumed exercise/vesting of equity awards 531 385 Weighted average diluted common shares outstanding 15,222 15,030 |
Disaggregation of Revenue and_2
Disaggregation of Revenue and Significant Customers (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of sales of products by category | Schedule of sales of products by category 2024 2023 In thousands $ % $ % Drinkable Kefir other than ProBugs 36,533 82 29,800 79 Cheese 3,515 8 3,345 9 Cream and other 1,816 4 1,920 5 Drinkable Yogurt 1,536 3 1,616 4 ProBugs Kefir 866 2 808 2 Other dairy 368 1 415 1 Net Sales 44,634 100 37,904 100 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Accounting Policies [Abstract] | ||
Advertising expense | $ 1,372 | $ 1,463 |
Inventories, net (Details)
Inventories, net (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Inventory Disclosure [Abstract] | ||
Ingredients | $ 2,411 | $ 2,929 |
Packaging | 2,640 | 3,014 |
Finished goods | 3,079 | 3,161 |
Total inventories, net | $ 8,130 | $ 9,104 |
Property, Plant and Equipment_3
Property, Plant and Equipment, net (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 63,194 | $ 60,730 |
Less accumulated depreciation | (38,567) | (37,966) |
Total property, plant and equipment, net | 24,627 | 22,764 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,565 | 1,565 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 21,855 | 21,661 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 33,890 | 33,573 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 705 | 705 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,072 | 1,072 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,107 | $ 2,154 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details - Goodwill) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill before impairment | $ 12,948 | $ 12,948 |
Goodwill, impaired, accumulated impairment loss | (1,244) | (1,244) |
Goodwill | $ 11,704 | $ 11,704 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Details - Finite lived) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 16,344 | $ 16,344 |
Accumulated Amortization | (9,581) | (9,446) |
Net Carrying Amount | 6,763 | 6,898 |
Recipes [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 44 | 44 |
Accumulated Amortization | (44) | (44) |
Net Carrying Amount | 0 | 0 |
Customer Lists and Other Customer Related Intangibles [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 4,529 | 4,529 |
Accumulated Amortization | (4,529) | (4,529) |
Net Carrying Amount | 0 | 0 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,385 | 3,385 |
Accumulated Amortization | (1,412) | (1,372) |
Net Carrying Amount | 1,973 | 2,013 |
Brand Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 7,948 | 7,948 |
Accumulated Amortization | (3,158) | (3,063) |
Net Carrying Amount | 4,790 | 4,885 |
Formula [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 438 | 438 |
Accumulated Amortization | (438) | (438) |
Net Carrying Amount | $ 0 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Details - Amortization expense on intangible assets) $ in Thousands | Mar. 31, 2024 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Nine months ended December 31, 2024 | $ 405 |
2024 | 540 |
2025 | 540 |
2026 | 540 |
2027 | $ 540 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets (Details Narrative) | 3 Months Ended |
Mar. 31, 2024 | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted average remaining contractual term | 12 years 6 months |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted average remaining contractual term | 12 years 3 months 18 days |
Brand Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Weighted average remaining contractual term | 12 years 7 months 6 days |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Payroll and incentive compensation | $ 2,621 | $ 3,853 |
Real estate taxes | 343 | 442 |
Utilities | 193 | 241 |
Current portion of operating lease liabilities | 71 | 74 |
Other | 376 | 306 |
Total accrued expenses | $ 3,604 | $ 4,916 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Debt Disclosure [Abstract] | ||
Term loan due August 18, 2026. Interest (7.39% at March 31, 2024) payable monthly. | $ 2,500 | $ 2,750 |
Unamortized deferred financing costs | (15) | (17) |
Total note payable | 2,485 | 2,733 |
Less current portion | (1,250) | (1,250) |
Total long-term portion | $ 1,235 | $ 1,483 |
Debt (Details - Maturities)
Debt (Details - Maturities) $ in Thousands | Mar. 31, 2024 USD ($) |
Debt Disclosure [Abstract] | |
Nine months ended December 31, 2024 | $ 1,000 |
2025 | 1,000 |
2026 | 500 |
Total term loan | $ 2,500 |
Debt (Details Narrative)
Debt (Details Narrative) | 3 Months Ended |
Mar. 31, 2024 USD ($) | |
Short-Term Debt [Line Items] | |
Outstanding amount | $ 0 |
Unused revolving line of credit fee | 0.20% |
Letter of credit fee percentage | 0.20% |
Revolving Credit Facility [Member] | |
Short-Term Debt [Line Items] | |
Outstanding amount | $ 5,000,000 |
Termination date | Jun. 30, 2025 |
Future borrowings | $ 5,000,000 |
Incremental Facility [Member] | |
Short-Term Debt [Line Items] | |
Outstanding amount | 5,000,000 |
Credit Agreement Term Loan [Member] | |
Short-Term Debt [Line Items] | |
Termination loans | $ 5,000,000 |
Termination date | Aug. 18, 2026 |
Credit Agreement [Member] | |
Short-Term Debt [Line Items] | |
Description of debt instrument, interest rate terms | Secured Overnight Financing Rate (“SOFR”), plus 2.07%. Interest is payable monthly in arrears. |
Leases (Details)
Leases (Details) $ in Thousands | Mar. 31, 2024 USD ($) |
Leases | |
Nine months ended December 31, 2024 | $ 64 |
2025 | 55 |
2026 | 31 |
2027 | 21 |
2028 | 17 |
Thereafter | 10 |
Total lease payments | 198 |
Less: Interest | (26) |
Present value of lease liabilities | $ 172 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Leases | ||
Total lease expense | $ 35 | $ 31 |
Weighted average remaining lease term | 3 years 6 months | |
Weighted average discount rate | 9.49% | |
Operating lease liabilities | $ 24 | $ 25 |
Income taxes (Details Narrative
Income taxes (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate reconciliation, percent | 30.80% | 37.90% |
Unrecognized tax benefits | $ 0 | $ 0 |
Stock-based and Other Compens_3
Stock-based and Other Compensation (Details - Option Activity) - Equity Option [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Options outstanding, beginning balance | 41 | |
Weighted average exercise price, options outstanding, beginning balance | $ 10.42 | |
Weighted average remaining contractual life, outstanding | 1 year 11 months 19 days | 2 years 2 months 15 days |
Aggregate intrinsic value, options outstanding beginning | $ 121 | |
Options granted | 0 | |
Weighted average exercise price, options granted | $ 0 | |
Options exercised | 0 | |
Weighted average exercise price, options exercised | $ 0 | |
Options forfeited | 0 | |
Weighted average exercise price, options forfeited | $ 0 | |
Options outstanding, ending balance | 41 | 41 |
Weighted average exercise price, options outstanding, ending balance | $ 10.42 | $ 10.42 |
Aggregate intrinsic value, options outstanding ending | $ 276 | $ 121 |
Exercisable | 41 | |
Weighted average exercise price, exercisable | $ 10.42 | |
Weighted average remaining contractual life, exercisable | 1 year 11 months 19 days | |
Aggregate intrinsic value, options exercisable | $ 276 |
Stock-based and Other Compens_4
Stock-based and Other Compensation (Details - Restricted Stock Units) - Restricted Stock Units (RSUs) [Member] shares in Thousands | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Restricted stock units outstanding, beginning | shares | 207 |
Weighted average grant date fair value outstanding, beginning | $ / shares | $ 6.89 |
Restricted stock units, granted | shares | 33 |
Weighted average grant date fair value, granted | $ / shares | $ 13.73 |
Restricted stock units, shares issued upon vesting | shares | 0 |
Weighted average grant date fair value, shares issued upon vesting | $ / shares | $ 0 |
Restricted stock units, forfeited | shares | 0 |
Weighted average grant date fair value, forfeited | $ / shares | $ 0 |
Restricted stock units outstanding, ending | shares | 240 |
Weighted average grant date fair value outstanding, ending | $ / shares | $ 7.82 |
Restricted stock units, vested and deferred | shares | 67 |
Weighted average grant date fair value, vested and deferred | $ / shares | $ 5.98 |
Stock-based and Other Compens_5
Stock-based and Other Compensation (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2020 | Aug. 31, 2022 | Dec. 31, 2015 | |
Restricted Stock Units (RSUs) [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share-based compensation | $ 233 | $ 104 | |||
Tax related benefits | 65 | 29 | |||
Compensation expense related to restricted stock units | $ 918 | ||||
Weighted average basis term | 1 year 3 months 18 days | ||||
2020 CEO Incentive Award [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share-based compensation | $ 18 | 43 | |||
Compensation expense related to restricted stock units | 6 | ||||
Long-term equity-based incentive | $ 750 | ||||
2021 Equity Award [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share-based compensation | 33 | 84 | |||
Compensation expense related to restricted stock units | 7 | ||||
Long-term equity-based incentive | 1,069 | ||||
2022 Equity Award [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share-based compensation | 156 | 112 | |||
2023 Equity Award [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share-based compensation | 130 | 0 | |||
2024 Equity Award [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share-based compensation | $ 102 | 0 | |||
2015 Omnibus Incentive Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of shares authorized for issuance | 3,500,000 | ||||
2012 Omnibus Incentive Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of shares authorized for issuance | 3,250,000 | ||||
Share based remain available to award | 2,640,000 | ||||
2022 Director Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Share based remain available to award | 430,000 | ||||
Defined Contribution Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Contribution expense | $ 193 | $ 150 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Net earnings per common share: | ||
Weighted average common shares outstanding | 14,691 | 14,645 |
Assumed exercise/vesting of equity awards | 531 | 385 |
Weighted average diluted common shares outstanding | 15,222 | 15,030 |
Disaggregation of Revenue and_3
Disaggregation of Revenue and Significant Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue, Major Customer [Line Items] | ||
Net sales | $ 44,634 | $ 37,904 |
Drinkable Kefir other than ProBugs [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 36,533 | $ 29,800 |
Drinkable Kefir other than ProBugs [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 82% | 79% |
Cheese [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 3,515 | $ 3,345 |
Cheese [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 8% | 9% |
Cream And Other [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 1,816 | $ 1,920 |
Cream And Other [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 4% | 5% |
Drinkable Yogurt [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 1,536 | $ 1,616 |
Drinkable Yogurt [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 3% | 4% |
ProBugs Kefir [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 866 | $ 808 |
ProBugs Kefir [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 2% | 2% |
Other Dairy [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 368 | $ 415 |
Other Dairy [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 1% | 1% |
Net Sales [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales | $ 44,634 | $ 37,904 |
Net Sales [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Net sales percentage | 100% | 100% |
Disaggregation of Revenue and_4
Disaggregation of Revenue and Significant Customers (Details Narrative) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Revenue Benchmark [Member] | Two Customers [Member] | Customer Concentration Risk [Member] | ||
Revenue, Major Customer [Line Items] | ||
Concentration risk, percentage | 25% | 24% |