UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): November 20, 2015
BARFRESH
FOOD GROUP INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
000-55131 |
|
27-1994406 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
8530
Wilshire Blvd., Suite 450
Beverly
Hills, California 90211
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (310) 598-7113
N/A
(Former
name or former address, if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[ ] |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
|
[ ] |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
|
[ ] |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
|
|
[ ] |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item
2.02 Results of Operations and Financial Condition
On
November 20, 2015, Barfresh Food Group, Inc., a Delaware corporation (“Barfresh”) issued a press release
announcing a corporate business update. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form
8K.
Also
on November 20, 2015, Barfresh will be holding a conference call at 10:00 a.m. Eastern Time to discuss the results of its third
quarter.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit | | Description |
| | |
99.1 | | Press
Release of Barfresh Food Group, Inc. dated November 20, 2015 |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned duly authorized.
|
Barfresh
Food Group Inc.,
a
Delaware corporation
(Registrant)
|
|
|
|
Date:
November 20, 2015 |
By: |
/s/
Joseph Tesoriero |
|
Name: |
Joseph
Tesoriero |
|
Its: |
Chief
Financial Officer |
EXHIBIT
99.1
BEVERLY
HILLS, Calif., Nov. 20, 2015 (GLOBE NEWSWIRE) -- Barfresh Food Group, Inc. (BRFH), a manufacturer of frozen, ready-to-blend beverages,
is providing an update on recent business developments. In addition, the Company is filing its form 10-Q for the quarter ended
September 30, 2015, with the SEC today.
Riccardo
Delle Coste, the Company’s CEO stated, “We are very pleased to provide you with an update on the exciting developments
of the business. On October 28th, we announced that we signed an agreement with PepsiCo North America Beverages, making them our
exclusive sales representative in North America. We are incredibly proud to have PepsiCo North America Beverages as our sales
representative, and we are already developing joint plans to expand our beverage offerings to a wide range of foodservice and
restaurant operators. With the strong foundation we are establishing for our business, we look forward to significant growth for
our company, in 2016 and beyond.”
Business
Highlights
●
During October we entered into an agreement with PepsiCo North America Beverages, a division of PepsiCo, Inc., making PepsiCo
our exclusive sales representative within the food service channel, to present Barfresh’s line of ready-to-blend smoothies
and frozen beverages throughout the United States and Canada. The PepsiCo agreement will enable us to drive sales with PepsiCo’s
enormous customer base. PepsiCo’s 1,000 + foodservice sales team will work with our sales team to sell, manage and maintain
customer relationships.
●
Earlier this month we announced that we had signed a two-year sales agreement to serve bowling centers nationwide. The agreement
covers 3,340 bowling centers across America, representing 70% of bowling centers located in the United States. We expect to begin
selling through this contract during Q1 of 2016.
●
We continue to expand our exclusive distribution agreement with the nation’s leading food and beverage distributor. Our
products have been rolled out to 38 regional locations, up from 30 at our last update in August, 2015, and are now in 21 states,
with the addition of North Carolina, South Carolina, Virginia and Kansas. Barfresh was recently selected as one of 16 products
to be part of an exclusive innovation platform, where we receive focused sales and marketing efforts and mandatory inventory levels
nationwide, incubating our product within the system.
●
We are continuing in-store testing with one of the Nation’s largest food service companies, representing thousands of locations.
While this test process is time consuming, we are pleased with the progress and continue to move forward. In addition, during
the past few months we have successfully developed customized product flavors for multiple significant national account customers,
and have recently received approval to move into in-store testing in select markets during early 2016. We continue to move forward
and make progress with national accounts representing 37,000 individual locations.
●
Our core business continues to grow, with sales for the quarter increasing 462% from the year ago quarter, and 35% sequentially,
representing the beginning of an important transition in our business.
●
Earlier this week we announced the appointment of Timothy Trant as our Chief Customer Officer. Tim brings over 25 years of experience
in the food and beverage industry with PepsiCo. Tim will be responsible for directly leading our growing sales force, expanding
upon our growing relationship with the nation’s leading food and beverage distributor, and for establishing and maximizing
the opportunity presented by our recently signed agreement with PepsiCo North America Beverages.
Joseph
Tesoriero, the Company’s CFO, added, “We are extremely excited about our new agreement with PepsiCo North America
Beverages, and are very focused on maximizing this opportunity. Expansion of our manufacturing capabilities is underway, and we
expect to realize improvements to our operating margins as our business scales-up in 2016. We continue to be very well positioned
to penetrate the frozen beverage category, which is experiencing the most rapid growth of any segment in the beverage industry.”
Conference
Call
The
conference call to discuss these results is scheduled for today Friday, November 20, 2015, at 7:00 am Pacific Time (10:00 am Eastern
Time). Listeners may call (877) 407-9039 in North America, and international listeners may call (201) 689-8470. Participants from
the Company will be Riccardo Delle Coste, Founder and CEO, Joseph Cugine, President, and Joseph Tesoriero, CFO.
A
telephonic playback will be available from approximately 11:00 am Pacific Time, November 20, 2015, to 11:00 am Pacific Time, December
4, 2015. Listeners in North America can dial (877) 870-5176, and international listeners can dial (858) 384-5517. Passcode is
13625354.
During
the call, the Company will reference its investor presentation, which will be posted on the Investors portion of the Company’s
website www.barfresh.com.
About
Barfresh Food Group
Barfresh
Food Group, Inc. (BRFH) is a developer, manufacturer and distributor of ready-to-blend beverages, including smoothies, shakes
and frappes, primarily for restaurant chains and the foodservice industry. The company’s proprietary, U.S. patent-pending
system uses portion-controlled pre-packaged beverage ingredients that deliver freshly made frozen beverages that are quick, cost
efficient, better for you and without waste. PepsiCo North America Beverages, a division of PepsiCo, Inc., is the exclusive sales
representative in North America within the food service channel for Barfresh’s full line of beverages. Barfresh has an exclusive
distribution partnership with the leading food distributor in North America. For more information, please visit www.barfresh.com/us.
Forward
Looking Statements
Except
for historical information herein, matters set forth in this press release are forward-looking within the meaning of the “safe
harbor” provisions of the Private Securities Litigation Reform Act of 1995, including statements about the Company’s commercial
progress and future financial performance. These forward-looking statements are identified by the use of words such as “grow”,
“expand”, “anticipate”, “intend”, “estimate”, “believe”, “expect”,
“plan”, “should”, “hypothetical”, “potential”, “forecast” and “project”,
among others. All statements, other than statements of historical fact, included in the press release that address activities,
events or developments that the Company believes or anticipates will or may occur in the future are forward-looking statements.
These statements are based on certain assumptions made based on experience, expected future developments and other factors the
Company believes are appropriate under the circumstances. Such statements are subject to a number of assumptions, risks and uncertainties,
many of which are beyond the control of the Company and may not materialize. Investors are cautioned that any such statements
are not guarantees of future performance. The contents of this release should be considered in conjunction with the warnings,
risk factors and cautionary statements contained in the Company’s recent filings with the Securities and Exchange Commission,
including its Annual Report on Form 10K and Quarterly Report on Form 10Q. Furthermore, the Company does not intend, and is not
obligated, to update publicly any forward-looking statements, except as required by law.
Contact:
John
Mills
ICR
646-277-1254
John.Mills@icrinc.com