PART I [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements for Q2 and H1 2020, detailing financial performance impacted by COVID-19 and balance sheet changes from financing activities Condensed Consolidated Balance Sheet Highlights (Unaudited) | Account | June 30, 2020 ($) | December 31, 2019 ($) | | :--- | :--- | :--- | | **Total Current Assets** | 4,637,376 | 2,028,394 | | **Total Assets** | 7,435,635 | 5,125,805 | | **Total Current Liabilities** | 1,091,040 | 1,882,057 | | **Total Liabilities** | 2,039,142 | 3,289,934 | | **Total Stockholders' Equity** | 4,353,549 | 283,724 | Condensed Consolidated Statements of Operations Highlights (Unaudited) | Metric | Three Months Ended June 30, 2020 ($) | Three Months Ended June 30, 2019 ($) | Six Months Ended June 30, 2020 ($) | Six Months Ended June 30, 2019 ($) | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | 506,276 | 1,382,665 | 1,240,156 | 2,217,199 | | **Gross Profit** | 115,306 | 851,046 | 512,105 | 1,285,750 | | **Operating Loss** | (1,122,234) | (1,089,848) | (2,100,008) | (2,860,565) | | **Net Loss** | (1,179,520) | (573,916) | (1,922,586) | (3,421,178) | | **Net Loss Per Share** | (0.01) | 0.00 | (0.01) | (0.03) | Condensed Consolidated Statements of Cash Flows Highlights (Unaudited) | Cash Flow Activity | Six Months Ended June 30, 2020 ($) | Six Months Ended June 30, 2019 ($) | | :--- | :--- | :--- | | **Net Cash Used for Operating Activities** | (1,930,045) | (2,354,225) | | **Net Cash Used for Investing Activities** | (38,658) | (319,339) | | **Net Cash from Financing Activities** | 4,275,605 | 3,900,310 | | **Net Change in Cash** | 2,306,902 | 1,226,746 | | **Cash and Restricted Cash, End of Period** | 3,398,276 | 2,268,315 | - The company received a **$568,131** loan under the Paycheck Protection Program (PPP), which is eligible for forgiveness, with no forgiveness income recorded as of June 30, 2020[66](index=66&type=chunk) - In March 2020, the company completed a **$3.825 million** private placement of common stock and restructured its convertible notes, converting some to equity and extending maturities on others[67](index=67&type=chunk)[71](index=71&type=chunk)[76](index=76&type=chunk) - The company's business was significantly impacted by COVID-19, as dining bans at restaurants and school closures directly affected sales channels for its single-serve and bulk products[103](index=103&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the significant operational and financial impacts of COVID-19, including revenue decline and successful cost-cutting measures, alongside strategic actions like capital raises and debt restructuring to mitigate liquidity concerns - The company's business focuses on ready-to-blend frozen beverages, with products supplied to over **400** school locations and over **150** military bases[107](index=107&type=chunk)[108](index=108&type=chunk) - In March 2020, the company raised **$3.825 million** through a private placement of common stock and restructured its convertible notes to improve its capital structure[117](index=117&type=chunk)[118](index=118&type=chunk) - The company has a history of operating losses and negative cash flow, but management believes substantial doubt about its ability to continue as a going concern was mitigated by recent financing and debt restructuring[170](index=170&type=chunk) - As of June 30, 2020, the company had **$3.4 million** in cash and restricted cash and had reduced G&A expenses by **39%** in H1 2020 compared to H1 2019 through cost reduction measures, including reduced headcount[171](index=171&type=chunk) [Results of Operations (Q2 2020 vs Q2 2019)](index=27&type=section&id=Results%20of%20Operation%20for%20Three%20Months%20Ended%20June%2030%2C%202020%20as%20Compared%20to%20the%20Three%20Months%20Ended%20June%2030%2C%202019) Q2 2020 revenue decreased by **63%** to **$506,276** due to COVID-19, with gross margin falling to **22.8%**, while general and administrative expenses were reduced by **39%**, leading to an increased net loss Q2 Revenue and Gross Profit Comparison (2020 vs. 2019) | Metric | Q2 2020 ($) | Q2 2019 ($) | Change ($) | % Change | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | 506,276 | 1,382,665 | (876,389) | (63%) | | **Gross Profit** | 115,306 | 851,046 | (735,740) | (86%) | | **Gross Margin** | 22.8% | 61.6% | - | - | Q2 General & Administrative Expense Breakdown (2020 vs. 2019) | Expense Category | Q2 2020 ($) | Q2 2019 ($) | Change ($) | | :--- | :--- | :--- | :--- | | **Personnel costs** | 427,500 | 687,994 | (260,494) | | **Marketing and selling** | 57,837 | 146,106 | (88,269) | | **Travel** | 12,917 | 99,108 | (86,191) | | **Shipping and Storage** | 96,425 | 192,628 | (96,203) | | **Total G&A** | **1,084,040** | **1,785,820** | **(701,780)** | [Results of Operations (H1 2020 vs H1 2019)](index=29&type=section&id=Results%20of%20Operation%20for%20Six%20Months%20Ended%20June%2030%2C%202020%20as%20Compared%20to%20the%20Six%20Months%20Ended%20June%2030%2C%202019) H1 2020 revenue decreased by **44%** to **$1,240,156** due to COVID-19, but a **39%** reduction in general and administrative expenses significantly improved the net loss to **$1,922,586** H1 Revenue and Gross Profit Comparison (2020 vs. 2019) | Metric | H1 2020 ($) | H1 2019 ($) | Change ($) | % Change | | :--- | :--- | :--- | :--- | :--- | | **Revenue** | 1,240,156 | 2,217,199 | (977,043) | (44%) | | **Gross Profit** | 512,105 | 1,285,750 | (773,645) | (60%) | | **Gross Margin** | 41% | 58% | - | - | H1 General & Administrative Expense Breakdown (2020 vs. 2019) | Expense Category | H1 2020 ($) | H1 2019 ($) | Change ($) | | :--- | :--- | :--- | :--- | | **Personnel costs** | 847,680 | 1,646,860 | (799,180) | | **Marketing and selling** | 136,812 | 305,535 | (168,723) | | **Travel** | 51,836 | 210,867 | (159,031) | | **Total G&A** | **2,308,465** | **3,789,264** | **(1,480,799)** | - Net loss for the six-month period improved significantly to **$1,922,586** in 2020 from **$3,421,178** in 2019, largely due to reduced operating expenses[168](index=168&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the company is not required to provide market risk disclosures - Disclosure is not required because Barfresh Food Group Inc is a smaller reporting company[174](index=174&type=chunk) [Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were not effective as of June 30, 2020, due to a material weakness in internal control over financial reporting related to inadequate segregation of duties - Management concluded that as of June 30, 2020, the company's disclosure controls and procedures were not effective[176](index=176&type=chunk) - A material weakness was identified in internal controls: Inadequate Segregation of Duties due to an insufficient number of personnel[177](index=177&type=chunk)[178](index=178&type=chunk) - There were no changes in the company's internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[180](index=180&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no material pending legal proceedings involving itself or its subsidiaries - The Company is not party to any material pending legal proceedings[183](index=183&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, Barfresh Food Group Inc is not required to provide risk factor disclosures - Disclosure is not required because the company is a smaller reporting company[185](index=185&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not issue or sell any unregistered equity securities during the period not previously reported on a Form 8-K - No unregistered equity securities were issued or sold during the period that were not previously reported on a Form 8-K[186](index=186&type=chunk) [Defaults Upon Senior Securities](index=33&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - None reported[188](index=188&type=chunk) [Mine Safety Disclosures](index=33&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's business - Not applicable[190](index=190&type=chunk) [Other Information](index=33&type=section&id=Item%205.%20Other%20Information) The company reports no other information for this item - None reported[192](index=192&type=chunk) [Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including certifications by executive officers and XBRL data files - The exhibits include certifications from the Principal Executive Officer and Principal Accounting Officer pursuant to Sections **302** and **906** of the Sarbanes-Oxley Act of **2002**[195](index=195&type=chunk) - XBRL (Extensible Business Reporting Language) data files are also included as exhibits[195](index=195&type=chunk)

Strategic Partnerships and Collaborations - Barfresh Food Group Inc. reported a strategic partnership with PepsiCo, enhancing access to national customer accounts through PepsiCo's extensive foodservice sales team [112]. - Barfresh has received approval from the United States Defense Logistics Agency to sell smoothie products to all branches of the U.S. Armed Forces, with distribution to over 150 military base locations [106]. - An equity investment from Unibel provided Barfresh with $10 million, facilitating growth in new and existing markets [114]. - The company has secured a production capacity increase to 100 million units through its partnership with Yarnell Operations, enhancing supply chain efficiency [113]. Product Offerings and Innovations - The company has launched a "no sugar added" version of its bulk "Easy Pour" format, targeting the USDA national school meal program, and currently serves over 400 school locations [106]. - The company anticipates a new product launch with the Twist & Go 8oz bottles and expects continued improvement in cash flow from operations over the next twelve months [154]. - The company holds patents in 13 jurisdictions, including the U.S., for its single-serve products, enhancing its competitive position [107]. Financial Performance - Revenue decreased by $100,654 (12%) from $834,534 in Q1 2019 to $733,880 in Q1 2020, primarily due to decreased sales of single-serve products [132]. - Gross profit for Q1 2020 was $396,799 (54.1%), compared to $434,704 (52.1%) in Q1 2019, with expectations for consistent gross profit percentage for the remainder of 2020 [133]. - Net losses for Q1 2020 were $743,066, significantly improved from $2,847,262 in Q1 2019, reflecting a reduction in operating losses [150]. - Cash used for operations in Q1 2020 was $973,554, compared to $1,873,982 in Q1 2019, indicating improved cash flow management [152]. - Total cash on the balance sheet as of March 31, 2020, was $2,411,198, including both restricted and unrestricted cash [154]. Cost Management and Expenses - General and administrative expenses decreased by $779,019 (39%) from $2,003,444 in Q1 2019 to $1,224,425 in Q1 2020, driven by lower personnel and marketing expenses [135]. - Personnel costs decreased by $538,686 (56%) from $958,866 in Q1 2019 to $420,180 in Q1 2020, with a reduction in full-time employees from 28 to 16 [135]. - Research and development expenses decreased by $70,775 (45%) from $156,199 in Q1 2019 to $85,424 in Q1 2020, primarily due to reduced labor hours [145]. Revenue Recognition and Accounting - Barfresh's revenue recognition follows ASC 606, with revenue recognized upon customer ownership transfer, primarily from frozen beverages [121]. - The change in fair value of the derivative liability resulted in a gain of $150,902 for Q1 2020, compared to a loss of $406,012 in Q1 2019 [148]. Workforce and Employment - The company has a total of 16 employees, with 10 dedicated to sales efforts [118]. - Barfresh's exclusive distribution agreement with Sysco expired in October 2019, allowing for potential expansion with other distributors [108].

Financial Data and Key Metrics Changes - For the full year 2019, net sales increased by 2% to over $4.3 million, although sales would have been higher if not for shifts in sales focus and waiting for USDA approvals [13][14] - Gross margins expanded by 3% to 54%, with expectations for 2020 gross profit margins to be comparable to 2019 [16] - General and administrative expenses were reduced by 12% to $6.9 million, and operating loss decreased by 16% to $5.2 million [16] - Adjusted EBITDA for 2019 was a loss of $4 million, an improvement from a loss of $4.8 million in 2018 [17] Business Line Data and Key Metrics Changes - The company expanded its sales channels, particularly in the military and school segments, with significant growth in the military side despite lower overall sales in Q1 2020 [10][31] - The introduction of the new ready-to-drink product, Twist & Go, is expected to enhance sales in the school channel, with initial orders from Pasco County School District for 240,000 bottles in the first month [19][28] Market Data and Key Metrics Changes - The company reported approximately $700,000 in gross revenue for Q1 2020, down from $890,000 in Q1 2019, primarily due to order cancellations related to COVID-19 [10] - The military channel remains stable, with ongoing sales in U.S. and international dining facilities [31][57] Company Strategy and Development Direction - The company is focusing on expanding its product offerings and sales channels, particularly in the school and military markets, while also managing costs effectively [33] - The launch of the Twist & Go product is seen as a significant growth opportunity, particularly in the school segment, which has a vast potential market [30][56] Management's Comments on Operating Environment and Future Outlook - Management noted that while there have been some disruptions due to COVID-19, the company has not experienced material disruptions in manufacturing or supply chain logistics [9] - The company expects continued improvement in financial results throughout 2020, driven by cost reductions and new product launches [17][20] Other Important Information - The company raised approximately $5.8 million through a combination of common stock sales and debt conversion, which is expected to support growth initiatives [20] - The USDA approved the new product packaging, which will enhance the bulk platform and facilitate sales in schools [15] Q&A Session Summary Question: What took so long for the national accounts and school progress? - Management acknowledged the delays but expressed satisfaction with the current progress [36] Question: Can the success in Pasco County be extrapolated to other districts? - Management indicated that the new product's approval and distribution model would allow for rapid expansion across other districts [37][39] Question: Is the recent funding sufficient for future plans? - Management confirmed that the current funding is sufficient to execute their plans without the need for additional raises in the near future [49] Question: What is the competition like for the Twist & Go product? - Management stated that while there are competitors, the unique formulation and distribution requirements create a significant barrier to entry [54][56] Question: Are military installations operating as usual? - Management confirmed that military operations are largely business as usual, with no significant disruptions reported [57]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission File Number: 000-55131 BARFRESH FOOD GROUP INC. (Exact name of registrant as specified in its charter) | --- | --- | |--- ...

Financial Data and Key Metrics Changes - The company generated net sales of $1.6 million in Q3 2019, representing a 13% sequential increase, although this was lower than expected due to prior large sales to school-focused distributors and delays in new school installations pending USDA authorization [9][10] - Gross profit margin for the quarter was 54%, consistent with the previous year's margin, and is expected to remain similar for the full year [14] - Adjusted EBITDA for Q3 was a loss of $602,000, an improvement of $184,000 compared to a loss of $786,000 in the same period last year [16] Business Line Data and Key Metrics Changes - The company is expanding its school channel, having gained USDA approval for its products to be fully reimbursable, which is expected to accelerate sales across all 50 states [10][39] - The military channel is also expanding, with plans to serve products in 20 to 25 locations in South Korea and increased domestic U.S. armed forces dining facility locations [22][23] Market Data and Key Metrics Changes - The company has launched products in 62 locations with a national sandwich chain in Puerto Rico and has added Barfresh to the permanent menu of another national chain in North America [20] - The company is actively pursuing engagement with U.S. military facilities, aiming for greater penetration across 800 bases serving 1.3 million active troops [23] Company Strategy and Development Direction - The company is focused on expanding its sales channels, particularly in the school and military sectors, and is working on product innovation and flavor expansion to meet customer demands [21][25] - The management is optimistic about the potential for significant growth in 2020, driven by new customer wins and improved operational efficiencies [25] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's position for continued growth, citing a strong foundation with current channels and the expectation of multiple rollouts with national chains in 2020 [25][34] - The USDA approval is seen as a major opportunity, allowing the company to confidently offer products to schools without reimbursement concerns, with an estimated 1 million units projected for next year from just a few customers [39][40] Other Important Information - The company has realized a net reduction of $477,000 in general and administrative expenses, a 22% improvement over the prior year, through cost reduction measures [15] - The company ended the quarter with $1.3 million in cash and $800,000 in inventory, maintaining a stable cash position [17] Q&A Session Summary Question: Insights on the upcoming rollout with the 2,500 unit location - Management indicated that extensive work has been done with national accounts, and products are already approved, with expectations for rollout timing based on customer marketing calendars [28][29] Question: Clarification on the rollout process and expected pace - Management confirmed that all testing is complete, and multiple SKUs have been approved for national rollout, which is expected to involve thousands of locations [31] Question: Status of other QSR tests and potential rollouts - Management provided updates on three QSRs, with one already chosen for rollout and another awaiting final decision on a national launch [33][34] Question: Details on USDA approval and its impact on school system penetration - Management explained that the USDA approval clarifies reimbursement standards, allowing for full confidence in offering products to schools, with significant growth potential anticipated [39][40]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ___________________ | --- | --- | |---------------------------------------------------------------------------------------|------- ...

Financial Data and Key Metrics Changes - The company generated net sales of $1.4 million in Q2 2019, a 27% increase compared to $1.1 million in Q2 2018 [8][15] - Gross margins improved to 62% in Q2 2019 from 50% in the same period last year, with expectations of around 58% for the second half of 2019 [8][15] - Adjusted EBITDA improved by $808,000 in Q2 2019, with a loss of $705,000 compared to a loss of $1.5 million in the previous year [9][19] - Cash burn reduced significantly from $625,000 per month in Q1 to $160,000 per month in Q2 [9][19] Business Line Data and Key Metrics Changes - The company expanded its school contracted locations to over 400 and military dining facilities to over 150, up from 200 and 45 respectively in the previous year [9][10] - New restaurant chains were signed for a total of 119 dining locations across the U.S., Canada, and Puerto Rico, with potential for further expansion [11][12] Market Data and Key Metrics Changes - The company is in the early stages of penetrating the school and military channels, with significant room for growth given the large number of schools and military bases in the U.S. [10][25] - The military channel has higher revenue potential due to high traffic and year-round sales [25] Company Strategy and Development Direction - The company is focused on execution and improving revenue and efficiencies per location, including personnel training and menu planning [10] - There is a strong emphasis on international expansion, with initial steps taken in Puerto Rico and plans for further growth in the Asia Pacific region [26] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the cash position and expected continued improvement in sales and margins [31][50] - The company anticipates a significant increase in school locations and overall sales in the second half of the year [44][45] Other Important Information - The company announced the resignation of CFO Joe Tesoriero, who will continue to support the company in a consulting role [13] - The company has implemented cost reduction measures, resulting in a 20% reduction in general and administrative expenses [16] Q&A Session Summary Question: When does the company expect to raise more capital? - Management indicated that they do not expect to need to raise more money due to significant reductions in cash burn and improving metrics [31] Question: Are there any updates on national accounts? - Management acknowledged the lengthy process but emphasized ongoing testing and progress with major accounts, expecting rollouts soon [32][33] Question: What is the status of partnerships with large distributors? - Management confirmed that all partnerships are still active and they are working to improve performance and collaboration [52][54] Question: What are the expectations for the education and military installations? - Management expects a significant jump in new installations in the education sector as the school year resumes, with over 100 new installations already queued [44][45]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ___________________ Commission File Number: 000-55131 BARFRESH FOOD GROUP INC. (Exact name of registrant as specified in its charter) D ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ___________________ Commission File Number: 000-55131 BARFRESH FOOD GROUP INC. (Exact name of registrant as specified in its charter) ...

Financial Data and Key Metrics Changes - In 2018, net sales increased by 112% to over $4.2 million, with gross margin expanding by 6% to 51% [10][21] - General and administrative expenses were reduced by 18% or $1.7 million, from $9.5 million in 2017 to $7.8 million in 2018 [23] - The operating loss was reduced by 31% or $2.7 million for the full year 2018 [23] - Fourth quarter net sales were up 141% to over $900,000 compared to $376,000 in Q4 2017 [11][24] Business Line Data and Key Metrics Changes - The Education Channel expanded to over 350 school locations, with significant growth expected as the new school year approaches [15][33] - The Military Channel saw a 36% increase, expanding to 100 U.S. Armed Forces Dining Facilities [16][35] - The company received approval for a national rollout to a QSR chain with over 2,500 locations, marking a major milestone [18][28] Market Data and Key Metrics Changes - The company is actively expanding in the school and military markets, which are seen as significant growth opportunities [13][20] - The Education Channel represents a large potential market with 98,000 schools in the U.S. [14][33] - The Military Channel serves 1.3 million active troops across 940 bases in the U.S. [17] Company Strategy and Development Direction - The company aims to achieve profitability and cash flow positivity while expanding its sales channels [12][20] - There is a focus on diversifying revenue streams through national accounts, education, and military channels [37] - The company plans to introduce new flavors and products to meet consumer demand in the school segment [35][56] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about entering 2019 from a strong operational and financial position, with expectations for a material ramp in sales [12][20] - The company sees a clear path to profitability and is ready to capitalize on growth opportunities [39] - Management highlighted the importance of maintaining strong relationships with customers and ensuring efficient supply chain management [61] Other Important Information - The company raised $4.3 million through equity and warrant exercises, strengthening its balance sheet [19][25] - Inventory at year-end was $1.2 million, about 13% lower than the previous year [27] Q&A Session Summary Question: Focus on national accounts and rollout timing - Management confirmed that there are multiple national accounts in advanced testing phases, estimating between two to five significant accounts [42] Question: General and administrative expenses run rate - Management indicated that the reduced G&A expense of $1.35 million in Q4 is a good run rate going forward [47] Question: Revenue impact from new school and military accounts - Management acknowledged that while school locations have increased, revenue may have been affected by seasonal factors and prior inventory loading [64]