UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the period ended ~~March 28,~~December 26, 2020

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number: 0-14616

J&J SNACK FOODS CORP.

(Exact name of registrant as specified in its charter)

New Jersey	22-1935537
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

6000 Central Highway, Pennsauken, New Jersey 08109

(Address of principal executive offices)

Telephone (856) 665-9533

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, no par value		JJSF		The NASDAQ Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒

Yes

☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

☒

Yes

☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large Accelerated filer	☒		Accelerated filer	☐

Non-accelerated filer	☐
		Smaller reporting company	☐
			Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐

Yes

☒

As ~~of April 23, 2020~~January 19, 2021 there were ~~18,887,853~~18,979,637 shares of the Registrant’s Common Stock outstanding.

INDEX

		Page
		Number
Part I.		Financial Information

Item l.	Consolidated Financial Statements

	Consolidated Balance Sheets – ~~March 28,~~December 26, 2020 (unaudited) and September ~~28, 2019~~26, 2020		3

		Consolidated Statements of Earnings (unaudited) – Three months ended ~~March 28,~~December 26, 2020 and ~~March 30,~~December 28, 2019	4

		Consolidated Statements of Comprehensive Income (unaudited) – Three Months Ended ~~March 28,~~December 26, 2020 and ~~March 30,~~December 28, 2019	5

	Consolidated Statements of Changes In Stockholders’ Equity (unaudited) – Three Months Ended ~~March 28,2020~~December 26, 2020 and ~~March 30,~~December 28, 2019		6

		Consolidated Statements of Cash Flows (unaudited) – Three Months Ended ~~March 28,~~December 26, 2020 and ~~March 30,~~December 28, 2019	7

	Notes to the Consolidated Financial Statements (unaudited)		8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2625

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3128

Item 4.	Controls and Procedures	3128

Part II.		Other Information

Item 6.	Exhibits	3229

J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)

	March 28,						December 26,
	2020			September 28,			2020			September 26,
	(unaudited)			2019			(unaudited)			2020
Assets
Current assets
Cash and cash equivalents	$	142,969		$	192,395		$	228,335		$	195,809
Marketable securities held to maturity		69,337			51,091			34,286			51,151
Accounts receivable, net		134,746			140,938			113,210			126,587
Inventories		128,090			116,165			114,882			108,923
Prepaid expenses and other		7,352			5,768			17,942			17,087
Total current assets		482,494			506,357			508,655			499,557

Property, plant and equipment, at cost
Land		2,494			2,494			2,494			2,494
Buildings		26,582			26,582			26,582			26,582
Plant machinery and equipment		331,535			315,360			331,357			330,168
Marketing equipment		256,502			240,681			249,440			250,914
Transportation equipment		9,839			9,725			10,251			9,966
Office equipment		32,271			31,217			34,095			33,878
Improvements		41,774			40,626			43,994			43,264
Construction in progress		10,050			10,039			23,874			19,995
Total Property, plant and equipment, at cost		711,047			676,724			722,087			717,261
Less accumulated depreciation and amortization		441,886			423,276			462,873			455,645
Property, plant and equipment, net		269,161			253,448			259,214			261,616

Other assets
Goodwill		123,033			102,511			121,833			121,833
Other intangible assets, net		81,948			54,922			80,947			81,622
Marketable securities held to maturity		41,091			79,360			8,595			16,927
Marketable securities available for sale		12,947			19,903			13,734			13,976
Operating lease right-of-use assets		64,502			-			55,989			58,110
Other		2,761			2,838			2,876			2,912
Total other assets		326,282			259,534			283,974			295,380
Total Assets	$	1,077,937		$	1,019,339		$	1,051,843		$	1,056,553

Liabilities and Stockholders' Equity
Current Liabilities
Current finance lease liabilities	$	345		$	339		$	332		$	349
Accounts payable		67,494			72,029			76,325			73,135
Accrued insurance liability		12,940			10,457			13,842			13,039
Accrued liabilities		6,945			7,808			6,924			7,420
Current operating lease liabilities		13,109			-			12,981			13,173
Accrued compensation expense		16,345			21,154			11,387			16,134
Dividends payable		10,879			9,447			10,900			10,876
Total current liabilities		128,057			121,234			132,691			134,126

Noncurrent finance lease liabilities		544			718			299			368
Noncurrent operating lease liabilities		54,267			-			45,641			47,688
Deferred income taxes		61,464			61,920			64,469			64,413
Other long-term liabilities		537			1,716			454			460

Stockholders' Equity
Preferred stock, $1 par value; authorized 10,000,000 shares; none issued		-			-
Common stock, no par value; authorized, 50,000,000 shares; issued and outstanding 18,888,000 and 18,895,000 respectively		45,549			45,744
Preferred stock, $1 par value; authorized 10,000,000 shares; none issued								0			0
Common stock, no par value; authorized, 50,000,000 shares; issued and outstanding 18,956,000 and 18,915,000 respectively								54,902			49,268
Accumulated other comprehensive loss		(16,099	)		(12,988	)		(13,308	)		(15,587	)
Retained Earnings		803,618			800,995			766,695			775,817
Total stockholders' equity		833,068			833,751			808,289			809,498
Total Liabilities and Stockholders' Equity	$	1,077,937		$	1,019,339		$	1,051,843		$	1,056,553

The accompanying notes are an integral part of these statements.

J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)

~~CONSOLIDATED STATEMENTS OF EARNINGS~~

~~(Unaudited)~~

(in thousands, except per share amounts)

	Three months ended						Six months ended						Three months ended
	March 28,			March 30,			March 28,			March 30,			December 26,			December 28,
	2020			2019			2020			2019			2020			2019

Net Sales	$	272,042		$	276,302		$	554,939		$	547,914		$	240,997		$	282,897

Cost of goods sold		202,599			197,054			407,635			391,803			190,872			205,036
Gross Profit		69,443			79,248			147,304			156,111			50,125			77,861

Operating expenses
Marketing		23,848			21,952			46,580			43,394			17,301			22,732
Distribution		24,834			22,122			48,376			46,074			22,889			23,542
Administrative		10,174			9,998			19,792			19,241			9,440			9,618
Other general (income) expense		(395	)		405			(129	)		549
Other general expense														(83	)		266
Total Operating Expenses		58,461			54,477			114,619			109,258			49,547			56,158

Operating Income		10,982			24,771			32,685			46,853			578			21,703

Other (expense)income
Investment(loss)income		(413	)		2,782			1,373			3,822
Other income (expense)
Investment income														1,370			1,786
Interest expense & other		(27	)		(25	)		(53	)		(52	)		(15	)		(26	)

Earnings before income taxes		10,542			27,528			34,005			50,623			1,933			23,463

Income taxes		3,233			7,174			9,637			12,743
Income tax expense														155			6,404

NET EARNINGS	$	7,309		$	20,354		$	24,368		$	37,880		$	1,778		$	17,059

Earnings per diluted share	$	0.38		$	1.08		$	1.28		$	2.00		$	0.09		$	0.89

Weighted average number of diluted shares		19,014			18,891			19,079			18,894			19,031			19,144

Earnings per basic share	$	0.39		$	1.08		$	1.29		$	2.02		$	0.09		$	0.90

Weighted average number of basic shares		18,921			18,795			18,910			18,780			18,935			18,898

The accompanying notes are an integral part of these statements.

J&J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)

	Three months ended					Six months ended						Three months ended
	March 28,			March 30,		March 28,			March 30,			December 26,		December 28,
	2020			2019		2020			2019			2020		2019

Net Earnings	$	7,309		$	20,354	$	24,368		$	37,880		$	1,778	$	17,059

Foreign currency translation adjustments		(3,921	)		394		(3,111	)		(965	)		2,279		810
Total Other Comprehensive (Loss) income , net of tax		(3,921	)		394		(3,111	)		(965	)
Total Other Comprehensive Loss													2,279		810

Comprehensive Income	$	3,388		$	20,748	$	21,257		$	36,915		$	4,057	$	17,869

The accompanying notes are an integral part of these statements.

~~J & J SNACK FOODS CORP. AND SUBSIDIARIES~~

J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

(in thousands)

							Accumulated													Other
							Other									Common Stock				Comprehensive			Retained
	Common Stock						Comprehensive			Retained						Shares		Amount		Loss			Earnings			Total
	Shares			Amount			Loss			Earnings			Total

Balance at September 28, 2019		18,895		$	45,744		$	(12,988	)	$	800,995		$	833,751
Balance as September 26, 2020																	18,915	$	49,268	$	(15,587	)	$	775,817		$	809,498
Issuance of common stock upon exercise of stock options		5			468			-			-			468			41		4,390		0			0			4,390
Foreign currency translation adjustment		-			-			810			-			810			-		0		2,279			0			2,279
Dividends declared		-			-			-			(10,867	)		(10,867	)		-		0		0			(10,900	)		(10,900	)
Share-based compensation		-			1,299			-			-			1,299			-		1,244		0			0			1,244
Net earnings		-			-			-			17,059			17,059			-		0		0			1,778			1,778

Balance at December 28, 2019		18,900		$	47,511		$	(12,178	)	$	807,187		$	842,520
Issuance of common stock upon exercise of stock options		47			5,049			-			-			5,049
Issuance of common stock for employee stock purchase plan		6			783			-			-			783
Foreign currency translation adjustment		-			-			(3,921	)		-			(3,921	)
Issuance of common stock under deferred stock plan		1			90			-			-			90
Dividends declared		-			-			-			(10,878	)		(10,878	)
Share-based compensation		-			1,088			-			-			1,088
Repurchase of common stock		(66	)		(8,972	)		-			-			(8,972	)
Net earnings		-			-			-			7,309			7,309

Balance at March 28, 2020		18,888			45,549			(16,099	)		803,618			833,068
Balance at December 26, 2020																	18,956	$	54,902	$	(13,308	)	$	766,695		$	808,289

					Accumulated													Accumulated
					Other													Other
	Common Stock				Comprehensive			Retained						Common Stock				Comprehensive			Retained
	Shares		Amount		Loss			Earnings			Total			Shares		Amount		Loss			Earnings			Total

Balance at September 29, 2018		18,754	$	27,340	$	(11,994	)	$	743,745		$	759,091
Balance at September 28, 2019															18,895	$	45,744	$	(12,988	)	$	800,995		$	833,751
Issuance of common stock upon exercise of stock options		20		1,704		-			-			1,704			5		468		0			0			468
Foreign currency translation adjustment		-		-		(1,359	)		-			(1,359	)		-		0		810			0			810
Reclass from accumulated other comprehensive gain		-		-		(85	)		85			-
Dividends declared		-		-		-			(9,389	)		(9,389	)		-		0		0			(10,867	)		(10,867	)
Share-based compensation		-		972		-			-			972			-		1,299		0			0			1,299
Net earnings		-		-		-			17,526			17,526			-		0		0			17,059			17,059

Balance at December 29, 2018		18,774	$	30,016	$	(13,438	)	$	751,967		$	768,545
Issuance of common stock upon exercise of stock options		34		3,451		-			-			3,451
Issuance of common stock for employee stock purchase plan		6		772		-			-			772
Foreign currency translation adjustment		-		-		394			-			394
Issuance of common stock under deferred stock plan		1		90		-			-			90
Dividends declared		-		-		-			(9,405	)		(9,405	)
Share-based compensation		-		914		-			-			914
Repurchase of common stock		-		-		-			-			-
Net earnings		-		-		-			20,354			20,354

Balance at March 30, 2019		18,815		35,243		(13,044	)		762,916			785,115
Balance at December 28, 2019															18,900	$	47,511	$	(12,178	)	$	807,187		$	842,520

The accompanying notes are an integral part of these statements.

J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited) (in thousands)

	Six Months Ended
							Three months ended
	*March 28,*			*March 30,*			December 26,			December 28,
	*2020*			*2019*			2020			2019
Operating activities:
Net earnings	$	24,368		$	37,880		$	1,778		$	17,059
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation of fixed assets		24,810			21,890			12,269			11,887
Amortization of intangibles and deferred costs		1,677			1,747			679			843
Share-based compensation		2,432			1,931			1,244			1,299
Deferred income taxes		(298	)		615			(8	)		(231	)
Loss on marketable securities		2,070			284			(681	)		9
Other		(286	)		268			(80	)		14
Changes in assets and liabilities net of effects from purchase of companies
Decrease in accounts receivable		6,343			2,003			13,701			10,254
Increase in inventories		(11,328	)		(10,186	)		(5,641	)		(8,524	)
(Increase) decrease in prepaid expenses		(1,598	)		172			(889	)		1,922
Decrease in accounts payable and accrued liabilities		(5,920	)		(6,345	)		(1,068	)		(963	)
Net cash provided by operating activities		42,270			50,259			21,304			33,569
Investing activities:
Payments for purchases of companies, net of cash acquired		(57,197	)		-			0			(44,970	)
Purchases of property, plant and equipment		(36,985	)		(26,351	)		(9,676	)		(17,605	)
Purchases of marketable securities		(6,103	)		(19,531	)		0			(4,000	)
Proceeds from redemption and sales of marketable securities		30,938			23,137			26,148			18,782
Proceeds from disposal of property and equipment		1,853			878			880			898
Other		(63	)		(207	)		15			38
Net cash used in investing activities		(67,557	)		(22,074	)
Net cash provided by (used in) investing activities								17,367			(46,857	)
Financing activities:
Payments to repurchase common stock		(8,972	)		-
Proceeds from issuance of stock		6,300			5,926			4,390			468
Payments on capitalized lease obligations		(168	)		(167	)
Payments on finance lease obligations								(86	)		(86	)
Payment of cash dividend		(20,314	)		(17,825	)		(10,876	)		(9,447	)
Net cash used in financing activities		(23,154	)		(12,066	)		(6,572	)		(9,065	)
Effect of exchange rate on cash and cash equivalents		(985	)		(943	)		427			285
Net (decrease) increase in cash and cash equivalents		(49,426	)		15,176
Net increase (decrease) in cash and cash equivalents								32,526			(22,068	)
Cash and cash equivalents at beginning of period		192,395			111,479			195,809			192,395
Cash and cash equivalents at end of period	$	142,969		$	126,655		$	228,335		$	170,327

The accompanying notes are an integral part of these statements.

J & J SNACK FOODS CORP. AND SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Note 1

The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended September ~~28, 2019.~~26, 2020.

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position and the results of operations and cash flows.

The results of operations for the three ~~and~~ ~~six~~months ended ~~March 28,~~December 26, 2020 and ~~March 30,~~December 28, 2019 are not necessarily indicative of results for the full year. Sales of our frozen beverages and frozen juice bars ~~and ices~~ are generally higher in the third and fourth quarters due to warmer weather.

~~Certain prior year financial statement amounts~~ Also, approximately 2/3 of our sales are to venues and locations that have ~~been reclassified~~shut down or sharply curtailed their foodservice operations as a result of COVID-19 resulting in a negative impact on our business. The extent of future impacts on our business from COVID-19 is dependent on developments to ~~be consistent with~~control the ~~presentation for the current year.~~virus which is still uncertain at this point in time.

While we believe that the disclosures presented are adequate to make the information not misleading, it is suggested that these consolidated financial statements be read in conjunction with the consolidated financial statements and the notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended September ~~28, 2019.~~26, 2020.

Note 2

Revenue Recognition

When Performance Obligations Are Satisfied

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied.

The singular performance obligation of our customer contracts for product and machine sales is determined by each individual purchase order and the respective products ordered, with revenue being recognized at a point-in-time when the obligation under the terms of the agreement is satisfied and product control is transferred to our customer. Specifically, control transfers to our customers when the product is delivered to, installed or picked up by our customers based upon applicable shipping terms, as our customers can direct the use and obtain substantially all of the remaining benefits from the product at this point in time. The performance obligations in our customer contracts for product are generally satisfied within 30 days.

The singular performance obligation of our customer contracts for time and material repair and maintenance equipment service is the performance of the repair and maintenance with revenue being recognized at a point-in-time when the repair and maintenance is completed.

The singular performance obligation of our customer repair and maintenance equipment service contracts is the performance of the repair and maintenance with revenue being recognized over the time the service is expected to be performed. Our customers are billed for service contracts in advance of performance and therefore we have contract liability on our balance sheet.

Significant Payment Terms

In general, within our customer contracts, the purchase order identifies the product, quantity, price, pick-up allowances, payment terms and final delivery terms. Although some payment terms may be more extended, presently the majority of our payment terms are 30 days. As a result, we have used the available practical expedient and, consequently, do not adjust our revenues for the effects of a significant financing component.

Shipping

All amounts billed to customers related to shipping and handling are classified as revenues; therefore, we recognize revenue for shipping and handling fees at the time the products are shipped or when services are performed. The cost of shipping products to the customer is recognized at the time the products are shipped to the customer and our policy is to classify them as Distribution expenses.

Variable Consideration

In addition to fixed contract consideration, our contracts include some form of variable consideration, including sales discounts, trade promotions and certain other sales and consumer incentives, including rebates and coupon redemptions. In general, variable consideration is treated as a reduction in revenue when the related revenue is recognized. Depending on the specific type of variable consideration, we use the most likely amount method to determine the variable consideration. We believe there will be no significant changes to our estimates of variable consideration when any related uncertainties are resolved with our customers. We review and update our estimates and related accruals of variable consideration each period based on historical experience. Our recorded liability for allowances, end-user pricing adjustments and trade spending was approximately ~~$14~~$14.7 million at ~~March 28,~~December 26, 2020 and ~~$14.8~~$14.3 million at September ~~28, 2019.~~26, 2020.

Warranties & Returns

We provide all customers with a standard or assurance type warranty. Either stated or implied, we provide assurance the related products will comply with all agreed-upon specifications and other warranties provided under the law. No services beyond an assurance warranty are provided to our customers.

We do not grant a general right of return. However, customers may return defective or non-conforming products. Customer remedies may include either a cash refund or an exchange of the product. We do not estimate a right of return and related refund liability as returns of our products are rare.

Contract Balances

Our customers are billed for service contracts in advance of performance and therefore we have contract liability on our balance sheet as follows:

	(in thousands)												Three Months Ended
	Three months ended						Six months ended						December 26,			December 28,
	March 28,			March 30,			March 28,			March 30,			2020			2019
	2020			2019			2020			2019			(in thousands)

Beginning Balance	$	1,094		$	1,923		$	1,334		$	1,865		$	1,327		$	1,334
Additions to contract liability		1,474			1,337			2,749			3,028			1,744			1,275
Amounts recognized as revenue		(1,333	)		(1,605	)		(2,848	)		(3,238	)		(1,355	)		(1,515	)
Ending Balance	$	1,235		$	1,655		$	1,235		$	1,655		$	1,716		$	1,094

Disaggregation of Revenue

See Note 9 for disaggregation of our net sales by class of similar product and type of customer.

Allowance for Doubtful Receivables

We provide an allowance for doubtful receivables after taking into consideration historical experience and other factors. For the first quarter ended December 26,2020, the Company adopted guidance issued by the FASB in ASU 2016-13,Measurement of Credit Losses on Financial Instruments, which requires companies to recognize an allowance that reflects a current estimate of credit losses expected to be incurred over the life of the asset. Adoption of this new guidance did not have a material impact on the consolidated financial statements for this quarter. The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses. The allowance for doubtful accounts considers a number of factors including the age of receivable balances, the history of losses, expectations of future credit losses and customer’s ability to pay off obligations. The allowance for doubtful receivables was ~~$588,000~~$1,388,000 and ~~$572,000 at~~$1,388,000 on ~~March 28,~~December 26, 2020 and September ~~28, 2019,~~26, 2020, respectively.

Note 3

Depreciation of equipment and buildings is provided for by the straight-line method over the assets’ estimated useful lives. Amortization of improvements is provided for by the straight-line method over the term of the lease or the assets’ estimated useful lives, whichever is shorter. Licenses and rights, customer relationships and non-compete agreements arising from acquisitions are amortized by the straight-line method over periods ranging from 2 to 20 years. Depreciation expense was ~~$12,923,000~~$12,269,000 and ~~$11,116,000~~$11,887,000 for the three months ended ~~March 28,~~December 26, 2020 and ~~March 30, 2019,~~ ~~respectively and $24,810,000 and $21,890,000 for the~~ ~~six~~ ~~months ended~~ ~~March~~December 28, ~~2020~~ ~~and~~ ~~March 30,~~ 2019, respectively.

Note 4

Basic earnings per common share (EPS) excludes dilution and is computed by dividing income available to common shareholders by the weighted average common shares outstanding during the period. Diluted EPS takes into consideration the potential dilution that could occur if securities (stock options) or other contracts to issue common stock were exercised and converted into common stock. Our calculation of EPS is as follows:

	Three Months Ended March 28, 2020							Three Months Ended December 26, 2020
	Income		Shares		Per Share			Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount			(Numerator)		(Denominator)		Amount

	(in thousands, except per share amounts)							(in thousands, except per share amounts)
Basic EPS
Net Earnings available to common stockholders	$	7,309		18,921	$	0.39		$	1,778		18,935	$	0.09

Effect of Dilutive Securities
Options		-		93		(0.01	)		0		96		0

Diluted EPS
Net Earnings available to common stockholders plus assumed conversions	$	7,309		19,014	$	0.38		$	1,778		19,031	$	0.09

~~180,258~~187,722 anti-dilutive shares have been excluded in the computation of EPS for the three months ended ~~March 28,~~December 26, 2020

	Six Months Ended March 28, 2020							Three Months Ended December 28, 2019
	Income		Shares		Per Share			Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount			(Numerator)		(Denominator)		Amount

	(in thousands, except per share amounts)							(in thousands, except per share amounts)
Basic EPS
Net Earnings available to common stockholders	$	24,368		18,910	$	1.29		$	17,059		18,898	$	0.90

Effect of Dilutive Securities
Options		-		169		(0.01	)		0		246		(0.01	)

Diluted EPS
Net Earnings available to common stockholders plus assumed conversions	$	24,368		19,079	$	1.28		$	17,059		19,144	$	0.89

~~180,258 anti-dilutive shares have been excluded in the computation of EPS for the~~ ~~six~~ ~~months ended~~ ~~March 28, 2020~~

Three Months Ended March 30, 2019

Income

Shares

Per Share

(Numerator)

(Denominator)

Amount

(in thousands, except per share amounts)

Basic EPS

Net Earnings available to common stockholders
$ 20,354 18,795 $ 1.08

Effect of Dilutive Securities

Options
- 96 -

Diluted EPS

Net Earnings available to common stockholders plus assumed conversions
$ 20,354 18,891 $ 1.08

~~800~~20,000 anti-dilutive shares have been excluded in the computation of EPS for the three months ended ~~March 30,~~December 28, 2019

Six Months Ended March 30, 2019

Income

Shares

Per Share

(Numerator)

(Denominator)

Amount

(in thousands, except per share amounts)

Basic EPS

Net Earnings available to common stockholders
$ 37,880 18,780 $ 2.02

Effect of Dilutive Securities

Options
- 114 (0.02 )

Diluted EPS

Net Earnings available to common stockholders plus assumed conversions
$ 37,880 18,894 $ 2.00

~~800 anti-dilutive shares have been excluded in the computation of EPS for the~~ ~~six~~ ~~months ended~~ ~~March 30, 2019~~

Note 5

At ~~March 28,~~December 26, 2020, the Company has three stock-based employee compensation plans. Share-based compensation expense was recognized as follows:

									Three months ended
	Three months ended				Six months ended				December 26,		December 28,
	March 28,		March 30,		March 28,		March 30,		2020		2019
	2020		2019		2020		2019		(in thousands)

Stock Options	$	412	$	449	$	1,377	$	1,078	$	546	$	965
Stock purchase plan		69		68		271		137		278		202
Stock issued to an outside director		33		33		33		33
Total share-based compensation	$	514	$	550	$	1,681	$	1,248	$	824	$	1,167

The above compensation is net of tax benefits	$	620	$	410	$	751	$	683	$	420	$	132

The fair value of each option grant is estimated on the date of grant using the Black-Scholes options-pricing ~~model with~~model.

The Company did not grant any stock options during the ~~following weighted average assumptions used for grants in~~ fiscal years 2021 and 2020 ~~six~~three ~~months: expected volatility of 17.4%; risk-free interest rate of 1.1%; dividend rate of 1.3% and expected lives of~~ 51 ~~months.~~

~~During the fiscal year~~ ~~2020~~~~six~~ ~~month period, the Company granted 1,300 stock options. The weighted-average grant date fair value of these options was $24.67.~~

~~During the fiscal year~~ ~~2019~~~~six~~ ~~month period, the Company granted 1,800 stock options. The weighted-average grant date fair value of these options was $26.33.~~ -month periods, respectively.

Expected volatility is based on the historical volatility of the price of our common shares over the past 51 months for 5 year options and 10 years for 10 year options. We use historical information to estimate expected life and forfeitures within the valuation model. The expected term of awards represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Compensation cost is recognized using a straight-line method over the vesting or service period and is net of estimated forfeitures.

Note 6

We account for our income taxes under the liability method. Under the liability method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. Deferred tax expense is the result of changes in deferred tax assets and liabilities.

Additionally, we recognize a liability for income taxes and associated penalties and interest for tax positions taken or expected to be taken in a tax return which are more likely than not to be overturned by taxing authorities (“uncertain tax positions”). We have not recognized a tax benefit in our financial statements for these uncertain tax positions.

The total amount of gross unrecognized tax benefits is ~~$414,000 and $414,000~~$360,000 on both ~~March 28,~~December 26, 2020 and September ~~28, 2019,~~26, 2020, ~~respectively,~~ all of which would impact our effective tax rate over time, if recognized. We recognize interest and penalties related to uncertain tax positions as a part of the provision for income taxes. As of ~~March 28,~~December 26, 2020 and September ~~28, 2019,~~26, 2020, ~~respectively,~~ the Company has ~~$279,000 and $279,000~~$267,000 of accrued interest and penalties.

In addition to our federal tax return and tax returns for Mexico and Canada, we file tax returns in all states that have a corporate income tax with virtually all open for examination for three to four years.

~~Net earnings in last year’s~~ ~~six~~ ~~months benefitted by a reduction of approximately $900,000 in~~Our effective tax ~~as the provision~~rate for the ~~one~~three ~~time repatriation~~months ended December 26, 2020 was 8% primarily due to a $420,000 tax ~~as a result of the Tax Cuts and Job Act of~~ ~~2017~~ ~~was reduced as the amount recorded the year prior was an estimate. Excluding the reduction in the provision for the~~ ~~one~~ ~~time repatriation tax, our~~benefit related to share based compensation. Our effective tax rate was ~~27.0%~~28.0% in last year’s ~~six~~ ~~months.~~

quarter.

Note 7

In ~~February~~June 2016, the FASB issued ~~guidance~~ASU 2016-13,Measurement of Credit Losses on ~~lease accounting~~Financial Instruments, which ~~requires~~changes the impairment model used to measure credit losses for most financial assets. We are required to recognize an allowance that an entity recognize most leases on its balance sheet. The guidance retains a dual lease accounting model for purposes of income statement recognition, continuing the distinction between what are currently known as “capital” and “operating” leases for lessees. We adopted the guidance on ~~September 29, 2019~~ ~~using this alternate transition method, but we did~~ ~~not~~ ~~record a cumulative-effect adjustment from initially applying the standard. We elected the package of practical expedients that permits us~~ ~~not~~ ~~to reassess our prior conclusions about lease identification, lease classification and initial direct costs and made an accounting policy election to exclude short-term leases with an initial term of~~ 12 months or less from our Consolidated Balance Sheets. We have completed the implementation of a lease accounting system to enable the preparation of financial information and have implemented relevant accounting policies and internal controls surrounding the lease accounting process. As a result of adoption, we recognized a right-of-use asset and lease liability of $71 million and $72 million, respectively. The right-of-use asset balance reflects the ~~reclassification~~Company’s current estimate of ~~deferred rent~~credit losses expected to be incurred over the life of the financial asset, including trade receivables and ~~prepaid rent against the initial asset. The adoption did~~ ~~not~~ ~~impact our results of operations or cash flows. See additional lease disclosures in Note~~ ~~14.~~held-to-maturity debt securities.

In ~~June 2016,~~ ~~the FASB issued~~The Company adopted this guidance to update the methodology used to measure current expected credit losses (CECL). This guidance applies to financial assets measured at amortized cost, including loans, held-to-maturity debt securities, net investments in leases, and trade accounts receivable as well as certain off-balance sheet credit exposures, such as loan commitments. This guidance replaces the current incurred loss impairment methodology with a methodology to reflect CECL and requires consideration of a broader range of reasonable and supportable information to explain credit loss estimates. The guidance must be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings/(deficit) in the period of adoption. This guidance will be effective beginning in the first quarter of ~~our fiscal year~~Fiscal ~~2021.~~2021 ~~Early~~using the modified retrospective transition method. The adoption ~~is permitted. We are currently evaluating~~of ASU 2016-13 did not have a material impact on the ~~impact this guidance will have on our financial statements and related disclosures.~~

Company’s Consolidated Financial Statements for the three months ended December 26, 2020.

Note 8

Inventories consist of the following:

March 28,

September 28,

2020

2019

(unaudited)

(in thousands)

Finished goods
$ 61,892 $ 53,225
Raw materials
23,075 22,146
Packaging materials
9,438 9,703
Equipment parts and other
33,685 31,091
Total Inventories
$ 128,090 $ 116,165

	December 26,		September 26,
	2020		2020
	(unaudited)
	(in thousands)

Finished goods	$	40,789	$	40,184
Raw materials		28,645		24,550
Packaging materials		11,749		10,545
Equipment parts and other		33,699		33,644
Total Inventories	$	114,882	$	108,923

Note 9

We principally sell our products to the food service and retail supermarket industries. Sales and results of our frozen beverages business are monitored separately from the balance of our food service business because of different distribution and capital requirements. We maintain separate and discrete financial information for the three operating segments mentioned above which is available to our Chief Operating Decision Makers.

Our three reportable segments are Food Service, Retail Supermarkets and Frozen Beverages. All inter-segment net sales and expenses have been eliminated in computing net sales and operating income. These segments are described below.

Food Service

The primary products sold by the food service group are soft pretzels, frozen juice treats and desserts, churros, dough enrobed handheld products and baked goods. Our customers in the food service industry include snack bars and food stands in chain, department and discount stores; malls and shopping centers; fast food outlets; stadiums and sports arenas; leisure and theme parks; convenience stores; movie theatres; warehouse club stores; schools, colleges and other institutions. Within the food service industry, our products are purchased by the consumer primarily for consumption at the point-of-sale.

Retail Supermarkets

The primary products sold to the retail supermarket channel are soft pretzel products – including SUPERPRETZEL, frozen juice treats and desserts including LUIGI’S Real Italian Ice, MINUTE MAID Juice Bars and Soft Frozen Lemonade, WHOLE FRUIT frozen fruit bars and sorbet, PHILLY SWIRL cups and sticks, ICEE Squeeze-Up Tubes and dough enrobed handheld products including PATIO burritos. Within the retail supermarket channel, our frozen and prepackaged products are purchased by the consumer for consumption at home.

Frozen Beverages

We sell frozen beverages and related products to the food service industry primarily under the names ICEE, SLUSH PUPPIE and PARROT ICE in the United States, Mexico and Canada. We also provide repair and maintenance service to customers for customers’ owned equipment.

The Chief Operating Decision Maker for Food Service and Retail Supermarkets and the Chief Operating Decision Maker for Frozen Beverages monthly review detailed operating income statements and sales reports in order to assess performance and allocate resources to each individual segment. Sales and operating income are key variables monitored by the Chief Operating Decision Makers and management when determining each segment’s and the company’s financial condition and operating performance. In addition, the Chief Operating Decision Makers review and evaluate depreciation, capital spending and assets of each segment on a quarterly basis to monitor cash flow and asset needs of each segment. ~~Due to a change in management and the reporting of our MARYB’s biscuit operations, which had sales and operating income of $25,316,000 and $1,584,000, respectively, in our~~ ~~2019~~ ~~fiscal year, we have reclassified the operations from our Food Service segment to our Retail Supermarket segment, which is reflected in both periods reported.~~ Information regarding the operations in these three reportable segments is as follows:

													Three months ended
	Three months ended						Six months ended						December 26,			December 28,
	March 28,			March 30,			March 28,			March 30,			2020			2019
	2020			2019			2020			2019				(unaudited)
														(in thousands)
Sales to External Customers:
Food Service
Soft pretzels	$	45,660		$	49,812		$	95,601		$	98,803		$	32,687		$	49,941
Frozen juices and ices		9,491			8,947			16,534			16,474			6,295			7,043
Churros		14,754			15,770			31,145			30,905			11,542			16,391
Handhelds		7,447			7,987			14,636			16,789			17,611			7,189
Bakery		89,407			84,406			185,779			178,651			88,964			96,372
Other		4,573			8,145			11,085			13,471			3,326			6,512
Total Food Service	$	171,332		$	175,067		$	354,780		$	355,093		$	160,425		$	183,448

Retail Supermarket
Soft pretzels	$	12,332		$	10,829		$	22,158		$	21,015		$	13,888		$	9,826
Frozen juices and ices		15,864			14,668			25,957			25,664			15,316			10,093
Biscuits		6,630			6,358			13,608			14,222			7,660			6,978
Handhelds		3,117			2,479			5,878			5,047			2,780			2,761
Coupon redemption		(866	)		(507	)		(1,409	)		(1,201	)		(1,075	)		(543	)
Other		494			340			805			699			525			311
Total Retail Supermarket	$	37,571		$	34,167		$	66,997		$	65,446		$	39,094		$	29,426

Frozen Beverages
Beverages	$	31,895		$	33,603		$	67,150		$	65,039		$	15,855		$	35,255
Repair and maintenance service		21,779			20,034			44,265			39,777			18,896			22,486
Machines revenue		8,910			13,161			20,891			22,065			6,489			11,981
Other		555			270			856			494			238			301
Total Frozen Beverages	$	63,139		$	67,068		$	133,162		$	127,375		$	41,478		$	70,023

Consolidated Sales	$	272,042		$	276,302		$	554,939		$	547,914		$	240,997		$	282,897

Depreciation and Amortization:
Food Service	$	7,240		$	6,616		$	14,158		$	12,938		$	6,786		$	6,918
Retail Supermarket		329			320			688			655			386			359
Frozen Beverages		6,188			5,066			11,641			10,044			5,776			5,453
Total Depreciation and Amortization	$	13,757		$	12,002		$	26,487		$	23,637		$	12,948		$	12,730

Operating Income :
Food Service	$	7,951		$	19,182		$	25,985		$	36,879		$	6,180		$	18,034
Retail Supermarket		4,337			3,039			6,554			5,250			4,723			2,217
Frozen Beverages		(1,306	)		2,550			146			4,724			(10,325	)		1,452
Total Operating Income	$	10,982		$	24,771		$	32,685		$	46,853		$	578		$	21,703

Capital Expenditures:
Food Service	$	10,331		$	8,403		$	18,734		$	14,681		$	8,286		$	8,403
Retail Supermarket		275			581			1,235			1,133			21			960
Frozen Beverages		8,774			5,530			17,016			10,537			1,369			8,242
Total Capital Expenditures	$	19,380		$	14,514		$	36,985		$	26,351		$	9,676		$	17,605

Assets:
Food Service	$	740,318		$	699,028		$	740,318		$	699,028		$	744,277		$	760,852
Retail Supermarket		31,636			30,034			31,636			30,034			31,668			30,963
Frozen Beverages		305,983			223,650			305,983			223,650			275,898			304,291
Total Assets	$	1,077,937		$	952,712		$	1,077,937		$	952,712		$	1,051,843		$	1,096,106

Note 10

Our three reporting units, which are also reportable segments, are Food Service, Retail Supermarkets and Frozen Beverages.

The carrying amounts of acquired intangible assets for the Food Service, Retail Supermarkets and Frozen Beverage segments as of ~~March 28,~~December 26, 2020 and September ~~28, 2019~~26, 2020 are as follows:

	March 28, 2020				September 28, 2019				December 26, 2020				September 26, 2020
	Gross				Gross				Gross				Gross
	Carrying		Accumulated		Carrying		Accumulated		Carrying		Accumulated		Carrying		Accumulated
	Amount		Amortization		Amount		Amortization		Amount		Amortization		Amount		Amortization
			(in thousands)						(in thousands)
FOOD SERVICE

Indefinite lived intangible assets
Trade names	$	10,408	$	-	$	10,408	$	-	$	10,408	$	-	$	10,408	$	-

Amortized intangible assets
Non compete agreements		670		561		858		665		670		658		670		645
Customer relationships		19,737		10,763		19,900		9,954		13,000		5,213		19,737		11,595
License and rights		1,690		1,270		1,690		1,227		1,690		1,333		1,690		1,312
TOTAL FOOD SERVICE	$	32,505	$	12,594	$	32,856	$	11,846	$	25,768	$	7,204	$	32,505	$	13,552

RETAIL SUPERMARKETS

Indefinite lived intangible assets
Trade names	$	12,750	$	-	$	12,750	$	-	$	12,750	$	-	$	12,750	$	-

Amortized Intangible Assets
Trade names		676		454		676		389		676		554		676		519
Customer relationships		7,907		4,744		7,979		4,421		7,907		5,338		7,907		5,140
TOTAL RETAIL SUPERMARKETS	$	21,333	$	5,198	$	21,405	$	4,810	$	21,333	$	5,892	$	21,333	$	5,659


FROZEN BEVERAGES

Indefinite lived intangible assets
Trade names	$	9,315	$	-	$	9,315	$	-	$	9,315	$	-	$	9,315	$	-
Distribution rights		34,900		-		6,900		-		36,100		-		36,100		-

Amortized intangible assets
Customer relationships		1,439		185		737		102		1,439		293		1,439		257
Licenses and rights		1,400		967		1,400		933		1,400		1,019		1,400		1,002
TOTAL FROZEN BEVERAGES	$	47,054	$	1,152	$	18,352	$	1,035	$	48,254	$	1,312	$	48,254	$	1,259

CONSOLIDATED	$	100,892	$	18,944	$	72,613	$	17,691	$	95,355	$	14,408	$	102,092	$	20,470

Fully amortized intangible assets have been removed from the ~~March 28,~~December 26, 2020 amounts. ~~Intangible assets of $21,769,000 were added in the frozen beverages segment from the acquisition of ICEE Distributors in the quarter ended~~ ~~December 28, 2019~~ ~~and $6,933,000 from the acquisition of BAMA ICEE in the quarter ended~~ ~~March 28, 2020.~~

Amortizing intangible assets are being amortized by the straight-line method over periods ranging from 2 to 20 years and amortization expense is reflected throughout operating expenses. Aggregate amortization expense of intangible assets for the three months ended ~~March 28,~~December 26, 2020 and ~~March 30,~~December 28, 2019 was ~~$833,000~~$679,000 and ~~$831,000, respectively. Aggregate amortization expense of intangible assets for the~~ ~~six~~ ~~months ended~~ ~~March 28, 2020~~ ~~and~~ ~~March 30, 2019~~ ~~was $1,676,000 and $1,686,000,~~$843,000, respectively.

Estimated amortization expense for the next five fiscal years is approximately ~~$3,100,000 in~~ ~~2020,~~$2,500,000 in 2021, $2,300,000 in 2022, $2,300,000 in 2023, ~~and~~ $2,000,000 in ~~2024.~~2024 and $1,400,000 in 2025. The weighted amortization period of the intangible assets is ~~10.7~~10.9 years.

Goodwill

The carrying amounts of goodwill for the Food Service, Retail Supermarket and Frozen Beverage segments are as follows:

Food

Retail

Frozen

Service Supermarket Beverages Total

(in thousands)

Balance at March 28, 2020
$ 61,189 $ 4,146 $ 57,698 $ 123,033

Balance at September 28, 2019
$ 61,189 $ 4,146 $ 37,176 $ 102,511

~~Goodwill of $16,973,000 was added in the frozen beverages segment from the acquisition of ICEE Distributors in the quarter ended~~ ~~December 28, 2019~~ ~~and $3,549,000 from the acquisition of BAMA ICEE in the quarter ended~~ ~~March 28, 2020.~~

	Food Service		Retail Supermarket		Frozen Beverages		Total
	(in thousands)
Balance at December 26, 2020	$	61,189	$	4,146	$	56,498	$	121,833

Balance at September 26, 2020	$	61,189	$	4,146	$	56,498	$	121,833

Note 11

We have classified our investment securities as marketable securities held to maturity and available for sale. The FASB defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the FASB has established three levels of inputs that may be used to measure fair value:

Level 1

Observable input such as quoted prices in active markets for identical assets or liabilities;

Level 2

Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3

Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Marketable securities held to maturity and available for sale consist primarily of investments in mutual funds, preferred stock and corporate bonds. The fair values of mutual funds are based on quoted market prices in active markets and are classified within Level 1 of the fair value hierarchy. The fair values of preferred stock, corporate bonds and certificates of deposit are based on quoted prices for identical or similar instruments in markets that are not active. As a result, preferred stock, corporate bonds and certificates of deposit are classified within Level 2 of the fair value hierarchy.

The amortized cost, unrealized gains and losses, and fair market values of our investment securities held to maturity at ~~March 28,~~December 26, 2020 are summarized as follows:

			Gross		Gross		Fair				Gross		Gross		Fair
	*Amortized*		*Unrealized*		*Unrealized*		*Market*		*Amortized*		*Unrealized*		*Unrealized*		*Market*
	*Cost*		*Gains*		*Losses*		*Value*		*Cost*		*Gains*		*Losses*		*Value*
		(in thousands)							(in thousands)

Corporate Bonds	$	109,468	$	527	$	850	$	109,145		42,881		606		15		43,472
Certificates of Deposit		960		5		-		965
Total marketable securities held to maturity	$	110,428	$	532	$	850	$	110,110	$	42,881	$	606	$	15	$	43,472

The amortized cost, unrealized gains and losses, and fair market values of our investment securities available for sale at ~~March~~December 26, 2020 ~~28,2020~~are summarized as follows:

			Gross		Gross		Fair				Gross		Gross		Fair
	*Amortized*		*Unrealized*		*Unrealized*		*Market*		*Amortized*		*Unrealized*		*Unrealized*		*Market*
	*Cost*		*Gains*		*Losses*		*Value*		*Cost*		*Gains*		*Losses*		*Value*
	(in thousands)								(in thousands)

Mutual Funds	$	3,588	$	-	$	862	$	2,726	$	3,588	$	0	$	672	$	2,916
Preferred Stock		11,596		-		1,375		10,221		10,751		206		139		10,818
Total marketable securities available for sale	$	15,184	$	-	$	2,237	$	12,947	$	14,339	$	206	$	811	$	13,734

The mutual funds seek current income with an emphasis on maintaining low volatility and overall moderate duration. The Fixed-to-Floating Perpetual Preferred Stock generate fixed income to call dates in ~~2020~~2021 and 2025 and then income is based on a spread above LIBOR if the securities are not called. The mutual funds and Fixed-to-Floating Perpetual Preferred Stock do not have contractual maturities; however, we classify them as ~~long term~~long-term assets as it is our intent to hold them for a period of over one year, although we may sell some or all of them depending on presently unanticipated needs for liquidity or market conditions. The corporate bonds generate fixed income to maturity dates in ~~2020~~2021 through ~~2024,~~2023, with ~~$99~~$41 million maturing within 2 years. Our expectation is that we will hold the corporate bonds to their maturity dates and redeem them at our amortized cost.

The amortized cost, unrealized gains and losses, and fair market values of our investment securities held to maturity at September ~~28, 2019~~26, 2020 are summarized as follows:

			Gross		Gross		Fair				Gross		Gross		Fair
	*Amortized*		*Unrealized*		*Unrealized*		*Market*		*Amortized*		*Unrealized*		*Unrealized*		*Market*
	*Cost*		*Gains*		*Losses*		*Value*		*Cost*		*Gains*		*Losses*		*Value*
		(in thousands)									(in thousands)

Corporate Bonds	$	127,571	$	1,204	$	36	$	128,739		68,078		1,015		32		69,061
Certificates of Deposit		2,880		6		-		2,886
Total marketable securities held to maturity	$	130,451	$	1,210	$	36	$	131,625	$	68,078	$	1,015	$	32	$	69,061

The amortized cost, unrealized gains and losses, and fair market values of our investment securities available for sale at September ~~28, 2019~~26, 2020 are summarized as follows:

			Gross		Gross		Fair				Gross		Gross		Fair
	*Amortized*		*Unrealized*		*Unrealized*		*Market*		*Amortized*		*Unrealized*		*Unrealized*		*Market*
	*Cost*		*Gains*		*Losses*		*Value*		*Cost*		*Gains*		*Losses*		*Value*
		(in thousands)									(in thousands)

Mutual Funds	$	5,549	$	-	$	495	$	5,054	$	3,588	$	0	$	738	$	2,850
Preferred Stock		14,598		266		15		14,849		11,596		116		586		11,126
Total marketable securities available for sale	$	20,147	$	266	$	510	$	19,903	$	15,184	$	116	$	1,324	$	13,976

The amortized cost and fair value of the Company’s held to maturity securities by contractual maturity at ~~March~~December 26, 2020 ~~28,2020~~and September ~~28, 2019~~26, 2020 are summarized as follows:

	March 28, 2020				September 28, 2019				December 26, 2020				September 26, 2020
			Fair				Fair				Fair				Fair
	*Amortized*		*Market*		*Amortized*		*Market*		*Amortized*		*Market*		*Amortized*		*Market*
	*Cost*		*Value*		*Cost*		*Value*		*Cost*		*Value*		*Cost*		*Value*
		(in thousands)							(in thousands)
Due in one year or less	$	69,337	$	69,410	$	51,091	$	51,325	$	34,286	$	34,745	$	51,151	$	51,815
Due after one year through five years		41,091		40,699		79,360		80,300		8,595		8,727		16,927		17,246
Due after five years through ten years		-		-		-		-		0		0		0		0
Total held to maturity securities	$	110,428	$	110,109	$	130,451	$	131,625	$	42,881	$	43,472	$	68,078	$	69,061
Less current portion		69,337		69,410		51,091		51,325		34,286		34,745		51,151		51,815
Long term held to maturity securities	$	41,091	$	40,699	$	79,360	$	80,300	$	8,595	$	8,727	$	16,927	$	17,246

Proceeds from the redemption and sale of marketable securities were ~~$12,156,000 and $30,938,000~~$26,148,000 in the three ~~and~~ ~~six~~months ended ~~March 28,~~December 26, 2020 and ~~were $6,012,000 and $23,137,000~~$18,782,000 in the three ~~and~~ ~~six~~ ~~months~~ ended ~~March 30,~~December 28, 2019, respectively. Losses of ~~$2,059,000~~$78,000 and ~~$2,070,000 were recorded in the~~ ~~three~~ ~~and~~ ~~six~~ ~~months ended~~ ~~March 28, 2020~~ ~~and losses of $973,000 and $284,000 were recorded in the~~ ~~three~~ ~~and~~ ~~six~~ ~~months ended~~ ~~March 30, 2019.~~ ~~Included in the losses were unrealized losses of $1,993,000 and $267,000 in the~~ ~~six~~ ~~months ended~~ ~~March 28, 2020~~ ~~and~~ ~~March 30, 2019~~ ~~respectively. Unrealized losses of $2,064,000~~$11,000 were recorded in the three months ended ~~March 28,~~December 26, 2020 and December 28, 2019, respectively, which included unrealized gains on marketable securities of ~~$760,000 were recorded~~$603,000 and $71,000 in the three months ended ~~March 30, 2019.~~December 26, 2020 and December 28, 2019, respectively. We use the specific identification method to determine the cost of securities sold.

Total marketable securities held to maturity as of December 26, 2020 with credit ratings of AAA/AA/A had an amortized cost basis totaling $16,866,000 and those with credit ratings of BBB/BB/B had an amortized cost basis totaling $26,015,000. This rating information was obtained December 31, 2020.

Note 12

Changes to the components of accumulated other comprehensive loss are as follows:

Three Months Ended March 28, 2020

Six Months Ended March 28, 2020

(unaudited) (unaudited)
(in thousands) (in thousands)

Foreign Currency

Foreign Currency

Translation

Translation

Adjustments

Total

Adjustments

Total

Beginning Balance
$ (12,178 ) $ (12,178 ) $ (12,988 ) $ (12,988 )

Other comprehensive income (loss) before reclassifications
(3,921 ) $ (3,921 ) (3,111 ) $ (3,111 )

Ending Balance
$ (16,099 ) $ (16,099 ) $ (16,099 ) $ (16,099 )

	Three Months ended December 26, 2020
	(unaudited)
	(in thousands)


	*Foreign Currency*
	*Translation Adjustments*			*Total*

Beginning Balance	$	(15,587	)	$	(15,587	)

Other comprehensive income		2,279			2,279
Ending Balance	$	(13,308	)	$	(13,308	)

Three Months Ended March 30, 2019

Six Months Ended March 30, 2019

(unaudited) (unaudited)
(in thousands) (in thousands)

Unrealized

Unrealized

Foreign Currency

Holding Gain

Foreign Currency

Holding Gain

Translation

on Marketable

Translation

on Marketable

Adjustments

Securities

Total

Adjustments

Securities

Total

Beginning Balance
$ (13,438 ) $ - $ (13,438 ) $ (12,079 ) $ 85 $ (11,994 )

Other comprehensive income (loss) before reclassifications
394 - 394 (965 ) - (965 )

Amounts reclassified from accumulated other comprehensive income
- - - - (85 ) (85 )

Ending Balance
$ (13,044 ) $ - $ (13,044 ) $ (13,044 ) $ - $ (13,044 )

	Three Months ended December 28, 2019
	(unaudited)
	(in thousands)


	*Foreign Currency*
	*Translation Adjustments*			*Total*

Beginning Balance	$	(12,988	)	$	(12,988	)

Other comprehensive income		810			810
Ending Balance	$	(12,178	)	$	(12,178	)

Note 13

On October 1, 2019, we acquired the assets of ICEE Distributors LLC, based in Bossier City, Louisiana. ICEE Distributors does business in Arkansas, Louisiana and Texas with annual sales of approximately $13 million. Sales and operating income of ICEE Distributors were ~~approximately~~$2.1 million and $0.3 million for the three months ended December 26, 2020. Sales and operating income of ICEE Distributors were $2.5 million and ~~$400,000~~$0.5 million for the ~~second~~ ~~quarter and were approximately $5 million and $900,000 for the~~ ~~six~~three months ended ~~March~~ ~~28,2020.~~December 28, 2019.

On February 4, 2020, we acquired the assets of BAMA ICEE, based in Birmingham, Alabama. BAMA ICEE does business in Alabama and Georgia with annual sales of approximately $3.5 million. Sales and operating income of BAMA ICEE were ~~approximately $300,000~~$400,000 and ~~$100,000~~$75,000 for the ~~second~~three ~~quarter.~~months ended December 26, 2020.

2221

The ~~preliminary~~ purchase price allocations for the acquisitions are as follows:

(in thousands)

ICEE

BAMA

Total

Distributors

ICEE

Accounts Receivable, net
$ 722 $ 71 $ 793
Inventories
866 77 943
Property, plant & equipment, net
4,851 1,722 6,573
Customer Relationships
569 133 702
Distribution rights
21,200 6,800 28,000
Goodwill
16,973 3,549 20,522
Accounts Payable
(210 ) (125 ) (335 )
Purchase Price
$ 44,970 $ 12,227 $ 57,197

	(in thousands)

	ICEE
	Distributors			BAMA ICEE			Total

Accounts Receivable, net	$	721		$	71		$	792
Inventories		866			77			943
Property, plant & equipment, net		4,851			1,722			6,573
Customer Relationships		569			133			702
Distribution Rights		22,400			6,800			29,200
Goodwill		15,773			3,549			19,322
Accounts Payable		(210	)		(110	)		(320	)
Purchase Price	$	44,970		$	12,242		$	57,212

The goodwill recognized is attributable to the assembled workforce of ICEE Distributors and certain other strategic intangible assets that do not meet the requirements for recognition separate and apart from goodwill.

Acquisition costs of ~~$62,000~~$0 and ~~$98,000~~$36,000 are included in other general expense for the three ~~and~~ ~~six~~months ended ~~March~~December 26, 2020 and December 28, ~~2020,~~2019, respectively.

~~Our unaudited proforma results, giving effect to this acquisition and assuming an acquisition date of~~ ~~September 29, 2018,~~ ~~would have been:~~

(in thousands)

Three months ended

Six months ended

March 28,

March 30,

March 28,

March 30,

2020

2019

2020

2019

Net Sales
$ 272,242 $ 279,288 $ 555,739 $ 553,745

Net Earnings
$ 7,308 $ 20,385 $ 24,366 $ 37,914

Note 14 – Leases

General Lease Description

We have operating leases with initial noncancelable lease terms in excess of one year covering the rental of various facilities and equipment. Certain of these leases contain renewal options and some provide options to purchase during the lease term. Our operating leases include leases for real estate for some of our office and manufacturing facilities as well as manufacturing and non-manufacturing equipment used in our business. The remaining lease terms for these operating leases range from 1 month to 1314 years.

We have finance leases with initial noncancelable lease terms in excess of one year covering the rental of various equipment. These leases are generally for manufacturing and non-manufacturing equipment used in our business. The remaining lease terms for these finance leases range from 1 year to 65 years.

Significant Assumptions and Judgments

Contract Contains a Lease

In evaluating our contracts to determine whether a contract is or contains a lease, we considered the following:

• ~~Whether explicitly or implicitly identified assets have been deployed in the contract; and~~

• Whether we obtain substantially all of the economic benefits from the use of that underlying asset, and we can direct how and for what purpose the asset is used during the term of the contract.

Whether explicitly or implicitly identified assets have been deployed in the contract; and

•	Whether we obtain substantially all of the economic benefits from the use of that underlying asset, and we can direct how and for what purpose the asset is used during the term of the contract.

Allocation of Consideration

In determining how to allocate consideration between lease and non-lease components in a contract that was deemed to contain a lease, we used judgment and consistent application of assumptions to reasonably allocate the consideration.

Options to Extend or Terminate Leases

We have leases which contain options to extend or terminate the leases. On a lease-by-lease basis, we have determined if the extension should be considered reasonably certain to be exercised and thus a right-of-use asset and a lease liability should be recorded.

Discount Rate

The discount rate for leases, if not explicitly stated in the lease, is the incremental borrowing rate, which is the rate of interest that we would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment.

We used the discount rate to calculate the present value of the lease liability at the date of adoption. In the development of the discount rate, we considered our incremental borrowing rate as provided by our lender which was based on cash collateral and credit risk specific to us, and our lease portfolio characteristics.

As of ~~September~~December 26, 2020, ~~29,~~~~2019,~~the weighted-average discount rate of our operating and finance leases was 3.3% and 3.1%, respectively.

Practical Expedients and Accounting Policy Elections

We elected the package of practical expedients that permits us not to reassess our prior conclusions about lease identification, lease classification and initial direct costs and made an accounting policy election to exclude short-term leases with an initial term of 12 months or less from our Consolidated Balance Sheets.

2423

Amounts Recognized in the Financial Statements

The components of lease expense were as follows:

	Three Months Ended		Six Months Ended		Three Months Ended
	March 28, 2020		March 28, 2020		December 26, 2020
	(in thousands)		(in thousands)		(in thousands)

Operating lease cost in Cost of goods sold and Operating Expenses	$	4,065	$	8,344	$	1,356
Finance lease cost:
Amortization of assets in Cost of goods sold and Operating Expenses		84		169		412
Interest on lease liabilities in Interest expense & other		8		16		14
Total finance lease cost		92		185		426
Short-term lease cost in Cost of goods sold and Operating Expenses		-				0
Total net lease cost	$	4,157	$	8,529	$	1,782

Supplemental balance sheet information related to leases is as follows:

	March 28, 2020		December 26, 2020
	(in thousands)		(in thousands)
Operating Leases
Operating lease right-of-use assets	$	64,502	$	55,989

Current operating lease liabilities	$	13,109	$	12,981
Noncurrent operating lease liabilities		54,267		45,641
Total operating lease liabilities	$	67,376	$	58,622

Finance Leases
Finance lease right-of-use assets in Property, plant and equipment, net	$	873	$	600

Current finance lease liabilities	$	345	$	332
Noncurrent finance lease liabilities		544		299
Total finance lease liabilities	$	889	$	631

Supplemental cash flow information related to leases is as follows:

	Three Months Ended		Six Months Ended		Three Months Ended
	March 28, 2020		March 28, 2020		December 26, 2020
	(in thousands)		(in thousands)		(in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	4,126	$	8,370	$	1,427
Operating cash flows from finance leases	$	83	$	169	$	86
Financing cash flows from finance leases	$	9	$	16	$	14

Supplemental noncash information on lease liabilities arising from obtaining right-of-use assets	$	-			$	776
Supplemental noncash information on lease liabilities removed due to purchase of leased asset	$	-			$	0

As of ~~March 28,~~December 26, 2020, the maturities of lease liabilities were as follows:

		(in thousands)					(in thousands)
	Operating Leases			Finance Leases			Operating Leases			Finance Leases
Six months ending September 26, 2020	$	6,257		$	184
Nine months ending June 30, 2020
2021		14,583			369			14,484			280
2022		12,303			168			12,205			168
2023		10,456			98			10,362			98
2024		8,078			98			8,093			98
2025								5,217			26
Thereafter		25,550			26			16,172			0
Total minimum payments	$	77,227		$	943		$	66,533		$	670
Less amount representing interest		(9,851	)		(54	)		(7,911	)		(39	)
Present value of lease obligations	$	67,376		$	889		$	58,622		$	631

2524

~~As of~~ ~~December 28, 2019,~~ ~~the weighted-average remaining term of our operating and finance leases was~~ ~~7.3~~ ~~years and~~ ~~4.0~~ ~~years, respectively.~~

~~As previously disclosed in our~~ ~~2019~~ ~~Annual Report on Form~~ 10~~-K and under the previous lease accounting standard (Topic~~ ~~840~~~~), as of~~ ~~September 28, 2019,~~ ~~future minimum lease payments under noncancelable leases with initial lease terms in excess of~~ ~~one~~ ~~year were as follows:~~

(in thousands)

Operating Leases

Capital Leases

2020
$ 14,814 $ 339
2021
12,686 349
2022
10,491 156
2023
8,971 91
2024
6,988 95
Thereafter
25,588 27
Total minimum payments
$ 79,538 $ 1,057

~~Note~~ 15 ~~– Subsequent Event~~

~~Net Sales for the~~ ~~first~~4 ~~weeks of our~~ ~~third~~ ~~quarter ending~~ ~~June 27, 2020~~ ~~were down approximately 45% from a year ago. Although we cannot estimate whether net sales will continue to be down at the same rate for the balance of the quarter, we estimate that we~~ ~~may~~ ~~have an operating loss in the quarter which would compare to operating income of $39 million in the year ago~~ ~~June~~ ~~quarter if sales continue to be down at the same rate. Approximately~~ ~~2/3~~ ~~of our sales are to venues and locations that have shut down or sharply curtailed their foodservice operations so we anticipate COVID-~~19 ~~will continue to have a negative impact on our business. As we have $267 million of cash and marketable securities on our balance sheet, we do~~ ~~not~~ ~~expect to have any liquidity issues, nor do we anticipate a material amount of our assets would be impaired.~~

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

~~Note About Forward-Looking Statements~~

In addition to historical information, this report contains forward-looking statements. The forward-looking statements contained herein are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. Important factors that might cause such a difference include, but are not limited to, those discussed in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s analysis only as of the date hereof. We undertake no obligation to publicly revise or update these forward-looking statements to reflect events or circumstances that arise after the date hereof.

Liquidity and Capital Resources

Our current cash and cash equivalents balances, investments and cash expected to be provided by future operations are our primary sources of liquidity. We believe that these sources, along with our borrowing capacity, are sufficient to fund future growth and expansion. See Note 11 to these financial statements for a discussion of our investment securities.

The Company’s Board of Directors declared a regular quarterly cash dividend of $.575 per share of its common stock payable on ~~April 8, 2020,~~January 12, 2021, to shareholders of record as of the close of business on ~~March 17,~~December 21, 2020.

~~In the three and six months ended March 28, 2020, we~~We purchased ~~and retired~~ 65,648 ~~shares of our common stock at a cost of $8,972,292. We did not purchase any~~ shares of our common stock in fiscal year ~~2019.~~2020, but did not purchase any shares in the three months ended December 26, 2020. On August 4, 2017, the Company’s Board of Directors authorized the purchase and retirement of 500,000 shares of the Company’s common stock; 318,858 shares remain to be purchased under this authorization.

~~In the three months ended March 28, 2020 and March 30, 2019, fluctuations~~Fluctuations in the valuation of the Mexican and Canadian currencies and the resulting translation of the net assets of our Mexican and Canadian subsidiaries caused ~~an increase~~a decrease of ~~$3,921,000~~$2,279,000 in accumulated other comprehensive loss in the 2021 first quarter and a decrease of $810,000 in accumulated other comprehensive loss in the 2020 ~~second quarter and a decrease of $394,000 in accumulated other comprehensive loss in the 2019 second~~first quarter. In the six-month period, fluctuations in the valuation of the Mexican and Canadian currencies and the resulting translation of the net assets of our Mexican and Canadian subsidiaries caused an increase of $3,111,000 in accumulated other comprehensive loss in the 2020 six-month period and an increase of $965,000 in accumulated other comprehensive loss in the 2019 six-month period.

Our general-purpose bank credit line which expires in November 2021 provides for up to a $50,000,000 revolving credit facility. The agreement contains restrictive covenants and requires commitment fees in accordance with standard banking practice. There were no outstanding balances under this facility at ~~March 28,~~December 26, 2020.

RESULTS OF OPERATIONS

Net sales decreased ~~$4,260,000~~$41,900,000 or 2%15% to ~~$272,042,000~~$240,997,000 for the three months ~~and increased $7,025,000~~ended December 26, 2020. Operating income decreased $21,125,000 or 1% to $554,939,000 for the six months ended March 28, 2020 compared to the three and six months ended March 30, 2019, respectively. Excluding sales from the acquisition of ICEE Distributors in October 2019 and BAMA ICEE in February 2020, sales decreased 2%97% for the quarter ~~and increased about 1/3 of 1% for the six months. Sales for the first 11 weeks of our second quarter increased approximately 2% and decreased approximately 20% in the last 2 weeks of the quarter due~~ to ~~the slowdown in the economy.~~$578,000.

Net Sales for the first 4 weeks of our third quarter that will end June 27, 2020 were down approximately 45% from a year ago. Although we cannot estimate whether net sales will continue to be down at the same rate for the balance of the quarter, we estimate that we may have an operating loss in the quarter which would compare to operating income of $39 million in the year ago June quarter if sales continue to be down at the same rate. Approximately 2/3 of our sales are to venues and locations that have shut down or sharply curtailed their foodservice operations so we anticipate COVID-19 will continue to have a negative impact on our business. As we have $267 million of cash and marketable securities on our balance sheet, we do not expect to have any liquidity issues, nor do we anticipate a material amount of our assets would be impaired.

FOOD SERVICE

Sales to food service customers decreased ~~$3,735,000~~$23,023,000 or 2%13% in the ~~second~~first quarter to ~~$171,332,000~~$160,425,000. Key customer venues and ~~decreased $313,000 or 1%~~channels like theme parks, schools and theaters continue to ~~$354,780,000 for the six months. For the first 11 weeks of the quarter, sales increased approximately 2% and sales decreased approximately 24% in the last 2 weeks of the quarter.~~operate at limited capacity impacting food service sales. Soft pretzel sales to ~~the~~ food service ~~market~~ decreased 8%35% to ~~$45,660,000 in the three months and 3% to $95,601,000 in the six months. Prior to COVID-19, soft pretzel sales were strong to convenience store chains and schools in the quarter.~~

$32,687,000. Frozen juices and ices sales ~~increased 6%~~decreased 11% to ~~$9,491,000~~$6,295,000 and Churro sales were down 30% in the ~~three months and were essentially the same as last year at $16,534,000 in the six months as sales~~quarter to ~~warehouse club stores were strong~~$11,542,000. Sales of funnel cake decreased $3,050,000 or 49% in the quarter.

~~Churro sales to food service customers were down 6% in the quarter to $14,754,000 and were up less than 1% to $31,145,000 in the six months due to the dropoff in sales due to COVID-19.~~

Sales of bakery products ~~increased $5,001,000~~decreased $7,408,000 or 6%8% in the ~~second~~first quarter to $88,964,000, as the virus impacted traffic, purchase choices and ~~increased $7,128,000 or 4% to $185,779,000 for the six months with significant offsetting increases and decreases~~frequency in ~~sales to particular customers.~~this part of our business.

Sales of handhelds ~~decreased $540,000~~increased $10,422,000 or 7%145% in the quarter ~~and $2,153,000 or 13% in~~led by the ~~six months with the decrease primarily coming from lower sales to co-pack~~continued success of a new product developed for one of our larger wholesale club customers.

Sales of funnel cake decreased $3,370,000 or 44%, to $4,362,000 in the quarter and $2,130,000, or 17%, to $10,562,000 in the six months due primarily to lower sales to one quick service restaurant chain that ran a limited time offer in last year’s quarter.

Sales of new products in the first twelve months since their introduction were approximately ~~$1.6 million~~$12,200,000 in this quarter ~~and $4.1 million~~led by the previously noted handheld item. Price increases had marginal impact on results in the ~~six months.~~quarter as traffic and volume drove almost all the sales decline compared to last year.

Operating income in our Food Service segment decreased ~~to $7,951,000 from $19,182,000~~$11,854,000 in the quarter ~~and decreased~~ to ~~$25,985,000 from $36,879,000 in the six months~~$6,180,000 primarily because of ~~lower volume~~sales declines which impacted margin efficiencies and ~~higher operating expenses throughout the quarter and a significant dropoff in sales and production due to COVID-19.~~expense leverage.

RETAIL SUPERMARKETS

Sales of products to retail supermarkets increased ~~$3,404,000~~$9,668,000 or ~~10%~~33% to ~~$37,571,000~~$39,094,000 in the ~~second quarter and increased $1,551,000 or 2%~~first quarter. Our SUPERPRETZEL brand performed well in the ~~six months. For the first 11 weeks of the~~ quarter ~~sales increased approximately 4% and increased approximately 45%~~driving an increase in ~~the last 2 weeks of the quarter. Soft~~soft pretzel sales ~~for the second quarter were up 14%~~of 41% to ~~$12,332,000 and up 5% to $22,158,000 for the six months.~~$13,888,000. Sales of frozen juices and ices ~~increased $1,196,000 or 8%~~were up 52% to ~~$15,864,000~~$15,316,000 in the ~~second~~first quarter and ~~increased $293,000 or 1% in the six months.~~sales of biscuits were up 10% to7,660,000. Handheld sales to retail supermarket customers increased ~~26% to $3,117,000~~1% in the quarter. Sales from new products increased an estimated $400,000 in the quarter ~~and 16% to $5,878,000~~driven by frozen novelty items.

Price increases had minimum impact on growth in the ~~six months. Biscuit sales for the second~~ quarter ~~were up 4% to $6,630,000 and down 4% to $13,608,000 for the six months. Sales were generally higher for all product lines~~ as sales were driven by increased consumer traffic and volume in the year ago periods were impacted by lost volume and placements due the price increases implemented in last year’s first quarter and because of increased sales to supermarkets generally in the last 2 weeks of the quarter due to COVID-19.

~~Sales of new products in the second quarter were approximately $300,000 and were approximately $400,000 for the six months.~~retail outlets.

Operating income in our Retail Supermarkets segment ~~was $4,337,000~~increased $2,506,000 or 113% to $4,723,000 in this year’s ~~second~~first quarter ~~compared to $3,039,000 in~~driven by sales increases and operating income margins of 12%, over 400 basis points better than last ~~year’s quarter, a 43% increase and increased to $6,554,000 in this year’s six months compared to $5,250,000 in last year’s six months due to higher volume and higher prices.~~year.

FROZEN BEVERAGES

Frozen beverage and related product sales decreased 6%$28,545,000 or 41% to ~~$63,139,000~~$41,478,000 in the ~~second quarter and increased 5%~~first quarter. Beverage related sales declined 55% to $133,162,000 in the six months. For the first 11 weeks of the quarter, sales increased approximately 1% and decreased approximately 38% in the last 2 weeks of the quarter. Beverages sales were down 5% to $31,895,000 in the quarter and up 5% to $67,150,000 in the six months. Excluding sales from the acquisition of ICEE Distributors in October 2019 and BAMA ICEE in February 2020, frozen beverages and related product sales decreased 10% in the quarter and were up less than 1% for the six months and beverages sales decreased 14% for the quarter and 3% for the six months.$15,855,000. Gallon sales were down ~~12%~~56% for the three months as we continue to see traffic impacted from Covid-19 related concerns in theaters, amusement venues and key retailers. These venues also rely on incremental seasonal sales in December that was impacted from reduced operating capacity and consumers staying home. Service revenue decreased 16% to $18,896,000 in the first quarter ~~and down 6% in the six months exclusive~~driven almost entirely from cancellation of ICEE Distributors’ gallons. Service revenue increased 9% to $21,779,000 in the second quarter and increased 10% to $44,265,000 in the six months with sales increases and decreases spread throughout our customer base.

~~Machines~~a key customer’s planned maintenance program. Machine revenue (primarily sales of frozen beverage machines) ~~were $8,910,000,~~was $6,489,000, a decrease of ~~$4,251,000~~46% due mainly from lapping $5,000,000 in ~~the quarter and $20,891,000, a decrease of $1,174,000 in the six months, with the decrease because of a significant install project at one quick service restaurant chain~~non-recurring sales in last ~~year’s~~year's quarter.

Our Frozen Beverage segment ~~had~~incurred an operating loss for the quarter of ~~$1,306,000~~$10,325,000 compared to operating income of ~~$2,550,000 in last year’s quarter and operating income for the six months was $146,000 this year and $4,724,000~~$1,452,000 last year ~~primarily as a result of lower volume~~ due to the challenging COVID-19 sales environment which also impacts our gross margin efficiency and ~~relocation costs of our ICEE’s headquarters of about $1.5 million in our second quarter and $2.3 million in the six months.~~ ability to leverage fixed expenses.

CONSOLIDATED

Gross profit as a percentage of sales was ~~25.53%~~20.8% in the ~~second quarter and 28.68% last year. Gross profit as a percentage of sales was 26.54% in the six month~~three-month period this year and ~~28.49%~~27.5% last year. Gross profit percentage decreased ~~for both periods~~ because of ~~lower volume in~~continued Covid-19 sales pressure from our food service and frozen beverages ~~segments in the second quarter, product mix changes and significant dropoff in~~segments. This creates margin leverage challenges as we manage lower production at the end of the second quarter due to COVID-19, although gross profit as a percentage of sales was lower prior to COVID-19 for both the quarter and six months primarily because of lower volume and product mix changes.volumes on businesses with large-fixed expense bases.

Total operating expenses ~~increased $3,984,000~~decreased $6,611,000 in the ~~second~~first quarter ~~and~~but as a percentage of sales increased to ~~21.5% from 19.7% last year. For the first half, operating expenses increased $5,361,000 and as a percentage of sales increased to 20.7%~~20.6% from 19.9% last year. Marketing expenses ~~increased~~decreased to ~~8.8%~~7.2% of sales in this year’s quarter from ~~7.9%~~8% last ~~year and~~year. Distribution expenses were ~~8.4% in the six months compared to 7.9%~~9.5% of sales in ~~last~~this year’s ~~six months primarily because of increased spending in our retail supermarket and frozen beverages segments and because of lower sales in the second~~ quarter ~~(lower denominator) . Distribution expenses were 9.1%~~compared to 8.3% of sales ~~in the second quarter and 8.0% of sales in~~ last year’s quarter and were 8.7% in this year’s six months compared to 8.4% of sales in last year’s six months primarily due to higher freight and storage costs and because of lower sales in the second quarter (lower denominator).year. Administrative expenses were ~~3.7%~~3.9% of sales ~~in the second~~this quarter compared to ~~3.6% of sales~~3.4% last ~~year in the second quarter and were 3.6% in this year’s six months compared to 3.5% of sales in last year’s six months.~~year.

Operating income decreased ~~$13,789,000~~$21,125,000 or ~~56%~~97% to ~~$10,982,000 in the three months and decreased $14,168,000 or 30% to $32,685,000~~$578,000 in the first ~~six months~~quarter as a result of the aforementioned items. ~~About $6.5 million~~

Our investments generated before tax income of ~~the decrease in operating income was in January and February primarily~~$1,370,000 this quarter, down from $1,760,000 last year due to ~~higher costs~~decreases in the amount of investments and lower ~~volume in our foodservice segment and the $1.5 million of relocation costs in our frozen beverages segment.~~

We had an investment loss, net of income, of $413,000 in this year’s quarter compared to investment income of $2,782,000 in last year’s quarter. Investment income decreased to $1,373,000 from $3,822,000 in the six month periods. We had unrealized losses of $1,993,000 and $267,000 in the six months ended March 28, 2020 and March 30, 2019 respectively. We had unrealized losses of $2,064,000 in the three months ended March 28, 2020 and unrealized gains of $760,000 in the three months ended March 30, 2019.interest rates.

Net earnings decreased ~~$13,045,000,~~$15,281,000, or ~~64%~~90%, in the current ~~three month~~three-month period to ~~$7,309,000 and decreased $13,512,000, or 36%, to 24,368,000 for the six month period this year compared to $37,880,000 for the six month period last year.~~

Net earnings in last year’s six months benefitted by a reduction of approximately $900,000 in tax as the provision for the one time repatriation tax as a result of the Tax Cuts and Job Act of 2017 was reduced as the amount recorded the year prior was an estimate. Excluding the reduction in the provision for the one time repatriation tax, our effective tax rate was 27.0% in last year’s six months.$1,778,000. Our effective tax rate was ~~28.3%~~8% in this year’s ~~six months.~~quarter.

There are many factors which can impact our net earnings from year to year and in the long run, among which are the supply and cost of raw materials and labor, insurance costs, factors impacting sales as noted above, the continuing consolidation of our customers, our ability to manage our manufacturing, marketing and distribution activities, our ability to make and integrate acquisitions and changes in tax laws and interest rates.

3027

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

There has been no material change in the Company’s assessment of its sensitivity to market risk since its presentation set forth, in item 7a. “Quantitative and Qualitative Disclosures About Market Risk,” in its 2020 annual report on Form 10-K filed with the SEC.

Item 4.

Controls and Procedures

The Chief Executive Officer and the Chief Financial Officer of the Company (its principal executive officer and principal financial officer, respectively) have concluded, based on their evaluation as of December 26, 2020, that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports filed or submitted by it under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

~~There has been no change in the Company’s internal control over financial reporting during the quarter ended March 28,2020,~~

There has been no change in the Company’s internal control over financial reporting during the quarter ended December 26, 2020, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

3128

PART II. OTHER INFORMATION

Item 6.

Exhibits

Exhibit No.

	~~Exhibit No.~~ 31.1 &

	~~31.1 &~~	Certification Pursuant to Section 302 of

	31.2	the Sarbanes-Oxley Act of 2002
		31.3

99.5 &

Certification Pursuant to the 18 U.S.C.

	99.6	Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
		99.7

101.1	The following financial information from J&J Snack Foods Corp.'s Quarterly Report on Form 10-Q for the quarter ended ~~March 28,~~December 26, 2020, formatted in ~~XBRL (extensible~~iXBRL (Inline extensible Business Reporting Language):
	~~(i)~~	~~Consolidated Balance Sheets,~~
	~~(ii)~~	~~Consolidated Statements of Earnings,~~
	~~(iii)~~	~~Consolidated Statements of Comprehensive Income,~~
	~~(iv)~~	~~Consolidated Statements of Cash Flows and~~
	~~(v)~~

(i) Consolidated Balance Sheets,

(ii) Consolidated Statements of Earnings,

(iii) Consolidated Statements of Comprehensive Income,

(iv) Consolidated Statements of Cash Flows and

(v) the Notes to the Consolidated Financial Statements

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.1)

3229

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 thereunto duly authorized.

	J & J SNACK FOODS CORP.



Dated: ~~May 1,2020~~ January 28, 2021	/s/ Gerald B. Shreiber
	Gerald B. Shreiber
	Chairman of the Board,
	~~President,~~ Chief Executive
	Officer and Director
	(Principal Executive Officer)

Dated: ~~May 1,2020~~January 28, 2021

/s/ ~~Dennis G. Moore~~Ken A. Plunk

~~Dennis G. Moore,~~

Ken A. Plunk, Senior Vice

President and Chief Financial Officer

(Principal Financial Officer)

(Principal Accounting Officer)

Dated: January 28, 2021	/s/ Dan Fachner
	Dan Fachner President ~~Chief Financial~~
	~~Officer and Director~~
	(Principal ~~Financial~~Executive Officer)
	~~(Principal Accounting Officer)~~

3330

	Three Months Ended March 30, 2019
	Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount

	(in thousands, except per share amounts)
Basic EPS
Net Earnings available to common stockholders	$	20,354		18,795	$	1.08

Effect of Dilutive Securities
Options		-		96		-

Diluted EPS
Net Earnings available to common stockholders plus assumed conversions	$	20,354		18,891	$	1.08

	Six Months Ended March 30, 2019
	Income		Shares		Per Share
	(Numerator)		(Denominator)		Amount

	(in thousands, except per share amounts)
Basic EPS
Net Earnings available to common stockholders	$	37,880		18,780	$	2.02

Effect of Dilutive Securities
Options		-		114		(0.02	)

Diluted EPS
Net Earnings available to common stockholders plus assumed conversions	$	37,880		18,894	$	2.00

	Food		Retail		Frozen
	Service		Supermarket		Beverages		Total
	(in thousands)
Balance at March 28, 2020	$	61,189	$	4,146	$	57,698	$	123,033

Balance at September 28, 2019	$	61,189	$	4,146	$	37,176	$	102,511

	(in thousands)

	ICEE			BAMA			Total
	Distributors			ICEE

Accounts Receivable, net	$	722		$	71		$	793
Inventories		866			77			943
Property, plant & equipment, net		4,851			1,722			6,573
Customer Relationships		569			133			702
Distribution rights		21,200			6,800			28,000
Goodwill		16,973			3,549			20,522
Accounts Payable		(210	)		(125	)		(335	)
Purchase Price	$	44,970		$	12,227		$	57,197

	(in thousands)
	Operating Leases		Capital Leases
2020	$	14,814	$	339
2021		12,686		349
2022		10,491		156
2023		8,971		91
2024		6,988		95
Thereafter		25,588		27
Total minimum payments	$	79,538	$	1,057