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Barfresh(BRFH) - 2022 Q1 - Quarterly Report
2022-04-27 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ 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) Delaware 27-199440 ...
Barfresh(BRFH) - 2021 Q4 - Annual Report
2022-03-09 16:00
Revenue and Profit - Revenue increased by $4,132,303, or 161%, from $2,567,547 in 2020 to $6,699,850 in 2021, driven by growing "Twist & Go"™ revenue and the return of single serve and bulk demand [146]. - Gross profit for 2021 was $2,507,045 (37%) compared to $764,072 (30%) in 2020, primarily due to improved margins from "Twist & Go"™ and a higher mix of bulk and single serve revenue [147]. - The company recorded a net loss of $1,265,147 in 2021, a reduction of $2,887,359 (56%) compared to a net loss of $4,152,506 in 2020, primarily driven by improvements in gross profit and operating expenses [165]. Expenses - General and administrative expenses decreased by $400,274 (9%) from $4,379,976 in 2020 to $3,979,702 in 2021, with significant increases in shipping and storage costs due to higher sales volume [150]. - Shipping and storage expenses increased by $565,717 (116%) from $488,465 in 2020 to $1,054,182 in 2021, attributed to higher sales volume and increased fuel costs [160]. - Research and development expenses decreased by $270,536 (53%) from $515,145 in 2020 to $244,609 in 2021, due to reduced product development activity [159]. - Consulting fees increased by $162,996 (215%) from $75,890 in 2020 to $238,886 in 2021, primarily for services to improve sales operations [157]. - Personnel costs decreased by $264,953 (17%) from $1,581,414 in 2020 to $1,316,461 in 2021, due to staffing vacancies [151]. - Stock-based compensation decreased by $184,682 (67%) from $276,641 in 2020 to $91,959 in 2021, reflecting changes in workforce and timing of equity grants [152]. - Legal and professional fees decreased by $103,809 (35%) from $300,047 in 2020 to $196,238 in 2021, due to reduced legal services required [153]. - Interest expense decreased by $349,376 (73%) from $479,144 in 2020 to $129,768 in 2021 due to the conversion and repayment of convertible notes [162]. Capital and Financing - As of December 31, 2021, the company had a working capital surplus of $6,170,701, an increase from $1,196,742 at the end of 2020, mainly due to a private placement that raised $6,000,000 [166]. - The company completed a private placement of 1,282,051 shares at $4.68 per share, resulting in gross proceeds of $6,000,000 [135]. - The company recognized a gain on extinguishment of PPP debt of $1,136,262 in 2021, following the forgiveness of a $568,131 loan [164][167]. Operational Challenges - Cash used in operations for the year ended December 31, 2021, was $1,861,633, with an additional $150,545 spent on equipment purchases and $840,000 on debt repayment [170]. - The company experienced disruptions in operations due to COVID-19, impacting sales channels and supply chains [174]. - Liquidity needs will depend on the company's ability to ramp up sales profitably and control operating expenses [173]. - The company has entered into a direct lease for new premises with minimum requirements of approximately $101,000 as of December 31, 2021 [176]. - The company has no off-balance sheet arrangements that materially affect its financial condition [177].
Barfresh(BRFH) - 2021 Q3 - Earnings Call Transcript
2021-11-16 00:06
Barfresh Food Group Inc. (NASDAQ:BRFH) Q3 2021 Results Conference Call November 15, 2021 4:30 PM ET Company Participants Riccardo Delle Coste - CEO Conference Call Participants Matt Bullock - Maxim Group Mike Donnelly - Ibex Investors William Gregozeski - Greenridge Global Operator Good afternoon, everyone, and thank you for participating in today's Third Quarter 2021 Corporate Update Call for Barfresh Food Group. Joining us today is Barfresh Food Group's Founder and CEO, Riccardo Delle Coste. [Operator Ins ...
Barfresh(BRFH) - 2021 Q3 - Quarterly Report
2021-11-14 16:00
Business Agreements and Partnerships - Barfresh Food Group Inc. has signed a five-year agreement with PepsiCo North America Beverages to become its exclusive sales representative within the food service channel, facilitating access to potential national customer accounts [100]. - The company has a strategic distribution agreement with Sysco Corporation, the largest broadline distributor in the U.S., which includes all Barfresh products in Sysco's national core selection [97]. - Barfresh has multiple supply agreements with major global on-site foodservice operators, including a national restaurant chain with over 2,500 locations [98]. Financial Performance - Revenue increased by $1,222,936 (173%) from $707,610 in 2020 to $1,930,546 in 2021, driven by growing "Twist & Go"™ revenue and returning demand [121]. - Net losses for Q3 2021 were $506,660 compared to $878,257 in Q3 2020, reflecting an improvement in financial performance [137]. - The company reported net losses of $1,395,419 for the nine months ended September 30, 2021, compared to $2,800,843 for the same period in 2020, indicating an improvement in financial performance [157]. - Total revenue for the nine months ended September 30, 2021, increased by $2,298,842 (118%) from $1,947,766 in 2020 to $4,246,608 in 2021 [138]. Investment and Capital Structure - The company received an equity investment of $10 million from Unibel, which included the purchase of 15,625,000 shares at $0.64 per share and warrants for an additional 7,812,500 shares [102]. - The company completed a private placement of 16,666,666 shares at $0.36 per share, resulting in gross proceeds of $6,000,000 on June 1, 2021 [161]. - The company raised $4.3 million in the first quarter of 2019 through a private placement offering and warrant conversions, issuing a total of 7,141,454 shares [107]. - In March 2020, Barfresh completed a private placement offering for common shares priced at $0.50 per share, resulting in proceeds of $3,825,000 and the issuance of 7,650,000 shares [108]. Operational Metrics - The company currently employs 14 employees and 3 consultants, indicating a lean operational structure [111]. - Shipping and storage expenses increased by $208,677 (165%) from $126,737 in 2020 to $335,414 in 2021, becoming the largest expense due to higher sales volume and fuel costs [133]. - Personnel costs decreased by $20,440 (6%) from $370,010 in 2020 to $349,570 in 2021, with a reduction in full-time employees from 17 to 14 [125]. - Research and development expenses decreased by $113,284 (77%) from $147,738 in 2020 to $34,454 in 2021, primarily due to reduced labor hours [132]. Legal and Compliance - Legal and professional fees increased by $16,121 (54%) from $29,680 in 2020 to $45,801 in 2021, mainly due to legal services for up listing [127]. - The company has no off-balance sheet arrangements that could materially affect its financial condition or operations [165]. Debt and Liquidity - The company extinguished $840,000 in principal debt and converted $399,000 in principal and $280,610 in interest into 1,741,873 shares of common stock [155]. - Interest expense decreased by $292,570 (70%) to $128,064 for the nine months ended September 30, 2021, compared to $420,634 for the same period in 2020, due to the conversion and repayment of $2,005,366 in convertible notes [156]. - The company faces liquidity challenges and may need to raise additional funds if it cannot generate sufficient cash flow from operations [163]. - As of September 30, 2021, the company had a working capital surplus of $6,214,494, up from $1,196,741 at December 31, 2020, primarily due to a private placement that raised $6,000,000 [158]. Product Development - Barfresh's products are available in four formats, including portion-controlled single-serving packs and bulk "Easy Pour" formats, catering to various beverage needs [95]. - The company has developed new WHIRLZ 100% Juice Concentrates and ready-to-drink bottled smoothies, expanding its product offerings [95]. - Barfresh has received patents in 13 jurisdictions, including the U.S., for its single-serve products, enhancing its competitive position in the market [96]. Margins and Expenses - Gross profit for Q3 2021 was $721,121 (37.4%), down from $278,553 (39.4%) in Q3 2020, with expectations of improving margins to approximately 39% for the remainder of 2021 [122]. - Operating losses improved by $329,724 (39%) from $836,384 in Q3 2020 to $506,660 in Q3 2021, attributed to higher sales volume and product margin [135]. - Marketing and selling expenses decreased by $19,623 (36%) from $55,194 in 2020 to $35,571 in 2021, due to changes in sales commission agreements [130].
Barfresh(BRFH) - 2021 Q2 - Earnings Call Transcript
2021-08-12 03:11
Financial Data and Key Metrics Changes - Revenue for Q2 2021 increased 157% to $1.3 million compared to $506,000 for the same period last year, and increased approximately 30% compared to $1 million in Q1 2021 [6] - Gross margins for Q2 2021 were 43% compared to 23% for the same period last year and 34% in Q1 2021 [7] - Net loss for Q2 2021 improved to $297,000 compared to a net loss of $1.2 million in Q2 2020 [8] - Adjusted EBITDA for Q2 2021 decreased to a loss of $386,000 compared to a loss of approximately $900,000 for the same period last year [10] - As of June 30, 2021, the company had approximately $7 million in cash and $1 million in inventory, compared to $1.9 million in cash and $0.87 million in inventory as of December 31, 2020 [8] Business Line Data and Key Metrics Changes - Increased orders for Twist & Go products in the school channel contributed to revenue growth [6] - Gradual returning sales of single serve and bulk products were noted, although bulk customers have been slower to recover due to COVID-19 [11] Market Data and Key Metrics Changes - The company expects continued revenue improvement in the second half of 2021 as schools reopen and single serve customers return [11] - The military and recreation sectors have been the most affected by the pandemic, impacting the recovery of bulk customers [11] Company Strategy and Development Direction - The company aims to double the number of school locations serving its products in the coming year, supported by new regulations and increased demand for healthy food options [12][14] - The company is focusing on expanding its presence in the education channel and maintaining relationships with large restaurant chains and QSRs [12][13] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about revenue growth in the second half of 2021 despite industry-wide supply shortages and COVID-19 impacts [11] - The company has made significant changes to improve its cost structure and is positioned for record revenue growth [15] Other Important Information - The company completed a private placement of approximately $6 million in common stock and eliminated all prior convertible debt [9] - The first PPP loan of $568,000 was forgiven, and a second PPP loan is expected to be forgiven, leading to a debt-free status [9][15] Q&A Session Summary Question: Changes in California and Maine regarding school demand - Management noted an increase in demand from schools due to new regulations, with some schools increasing order frequency [17] Question: Update on Twist & Go products in grocery - Management stated that they are working on getting Twist & Go into grocery but no specific updates were provided [18] Question: Current number of schools using Twist & Go and WHIRLZ products - Management did not provide a specific number but mentioned they are now looking at school districts [19] Question: Budget considerations for schools - Management clarified that budget changes are dealt with at the district level, influenced by state regulations [20] Question: Pipeline status with QSRs - Management acknowledged delays due to COVID but confirmed ongoing conversations in the pipeline [21][22]
Barfresh(BRFH) - 2021 Q2 - Quarterly Report
2021-08-10 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐ 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) Delaware 27-1994406 ...
Barfresh(BRFH) - 2021 Q1 - Earnings Call Transcript
2021-05-17 22:34
Financial Data and Key Metrics Changes - Revenue for Q1 2021 increased by 38% to $1 million, compared to $733,000 in Q1 2020 and $835,000 in Q1 2019 [9] - Gross margin for Q1 2021 was 34%, down from 54% in Q1 2020, attributed to a higher sales percentage of the lower margin Twist & Go product [10] - Net loss improved to $600,000 in Q1 2021 from a loss of $700,000 in Q1 2020 [11] - Adjusted EBITDA losses decreased to $400,000 in Q1 2021 from $700,000 in Q1 2020 [13] - Net cash used in operating activities improved to $394,000 in Q1 2021 from $973,000 in the prior fiscal period [12] Business Line Data and Key Metrics Changes - The increase in revenue was driven by higher orders for the Twist & Go product in the school channel and a gradual return of bulk and single-serve products [9] - The company expects gross profit margins to increase to approximately 40% for the remainder of 2021 due to a higher concentration of sales from bulk and single-serve products [10] Market Data and Key Metrics Changes - The company achieved over $1 million in revenue for Q2 2021, representing a 100% improvement compared to the full Q2 2020 [14] - Sales in the education channel are expected to more than double as schools reopen, with significant traction anticipated for the Twist & Go product [15][16] Company Strategy and Development Direction - The company is focused on expanding its presence in the education channel, which is seen as a highly attractive market with over 98,000 schools in the U.S. [16] - The Twist & Go product is positioned to meet the needs of schools for low-touch, healthy, ready-to-go items, with plans to extend into other sales channels [19] - The company anticipates a significant ramp-up in sales in Q3 2021, particularly in the education channel [31] Management's Comments on Operating Environment and Future Outlook - Management noted that supply chain issues and ingredient shortages are challenges currently faced, but they have managed to achieve positive results despite these obstacles [28] - The company expects continued revenue and margin improvement throughout 2021 as schools and other sales channels begin to reopen [21] Other Important Information - The company received a $568,000 PPP loan during Q1 2021, contributing to an improved cash position [12] - The introduction of WHIRLZ 100% Juice Concentrates is expected to enhance the product offering for larger schools [18] Q&A Session Summary Question: Can you provide more information on new products in the pipeline and approvals for Twist & Go in schools? - The company is focusing on the Twist & Go products, with flavor extensions planned and significant approvals from school districts in preparation for the new school year [23][24] Question: Any updates on Twist & Go going to retail locations? - The company is working on retail opportunities and has received positive feedback from customers, but no exact timeline is available yet [25][26] Question: Are there any supply chain or shipping issues? - The company is experiencing supply chain challenges, including ingredient shortages and elevated freight prices, but has managed to correct these issues [28] Question: What is the expected return of orders from amusement parks and restaurants? - The return is variable by customer category and location, with current orders at 15% to 35% of pre-COVID levels, but showing signs of improvement [29][30] Question: What is the expected product mix in the education channel by the end of the year? - The Twist & Go product is expected to dominate the mix due to significant approvals and bids from school districts [31]
Barfresh(BRFH) - 2021 Q1 - Quarterly Report
2021-05-16 16:00
Financial Performance - Revenue increased by $280,971 (38%) from $733,880 in Q1 2020 to $1,014,851 in Q1 2021, driven by "Twist & Go"™ revenue and returning single serve demand [127]. - Cost of revenue for Q1 2021 was $659,423, resulting in a gross profit of $349,319 (34%), down from $396,799 (54%) in Q1 2020; gross profit percentage for the remainder of 2021 is expected to be approximately 40% [128]. - General and administrative expenses decreased by $472,824 (39%) from $1,224,425 in Q1 2020 to $751,601 in Q1 2021, primarily due to lower personnel and marketing expenses [131]. - Operating losses decreased by $428,559 (44%) from $977,774 in Q1 2020 to $549,215 in Q1 2021, mainly due to reduced general and administrative expenses [142]. - Interest expense for Q1 2021 was $59,091, down from $295,394 in Q1 2020, related to unconverted portions of convertible debt totaling $1,071,000 and $168,000 [144]. - The company recorded a net loss of $591,519 in Q1 2021, compared to a net loss of $743,066 in Q1 2020 [145]. - Research and development expenses decreased by $17,283 (20%) from $85,424 in Q1 2020 to $68,141 in Q1 2021, due to reduced labor hours [139]. - Shipping and storage expenses increased by $10,627 (8%) from $133,108 in Q1 2020 to $143,735 in Q1 2021, with expectations of reduction as sales volume increases [140]. - As of March 31, 2021, working capital surplus decreased to $22,435 from $1,196,741 at December 31, 2020, primarily due to convertible debt coming due [146]. - The company anticipates loan forgiveness of up to 100% on a $568,131 PPP loan, which is fully guaranteed by the Federal government [147]. Investment and Funding - Barfresh Food Group Inc. reported a gross proceeds of $10 million from an equity investment by Unibel, purchasing 15,625,000 shares at $0.64 per share [108]. - The company raised $4.3 million during the first quarter of 2019 through a private placement offering, issuing 7,141,454 shares [113]. Agreements and Partnerships - A five-year exclusive sales agreement with PepsiCo North America Beverages was signed, facilitating access to a significant customer base [105]. - Barfresh's exclusive distribution agreement with Sysco Corporation expired on October 2, 2019, allowing for potential expansion with other distributors [103]. - The company has received approval for multiple products to be rolled out to a national restaurant chain with over 2,500 locations [104]. Product Development - The company has developed four product formats, including ready-to-drink bottled smoothies and 100% juice concentrates [101]. - Barfresh owns patents in 13 jurisdictions, including the United States, for its single-serve products [102]. - The company utilizes contract manufacturers for all product manufacturing in the United States [107]. Employee and Operational Information - The company currently has 12 employees and 3 consultants [116]. - Revenue is recognized when a customer obtains ownership of promised goods, in accordance with ASC 606 [117].
Barfresh(BRFH) - 2020 Q4 - Annual Report
2021-04-13 16:00
Financial Investments - Barfresh reported a gross investment of $10 million from Unibel, with 15,625,000 shares sold at $0.64 per share and warrants for an additional 7,812,500 shares [153]. - The company raised $4.3 million in the first quarter of 2019 through a private placement offering, issuing 7,141,454 shares at $0.60 per share [158]. - In March 2020, Barfresh completed a private placement offering for common shares priced at $0.50 per share, resulting in proceeds of $3.825 million and the issuance of 7,650,000 shares [159]. - The company has financed operations through the sale of securities and convertible debt, indicating a potential need for additional funding [203]. Partnerships and Distribution - The company has exclusive distribution agreements with Sysco Corporation, the largest broadline distributor in the U.S., which includes all Barfresh products in Sysco's national core selection [149]. - The company has a strategic partnership with PepsiCo, facilitating access to a significant customer base through PepsiCo's foodservice sales team [151]. Product Development - Barfresh's new product formats include ready-to-drink bottled smoothies and 100% juice concentrates, expanding its product offerings in the beverage market [146]. - The company has received patent rights in 13 jurisdictions, enhancing its competitive position in the beverage industry [148]. Revenue and Profitability - Revenue decreased by $1,739,238, or 40%, from $4,306,785 in 2019 to $2,567,547 in 2020, primarily due to decreased sales impacted by COVID-19 [174]. - Gross profit for 2020 was $764,072 (30%) compared to $2,313,209 (54%) in 2019, reflecting a significant decline driven by the pandemic and product mix changes [175]. - General and administrative expenses decreased by $2,470,590 (36%) from $6,850,566 in 2019 to $4,379,976 in 2020, mainly due to lower personnel costs and reduced marketing expenses [176]. Operational Changes - Personnel costs decreased by $1,256,271 (44%) from $2,837,685 in 2019 to $1,581,414 in 2020, with a reduction in full-time employees from 17 to 12 [177]. - Stock-based compensation increased by $51,615 (23%) from $225,026 in 2019 to $276,641 in 2020, attributed to changes in workforce and timing of equity grants [179]. - Interest expense decreased by $734,119 (60%) from $1,213,263 in 2019 to $479,144 in 2020, due to the conversion and repayment of $2,005,366 of convertible notes [189]. - The company recorded a net gain on extinguishment of debt of $379,200, primarily from the conversion of convertible notes to common stock [191]. - The company currently employs 12 employees and 3 consultants, indicating a lean operational structure [162]. Cash Flow and Working Capital - As of December 31, 2020, the company had a working capital surplus of $1,196,741, an increase from $146,337 at the end of 2019, driven by higher cash availability from stock issuance and PPP loan proceeds [194]. - The company used cash of $3,197,782 in operations during the year ended December 31, 2020, while receiving $3,797,800 from stock issuance and $568,131 from a PPP loan [196]. Future Outlook - The company anticipates that shipping and storage expenses as a percentage of sales will continue to decrease in the future due to more efficient distribution arrangements [187]. - The Company experienced significant operational impacts due to COVID-19, particularly affecting sales in the restaurant and school channels [202]. - Supply chain disruptions have been noted as the market begins to recover from COVID-19 [202]. Lease and Financial Arrangements - The aggregate minimum lease requirement under a direct lease is $178,620 as of December 31, 2020 [204]. - There are no off-balance sheet arrangements that materially affect the Company's financial condition [205].
Barfresh(BRFH) - 2020 Q3 - Quarterly Report
2020-11-16 21:15
PART I - FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements.) Presents unaudited condensed financial statements showing a revenue decrease and net loss due to COVID-19 Condensed Consolidated Balance Sheet Summary (Unaudited) | Account | Sep 30, 2020 | Dec 31, 2019 | | :--- | :--- | :--- | | **Assets** | | | | Cash and Restricted Cash | $2,743,523 | $1,091,374 | | Total Current Assets | $4,088,703 | $2,028,394 | | Total Assets | $6,755,264 | $5,125,805 | | **Liabilities & Equity** | | | | Total Current Liabilities | $1,142,959 | $1,882,057 | | Total Liabilities | $3,154,280 | $4,842,081 | | Total Stockholders' Equity | $3,600,984 | $283,724 | | Total Liabilities and Stockholders' Equity | $6,755,264 | $5,125,805 | Condensed Consolidated Statements of Operations Summary (Unaudited) | Metric | Three Months Ended Sep 30, 2020 | Three Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | :--- | :--- | | Revenue | $707,610 | $1,565,176 | $1,947,766 | $3,782,375 | | Gross Profit | $278,553 | $851,207 | $790,658 | $2,136,957 | | Operating Loss | ($836,384) | ($949,789) | ($2,936,392) | ($3,810,354) | | Net Loss | ($878,257) | ($528,700) | ($2,800,843) | ($3,949,878) | | Net Loss Per Share | ($0.01) | $0.00 | ($0.02) | ($0.03) | Condensed Consolidated Statements of Cash Flows Summary (Unaudited) | Cash Flow Activity | Nine Months Ended Sep 30, 2020 | Nine Months Ended Sep 30, 2019 | | :--- | :--- | :--- | | Net Cash used for Operating Activities | ($2,517,269) | ($3,191,642) | | Net Cash used for Investing Activities | ($52,495) | ($419,341) | | Net Cash from Financing Activities | $4,221,913 | $3,887,528 | | Net Change in Cash and Restricted Cash | $1,652,149 | $276,545 | - The company's business has been **significantly impacted by COVID-19**, affecting sales, though it obtained a **$568,000 PPP loan** to mitigate the impact[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's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management analyzes a significant revenue decline from COVID-19, narrowed operating losses, and recent capital raising efforts - Revenue for Q3 2020 **decreased 55% YoY to $707,610**, and for the nine months **decreased 49% YoY to $1.95 million** due to COVID-19 impacts[135](index=135&type=chunk)[154](index=154&type=chunk) - Gross profit margin **decreased to 39.4% in Q3 2020** from 54.4% in Q3 2019, attributed to a new lower-margin product mix[136](index=136&type=chunk)[155](index=155&type=chunk) General & Administrative Expenses Breakdown (Nine Months Ended Sep 30) | Expense Category | 2020 | 2019 | Change | | :--- | :--- | :--- | :--- | | Personnel costs | $1,217,690 | $2,286,415 | ($1,068,725) | | Stock based compensation | $240,216 | $338,683 | ($98,467) | | Travel | $69,167 | $282,834 | ($213,667) | | Marketing and selling | $192,006 | $366,937 | ($174,931) | | Shipping and Storage | $356,270 | $616,862 | ($260,592) | | **Total G&A** | **$3,284,673** | **$5,450,522** | **($2,165,849)** | - As of September 30, 2020, the company had **$2.74 million in cash**, and management believes it has mitigated substantial doubt about its going concern status[173](index=173&type=chunk)[174](index=174&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=24&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This section is not required as the company qualifies as a smaller reporting company - The company is a smaller reporting company and is **not required to provide these disclosures**[177](index=177&type=chunk) [Controls and Procedures](index=24&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management concluded that disclosure controls were not effective due to a material weakness in segregation of duties - Disclosure controls and procedures were concluded to be **not effective** as of September 30, 2020[179](index=179&type=chunk) - A **material weakness** was identified in internal control related to inadequate segregation of duties due to insufficient personnel[180](index=180&type=chunk) - No material changes were made to internal controls during the nine months ended September 30, 2020[182](index=182&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=25&type=section&id=Item%201.%20Legal%20Proceedings.) The company reports no material pending legal proceedings - The company is **not a party to any material pending legal proceedings**[185](index=185&type=chunk) [Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors.) This disclosure is not required as the company is a smaller reporting company - Disclosure is **not required** because the company is a smaller reporting company[186](index=186&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=25&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) No unregistered sales of equity securities were made that were not previously reported - No unregistered sales of equity securities were made during the period that were not already reported on a Form 8-K[187](index=187&type=chunk) [Defaults Upon Senior Securities](index=25&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities.) The company reports no defaults upon senior securities - None[189](index=189&type=chunk) [Mine Safety Disclosures](index=25&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This section is not applicable to the company - Not applicable[191](index=191&type=chunk) [Other Information](index=25&type=section&id=Item%205.%20Other%20Information.) Discloses the resignation of the President of its subsidiary, Barfresh Corporation, Inc - On November 12, 2020, **Joseph Cugine resigned as President** of the subsidiary, Barfresh Corporation, Inc, but remains a director[192](index=192&type=chunk) [Exhibits](index=26&type=section&id=Item%206.%20Exhibits.) This section lists the exhibits filed with the report, including officer certifications and XBRL data - The report includes officer certifications and furnished XBRL data files[194](index=194&type=chunk)[195](index=195&type=chunk) [Signatures](index=27&type=section&id=SIGNATURES) - The report was signed on November 16, 2020, by the **CEO and Vice President of Finance**[199](index=199&type=chunk)