Lifeway Foods(LWAY)

Search documents
Edward Smolyansky Denounces Firing at Lifeway Foods (NASDAQ: LWAY), Urges Board to Return Equity to Employees
Prnewswire· 2025-04-08 18:52
CHICAGO, April 8, 2025 /PRNewswire/ -- Edward Smolyansky, who, together with Ludmila Smolyansky, beneficially owns 4,163,141 shares of common stock (approximately 28% of outstanding shares), today issued a statement in response to the recent dismissal of Amy Feldman, Senior Executive Vice President of Sales at Lifeway Foods (NASDAQ: LWAY) and key architect of the company's renewed vision and revitalized strategy, known internally as "Lifeway 2.0."Lifeway Foods abruptly eliminated Feldman's senior leadership ...
After Reporting Record Full Year 2024 Earnings and 22nd Consecutive Quarter of Growth, Lifeway Foods Issues Statement on Edward Smolyansky's Director Nomination Notice
Prnewswire· 2025-03-24 21:00
Lifeway notes that Edward Smolyansky was previously terminated for cause as an officer of the companyMORTON GROVE, Ill., March 24, 2025 /PRNewswire/ -- Lifeway Foods, Inc. (NASDAQ: LWAY) ("Lifeway" or the "Company"), a leading U.S. supplier of Kefir and fermented probiotic products to support the microbiome, which recently reported record full-year earnings for 2024 and delivered its 22nd consecutive quarter of growth, has issued the following statement regarding Edward Smolyansky's nomination notice with r ...
Edward Smolyansky Launches Campaign to Replace Board of Directors at Lifeway Foods (NASDAQ: LWAY)
Prnewswire· 2025-03-17 20:15
CHICAGO, March 17, 2025 /PRNewswire/ -- Edward Smolyansky, who, together with Ludmila Smolyansky, beneficially owns 4,163,141 shares of common stock, today launched a formal campaign to stop the further eroding of value taking place at Lifeway Foods, Inc (NASDAQ: LWAY) by submitting and filing a Notice regarding Planned Nominees for election at the upcoming 2025 Annual Meeting.Lifeway Foods has reached an inflection point. The Board's continued deference to the CEO has raised serious governance concerns, an ...
Lifeway Foods(LWAY) - 2024 Q4 - Annual Report
2025-03-14 13:00
Financial Performance - Lifeway's net sales for 2024 reached $186.82 million, a 16.7% increase from $160.12 million in 2023[22] - Net sales for the year ended December 31, 2024, were $186,820,000, an increase of 16.7% compared to $160,123,000 in 2023[186] - Net income for 2024 was $9,025,000, a decrease of 20.5% from $11,367,000 in 2023[186] - Gross profit for 2024 was $48,574,000, representing a gross margin of 25.9%, compared to $42,441,000 in 2023[186] - Cash provided by operating activities decreased to $12,962,000 in 2024 from $16,941,000 in 2023, reflecting a decline of 23.1%[191] - The effective income tax rate increased to 35.4% in 2024 from 31.7% in 2023, influenced by non-deductible compensation expenses[144] - The company recognized a provision for income taxes of $4,944,000 for 2024, compared to $5,282,000 in 2023, a decrease of 6.4%[186] - Total cash and cash equivalents at the end of 2024 increased to $16,728,000, up from $13,198,000 at the end of 2023, representing a growth of 26.5%[191] Sales and Revenue Sources - Drinkable kefir accounted for 82% of total net sales in 2024, up from 80% in 2023, with sales of $153.49 million[22] - The company derived approximately 94% of its revenue from products manufactured in its own facilities in 2024[26] - Lifeway's distribution outside the U.S. represented approximately 3% of net sales for the year ended 2024[32] - Two customers accounted for 25% of total net sales during the year ended December 31, 2024[42] - Approximately 6% of revenue in 2024 was derived from products manufactured by co-packers, down from 7% in 2023[27] Marketing and Product Development - Lifeway's ongoing product innovation includes new flavors and formulations, leveraging existing staff for research and development[24][25] - Lifeway's marketing efforts focus on digital and social media, print advertising, and event marketing to enhance brand awareness and consumption of kefir[39] - The Company began rolling out new lactose-free products in October 2024, including Organic Whole Milk Flavor Fusion items, to attract health-conscious consumers[134] - Expansion of Kefir distribution was announced for the South African market in September 2024 and for Dubai and the UAE in November 2024, with shipments expected to begin in Q1 2025[135] Operational Challenges - The company faces significant competition in its product categories, particularly from major competitors like Danone, General Mills, and Nestle, which could impact sales and growth[58] - The company relies on a limited number of production and distribution facilities, making it vulnerable to disruptions that could impair operations[70] - The company may face challenges in maintaining consumer interest and demand due to rapidly changing tastes and preferences[63] - Labor-related disruptions, including strikes, could impair manufacturing and distribution, adversely affecting sales and financial results[81] - The company relies on independent distributors for sales, and disruptions in their business could harm operations[99] Financial Position and Debt - The company has no outstanding debt as of December 31, 2024, and its financial condition may be affected by future financing needs[73] - The company’s Revolving Credit Facility bears interest at variable rates, which could increase debt service requirements if market interest rates rise[76] - The Company entered into a Fifth Modification of its Credit Agreement, increasing the revolving loan commitment from $5,000 to $25,000 and extending the termination date to February 5, 2028[133] - As of December 31, 2024, the Company had $5,000 available for future borrowings under the Revolving Credit Facility, with no outstanding borrowings[158] Legal and Regulatory Risks - The company faces risks related to potential claims of intellectual property infringement, which could result in significant legal costs and operational disruptions[83] - Ongoing litigation regarding the Stockholders' Agreement may be protracted and costly, potentially impacting business operations[90] - The company is subject to various food, environmental, and health and safety laws, which may increase compliance costs and liabilities[110] - The company has incurred and may continue to incur fees related to Danone's acquisition proposals, which could lead to significant fluctuations in stock price[86] Shareholder Matters - A significant portion of the company's common stock is held by the Smolyansky family and Danone, with ownership stakes of approximately 18%, 21%, 8%, and 23% respectively as of December 31, 2024[84] - Danone made an unsolicited acquisition proposal of $25.00 per share in September 2024, which was revised to $27.00 per share in November 2024, both of which were deemed to undervalue the company[85] - The company adopted a Shareholder Rights Agreement on November 4, 2024, which could discourage any person or entity from acquiring 20% or more of the outstanding shares[91] Cost and Margin Pressures - Gross profit as a percentage of net sales decreased to 26.0% in 2024 from 26.5% in 2023, attributed to unfavorable milk pricing and increased input costs[140] - Selling expenses increased by $2,967 to $14,743 in 2024, representing 7.9% of net sales, up from 7.4% in 2023, due to investments in marketing activities[141] - General and administrative expenses rose by $6,309 to $19,439 in 2024, with legal fees related to stockholder actions accounting for approximately 75% of the increase[142] - Increased costs of conventional and organic milk could reduce gross margin and profit, with higher prices observed in fiscal 2024 compared to the prior year[105] - The dairy industry faces periodic imbalances in the supply and demand for organic milk, impacting competitive pressure and input costs[106] - The company experienced modest cost increases in 2024 due to inflationary pressures, impacting profitability[107] Equity and Assets - The total assets increased to $90,547,000 as of December 31, 2024, up from $81,654,000 in 2023, reflecting a growth of 10.3%[184] - The total stockholders' equity increased to $71,911,000 in 2024, up from $60,436,000 in 2023, marking an increase of 18.9%[184] - The company’s total liabilities decreased to $4,632,000 in 2024 from $14,052,000 in 2023, a reduction of 67.1%[189] - The company had accrued discounts and allowances of $1,590,000 as of December 31, 2024, compared to $1,270,000 in 2023, indicating an increase of 25.4%[169] Tax Matters - The provision for income taxes includes federal, state, local, and foreign income taxes currently payable, as well as deferred taxes due to temporary differences[217] - Deferred tax assets or liabilities are computed based on differences between financial statement and tax bases using enacted tax rates expected to apply in the year of realization[217] - Lifeway recognizes tax benefits from uncertain tax positions when it is more likely than not that the position will be sustained upon examination[218] - The Company applies a threshold of greater than 50% likelihood for recognizing tax benefits from uncertain positions[218] - Changes in judgment regarding uncertain tax positions will affect earnings in the period of such change[218] - The total amount of unrecognized tax benefits can change due to audit settlements and tax examination activities[218] - Lifeway recognizes penalties and interest related to unrecognized tax benefits in the provision for income taxes[218]
Lifeway Foods® Announces Strong Fourth Quarter and Record-Breaking Full Year 2024 Results
Prnewswire· 2025-03-14 13:00
Company achieves 2024 net sales of $186.8 million; up 17% year-over-year 21st consecutive quarter of year-over-year growth Growing consumer interest in probiotic foods with bioavailable nutrients continues to drive strong demand for Lifeway products MORTON GROVE, Ill., March 14, 2025 /PRNewswire/ -- Lifeway Foods, Inc. (Nasdaq: LWAY) ("Lifeway" or "the Company"), a leading U.S. supplier of kefir and fermented probiotic products to support the microbiome, reported financial results for the fourth quarter and ...
Lifeway Foods(LWAY) - 2024 Q4 - Annual Results
2025-03-05 22:00
Financial Projections - Lifeway forecasts annual Adjusted EBITDA to grow from $22 million in 2023 to between $45 million and $50 million in 2027[4]. - For the three-month period ended December 31, 2024, net sales are expected to range between $45.1 million and $46.6 million, up from $42.1 million for the same period in 2023[4]. - Full-year 2024 net sales are projected to be between $185.0 million and $186.5 million, an increase from $160.1 million in 2023[4]. - Lifeway has achieved 21 consecutive quarters of growth through Q4 2024, with double-digit year-over-year revenue growth in 2024[8]. Shareholder Returns - Total shareholder returns for Lifeway have been 788% and 270% over the past five and three years, respectively[8]. Management and Strategy - The Amended and Restated Employment Agreement for CEO Ms. Smolyansky does not increase her annual base salary or bonus entitlement from 2023 levels[7]. - The Company continues to execute its strategy and deliver substantial value for shareholders despite Danone's unsolicited offers[4]. - Lifeway's financial advisors have engaged with Danone's advisors regarding potential value-maximizing transactions[4]. - The Board emphasizes that it is not opposed to the sale of the Company at any price, provided it reflects fair value[4]. Shareholder Agreement Concerns - The Danone-Lifeway Shareholder Agreement is argued to cause "prejudice" to minority shareholders, impacting their rights to receive a fair price[20]. - The Shareholder Agreement is claimed to be barred by Section 7.71 of the Illinois Business Corporation Act, which does not permit such agreements that impinge on the rights of all shareholders[21]. - The interpretation of Section 7.71 is that it is mandatory, not permissive, contradicting the assertion that it allows non-unanimous shareholder agreements[22]. - The argument that subsection (e) permits shareholder agreements affecting all shareholders is rejected, emphasizing the need for fiduciary duties to benefit all shareholders[23]. - The existence of subsection (b) is clarified to ensure that agreements entered unanimously do not harm later transferees, reinforcing the requirement for unanimity[24]. - The Shareholder Agreement is described as anticompetitive, with Danone's right of first refusal seen as a tool to thwart transactions with competitors[26]. - The claim that the Shareholder Agreement provides safeguards against the dilution of Danone's equity stake is challenged, as it persists even without an equity stake[26]. - The anticompetitive nature of the Shareholder Agreement undermines its statutory authority, rendering it void ab initio[27]. - Lifeway reserves all rights regarding the Shareholder Agreement and does not waive any[28].
LIFEWAY FOODS STATEMENT REGARDING DANONE'S LATEST ACTIONS, CONTINUING DANONE'S HISTORY AS A TOXIC BUSINESS PARTNER
Prnewswire· 2025-03-04 18:07
MORTON GROVE, Ill., March 4, 2025 /PRNewswire/ -- Lifeway Foods, Inc. (NASDAQ: LWAY) ("Lifeway" or the "Company"), a leading U.S. supplier of kefir and fermented probiotic products to support the microbiome, issued the following statement regarding most recent predatory actions by Danone (OTCQX: DANOY):Danone has continued its hostile behavior in its latest Schedule 13D filed with the Securities and Exchange Commission referencing a lawsuit against Lifeway. This is the latest aggressive action in Danone's ...
Lifeway Foods® CEO Julie Smolyansky to Appear with Katie Couric at the SHE Media Co-Lab at SXSW® to Discuss Gut Health Trends and History of Lifeway Kefir
Prnewswire· 2025-03-03 19:16
Core Insights - Lifeway Foods, Inc. is promoting awareness of new gut health research linking long-term consumption of fermented milk to a reduced risk of colorectal cancer [1][2] - The company’s President and CEO, Julie Smolyansky, will discuss these findings at the SXSW conference alongside journalist Katie Couric [1][2] Company Overview - Lifeway Foods is a leading U.S. supplier of kefir and fermented probiotic products, emphasizing the health benefits of their offerings [1][4] - The company aims to enable healthier living through high-quality fermented milk products rich in bioavailable nutrients [4] Research Findings - A recent study from Mass General Brigham indicates that individuals consuming two or more servings of fermented dairy weekly experienced a 20% reduction in colorectal cancer incidence associated with Bifidobacterium [2][3] - The study followed participants for over three decades, reinforcing the belief that yogurt and fermented milk products are beneficial for gastrointestinal health [3] Product Information - Lifeway Kefir contains 12 live and active cultures, and is rich in protein, calcium, and vitamin D, designed to support overall wellness and maintain a healthy gut flora balance [4]
Lifeway Foods® to Showcase New Probiotic Salad Dressing Innovations and Conventional Whole Milk Kefir Expansion at Natural Products Expo West 2025
Prnewswire· 2025-02-28 15:52
Company Overview - Lifeway Foods, Inc. is recognized as America's leading supplier of probiotic fermented beverages, specifically kefir, and has been listed among Forbes' Best Small Companies [3] - The company produces a variety of products including drinkable kefir, cheeses, and a ProBugs line for children, with its products sold in multiple countries including the U.S., Mexico, and France [3] Product Innovation - Lifeway is focused on crafting products that meet consumer demands, particularly in the growing interest in kefir linked to health benefits such as reduced incidence of certain colorectal cancers [2] - The company is introducing new offerings that incorporate on-trend ingredients and unique flavor combinations aimed at appealing to Gen Z and Millennial consumers [2] Market Engagement - Lifeway will showcase its products at Expo West, providing samples of new probiotic items and creative recipes, highlighting the versatility and nutritional benefits of its offerings [1][2] - The company aims to connect with food lovers, retailers, and health enthusiasts at the event, emphasizing its commitment to better-for-you foods [2]
Lifeway Farmer Cheese Expanding Footprint and Entering 1,400 Albertsons Stores Across the U.S.
Prnewswire· 2025-02-13 23:30
Core Insights - Lifeway Foods, Inc. is expanding its distribution of Farmer Cheese to 1,400 Albertsons stores across the U.S., aiming to reach new audiences and enhance its market presence [1][3] - The Farmer Cheese product is a premium cultured soft cheese that offers 15g of protein per serving, is made with 12 live probiotics, and is up to 99% lactose-free, catering to the growing demand for high-protein and probiotic foods [2][3] Company Overview - Lifeway Foods, Inc. is recognized as a leading supplier of kefir and fermented probiotic products in the U.S., with a diverse product line that includes drinkable kefir and various cheeses [5] - The company has been acknowledged as one of Forbes' Best Small Companies and has a significant presence in international markets, including Mexico, Ireland, South Africa, the UAE, and France [5] Market Context - The demand for high-protein and probiotic foods is increasing, with Lifeway's Farmer Cheese gaining popularity due to its flavor and health benefits, supported by endorsements from social media influencers [3] - Albertsons Companies operates 2,273 retail food and drug stores across 34 states, providing a substantial platform for Lifeway's products to reach consumers [6]