Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 31, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001611647 | |
Entity Registrant Name | Freshpet INC | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-36729 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-1884894 | |
Entity Address, Address Line One | 400 Plaza Drive, 1st Floor | |
Entity Address, City or Town | Secaucus | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07094 | |
City Area Code | 201 | |
Local Phone Number | 520-4000 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | FRPT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 48,020,070 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 240,310 | $ 72,788 |
Short-term investments | 19,891 | 0 |
Accounts receivable, net of allowance for doubtful accounts | 48,235 | 34,780 |
Inventories, net | 64,334 | 35,574 |
Prepaid expenses | 8,395 | 5,834 |
Other current assets | 2,314 | 1,349 |
Total Current Assets | 383,479 | 150,325 |
Property, plant and equipment, net | 719,444 | 583,922 |
Deposits on equipment | 3,821 | 4,100 |
Operating lease right of use assets | 5,516 | 6,537 |
Equity method investment | 26,180 | 25,856 |
Other assets | 27,057 | 13,670 |
Total Assets | 1,165,497 | 784,410 |
CURRENT LIABILITIES: | ||
Accounts payable | 37,046 | 42,612 |
Accrued expenses | 19,576 | 14,950 |
Current operating lease liabilities | 1,478 | 1,384 |
Current portion of long-term debt | 72,872 | 0 |
Total Current Liabilities | 130,972 | 58,946 |
Long term operating lease liabilities | 4,588 | 5,710 |
Total Liabilities | 135,560 | 64,656 |
STOCKHOLDERS' EQUITY: | ||
Common stock — voting, $0.001 par value, 200,000 shares authorized, 47,838 issued and 47,824 outstanding on September 30, 2022, and 43,449 issued and 43,435 outstanding on December 31, 2021 | 48 | 43 |
Additional paid-in capital | 1,321,299 | 955,710 |
Accumulated deficit | (292,200) | (235,623) |
Accumulated other comprehensive income (loss) | 1,046 | (120) |
Treasury stock, at cost — 14 shares on September 30, 2022 and on December 31, 2021 | (256) | (256) |
Total Stockholders' Equity | 1,029,937 | 719,754 |
Total Liabilities and Stockholders' Equity | $ 1,165,497 | $ 784,410 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares shares in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 200,000 | 200,000 |
Common stock, issued (in shares) | 47,838 | 43,449 |
Common stock, outstanding (in shares) | 47,824 | 43,435 |
Treasury Stock, Shares (in shares) | 14 | 14 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
NET SALES | [1] | $ 151,333 | $ 107,590 | $ 429,511 | $ 309,620 |
COST OF GOODS SOLD | 106,788 | 66,065 | 289,187 | 188,689 | |
GROSS PROFIT | 44,545 | 41,525 | 140,324 | 120,931 | |
SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES | 60,449 | 42,365 | 190,241 | 137,955 | |
LOSS FROM OPERATIONS | (15,904) | (840) | (49,917) | (17,024) | |
OTHER (EXPENSES)/INCOME: | |||||
Other (Expenses)/Income, net | 256 | 2 | 492 | (5) | |
Interest Expense | (1,817) | (677) | (4,060) | (2,232) | |
Nonoperating Income (Expense), Total | (1,561) | (675) | (3,568) | (2,237) | |
LOSS BEFORE INCOME TAXES | (17,465) | (1,515) | (53,485) | (19,261) | |
INCOME TAX EXPENSE | 41 | 16 | 123 | 48 | |
LOSS ON EQUITY METHOD INVESTMENT | 943 | 539 | 2,969 | 1,124 | |
LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS | (18,449) | (2,070) | (56,577) | (20,433) | |
OTHER COMPREHENSIVE (LOSS) INCOME: | |||||
Change in foreign currency translation | (592) | 4 | 895 | 173 | |
Unrealized gain on available for sale investments | 271 | 0 | 271 | 0 | |
TOTAL OTHER COMPREHENSIVE INCOME (LOSS) | (321) | 4 | 1,166 | 173 | |
TOTAL COMPREHENSIVE LOSS | $ (18,770) | $ (2,066) | $ (55,411) | $ (20,260) | |
NET LOSS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS | |||||
-BASIC (in dollars per share) | $ (0.39) | $ (0.05) | $ (1.24) | $ (0.48) | |
-DILUTED (in dollars per share) | $ (0.39) | $ (0.05) | $ (1.24) | $ (0.48) | |
WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING USED IN COMPUTING NET (LOSS) INCOME PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS | |||||
-BASIC (in shares) | 47,856 | 43,373 | 45,545 | 42,774 | |
-DILUTED (in shares) | 47,856 | 43,373 | 45,545 | 42,774 | |
[1]Online sales associated with each class of retailer are included within their respective total. |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] | Total |
Balances (in shares) at Dec. 31, 2020 | 40,732 | 14 | ||||
Balances at Dec. 31, 2020 | $ 41 | $ 600,388 | $ (205,924) | $ (80) | $ (256) | $ 394,169 |
Exercise of options to purchase common stock (in shares) | 203 | |||||
Exercise of options to purchase common stock | $ 0 | 2,048 | 2,048 | |||
Vesting of restricted stock units (in shares) | 54 | 0 | ||||
Vesting of restricted stock units | $ 0 | (3,198) | 0 | 0 | $ 0 | (3,198) |
Share-based compensation expense | 18,587 | 18,587 | ||||
Shares issued in primary offering, net of issuance costs (in shares) | 2,415 | 0 | ||||
Shares issued in primary offering, net of issuance costs | $ (2) | (332,170) | 0 | 0 | $ 0 | (332,172) |
Unrealized gain on available for sale investments | 0 | |||||
Foreign currency translation | 173 | 173 | ||||
Net loss | (20,433) | (20,433) | ||||
Shares issued in primary offering, net of issuance costs | $ 2 | 332,170 | 0 | 0 | $ 0 | 332,172 |
Balances (in shares) at Sep. 30, 2021 | 43,404 | 14 | ||||
Balances at Sep. 30, 2021 | $ 43 | 949,995 | (226,357) | 93 | $ (256) | 723,518 |
Balances (in shares) at Jun. 30, 2021 | 43,373 | 14 | ||||
Balances at Jun. 30, 2021 | $ 43 | 944,222 | (224,287) | 89 | $ (256) | 719,811 |
Exercise of options to purchase common stock (in shares) | 29 | |||||
Exercise of options to purchase common stock | $ 0 | 308 | 308 | |||
Vesting of restricted stock units (in shares) | 2 | 0 | ||||
Vesting of restricted stock units | $ 0 | (281) | 0 | 0 | $ 0 | (281) |
Share-based compensation expense | 5,746 | 5,746 | ||||
Shares issued in primary offering, net of issuance costs | 0 | 0 | 0 | 0 | 0 | 0 |
Unrealized gain on available for sale investments | 0 | |||||
Foreign currency translation | 4 | 4 | ||||
Net loss | (2,070) | (2,070) | ||||
Shares issued in primary offering, net of issuance costs | $ 0 | 0 | 0 | 0 | $ 0 | 0 |
Balances (in shares) at Sep. 30, 2021 | 43,404 | 14 | ||||
Balances at Sep. 30, 2021 | $ 43 | 949,995 | (226,357) | 93 | $ (256) | 723,518 |
Balances (in shares) at Dec. 31, 2021 | 43,449 | 14 | ||||
Balances at Dec. 31, 2021 | $ 43 | 955,710 | (235,623) | (120) | $ (256) | 719,754 |
Exercise of options to purchase common stock (in shares) | 34 | |||||
Exercise of options to purchase common stock | $ 0 | 329 | 329 | |||
Vesting of restricted stock units (in shares) | 35 | 0 | ||||
Vesting of restricted stock units | $ 1 | (1,279) | 0 | 0 | $ 0 | (1,278) |
Share-based compensation expense | 19,260 | 19,260 | ||||
Issuance of partner warrants | $ 0 | 9,775 | 0 | 0 | $ 0 | 9,775 |
Shares issued in primary offering, net of issuance costs (in shares) | 4,320 | 0 | ||||
Shares issued in primary offering, net of issuance costs | $ (4) | (337,504) | 0 | 0 | $ 0 | (337,508) |
Unrealized gain on available for sale investments | 0 | 0 | 0 | 271 | 0 | 271 |
Foreign currency translation | 895 | 895 | ||||
Net loss | (56,577) | (56,577) | ||||
Shares issued in primary offering, net of issuance costs | $ 4 | 337,504 | 0 | 0 | $ 0 | 337,508 |
Balances (in shares) at Sep. 30, 2022 | 47,838 | 14 | ||||
Balances at Sep. 30, 2022 | $ 48 | 1,321,299 | (292,200) | 1,046 | $ (256) | 1,029,937 |
Balances (in shares) at Jun. 30, 2022 | 47,834 | 14 | ||||
Balances at Jun. 30, 2022 | $ 48 | 1,305,260 | (273,751) | 1,367 | $ (256) | 1,032,668 |
Exercise of options to purchase common stock (in shares) | 2 | |||||
Exercise of options to purchase common stock | $ 0 | 0 | 0 | |||
Vesting of restricted stock units (in shares) | 2 | 0 | ||||
Vesting of restricted stock units | $ 0 | (66) | 0 | 0 | $ 0 | (66) |
Share-based compensation expense | 6,671 | 6,671 | ||||
Issuance of partner warrants | $ 0 | 9,775 | 0 | 0 | $ 0 | 9,775 |
Shares issued in primary offering, net of issuance costs (in shares) | 0 | 0 | ||||
Shares issued in primary offering, net of issuance costs | $ 0 | (341) | 0 | 0 | $ 0 | (341) |
Unrealized gain on available for sale investments | 0 | 0 | 0 | 271 | 0 | 271 |
Foreign currency translation | (592) | (592) | ||||
Net loss | (18,449) | (18,449) | ||||
Shares issued in primary offering, net of issuance costs | $ 0 | 341 | 0 | 0 | $ 0 | 341 |
Balances (in shares) at Sep. 30, 2022 | 47,838 | 14 | ||||
Balances at Sep. 30, 2022 | $ 48 | $ 1,321,299 | $ (292,200) | $ 1,046 | $ (256) | $ 1,029,937 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (56,577) | $ (20,433) |
Adjustments to reconcile net loss to net cash flows used in operating activities: | ||
Provision for loss (gains) on accounts receivable | (23) | 15 |
Loss on disposal of equipment | 203 | 284 |
Share-based compensation | 20,409 | 18,516 |
Inventory obsolescence | 3,455 | 249 |
Depreciation and amortization | 24,422 | 22,489 |
Amortization of deferred financing costs and loan discount | 596 | 1,013 |
Change in operating lease right of use asset | 1,021 | 992 |
Loss on equity method investment | 2,969 | 1,124 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (22,403) | (13,794) |
Inventories | (32,215) | (10,435) |
Prepaid expenses and other current assets | 1,074 | (1,140) |
Other assets | (1,639) | (5,520) |
Accounts payable | 1,430 | 5,057 |
Accrued expenses | 4,626 | (781) |
Other lease liabilities | (1,028) | (971) |
Net cash flows used in operating activities | (53,680) | (3,335) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of short-term investments | (19,840) | 0 |
Investments in equity method investment | (3,293) | 0 |
Acquisitions of property, plant and equipment, software and deposits on equipment | (167,437) | (220,835) |
Net cash flows used in investing activities | (190,570) | (220,835) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from common shares issued in primary offering, net of issuance cost | 337,508 | 332,172 |
Proceeds from exercise of options to purchase common stock | 329 | 2,048 |
Tax withholdings related to net shares settlements of restricted stock units | (1,279) | (3,198) |
Proceeds from borrowings under Credit Facility | 78,000 | 0 |
Repayment of borrowings under Credit Facility | (2,786) | 0 |
Fees paid in connection with financing agreements | 0 | (3,263) |
Net cash flows provided by financing activities | 411,772 | 327,759 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 167,522 | 103,589 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 72,788 | 67,247 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 240,310 | 170,836 |
SUPPLEMENTAL CASH FLOW INFORMATION: | ||
Interest paid | 3,152 | 1,288 |
NON-CASH FINANCING AND INVESTING ACTIVITIES: | ||
Property, plant and equipment purchases in accounts payable | 15,486 | 2,599 |
Issuance of partner warrants | $ 9,775 | $ 0 |
Note 1 - Nature of the Business
Note 1 - Nature of the Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | Note 1 Nature of the Business Basis of Presentation September 30, 2022 three nine September 30, 2022 2021 nine September 30, 2022 2021 three nine September 30, 2022 not December 31, 2022 may not may not These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes in Item 8 10 December 31, 2021 Equity method investment not 20% may one In applying the equity method, the Company records the investment at cost and subsequently increases or decreases the carrying amount of the investment by our proportionate share of the net income or loss. On March 10, 2022, not not 20%. not Variable interest entities Estimates and Uncertainties Fair Value of Financial Instruments 1 3 The three • Level 1 1 • Level 2 1 not 2 • Level 3 3 one The carrying amounts reported in the balance sheets for cash and cash equivalents, other receivables, accounts payable and accrued expenses approximate their fair value based on the short-term maturity of these instruments. Certain assets, including the equity method investment, right-of-use assets and property and equipment are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. As of September 30, 2022 1 2 Cash Equivalents three 2 may not Short-Term Investments three 2 may not Trade accounts receivable may Implementation Costs of Cloud Computing Arrangement September 30, 2022 December 31, 2021, first 2022. Debt Issuance Cost first 2021, February 19, 2021, ( The Company amortizes debt issuance costs categorized as assets on a straight-line basis over the term of the loan and amortizes the debt issuance costs that are categorized net of debt using the effective interest method, over the term of the loan. Net Sales Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Grocery, Mass and Club $ 132,757 $ 91,148 $ 375,847 $ 259,227 Pet Specialty and Natural 18,576 16,442 53,664 50,393 Net Sales (a) $ 151,333 $ 107,590 $ 429,511 $ 309,620 (a) Recently Adopted Accounting Standards The Company did not September 30, 2022. |
Note 2 - Inventories
Note 2 - Inventories | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | Note 2 September 30, December 31, 2022 2021 Raw Materials and Work in Process $ 17,593 $ 13,339 Packaging Components Material 6,562 2,823 Finished Goods 40,322 19,704 64,477 35,866 Reserve for Obsolete Inventory (143 ) (292 ) Inventories, net $ 64,334 $ 35,574 |
Note 3 - Property, Plant and Eq
Note 3 - Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 3 September 30, December 31, 2022 2021 Refrigeration Equipment $ 132,233 $ 122,063 Machinery and Equipment 162,863 140,471 Building, Land, and Improvements 167,463 150,927 Furniture and Office Equipment 9,340 8,844 Leasehold Improvements 1,319 1,319 Construction in Progress 382,043 273,880 855,260 697,504 Less: Accumulated Depreciation (135,816 ) (113,582 ) Property, plant and equipment, net $ 719,444 $ 583,922 Depreciation expense related to property, plant and equipment totaled $8,485 and $24,264 for the three nine September 30, 2022 three nine September 30, 2022 Depreciation expense related to property, plant and equipment totaled $7,389 and $21,571 for the three nine September 30, 2021 three nine September 30, 2021 |
Note 4 - Accrued Expenses
Note 4 - Accrued Expenses | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] | Note 4 September 30, December 31, 2022 2021 Accrued Compensation and Employee Related Costs $ 5,822 $ 6,934 Accrued Chiller Cost 2,889 2,050 Accrued Customer Consideration 1,278 828 Accrued Freight 2,225 1,547 Accrued Production Expenses 4,529 1,862 Accrued Corporate and Marketing Expenses 1,631 1,081 Other Accrued Expenses 1,202 648 Accrued Expenses $ 19,576 $ 14,950 |
Note 5 - Debt
Note 5 - Debt | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 5 On February 19, 2021, April 17, 2020. The Credit Facility matures on February 19, 2026 one August 19, 2023, August 19, 2022, 1/28th August 19, 2023, 1/28th February 19, 2026. As of September 30, 2022 may not September 30, 2022, not not In connection with entering into the Sixth Amendment, the Company incurred $3,166 of debt issuance cost, which is capitalized on the balance sheet and amortized over the life of the facility, and wrote off $485 of fees incurred from the prior credit facilities. As of September 30, 2022 On April 29, 2022, |
Note 6 - Leases
Note 6 - Leases | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | Note 6 We have various noncancelable lease agreements for office and warehouse space, as well as office equipment, with original remaining lease terms of two five five not not not Weighted-average remaining lease term (in years) and discount rate related to operating leases were as follows: Weighted-average remaining lease term 3.82 Weighted-average discount rate 6.15 % As most of our leases do not Maturities of lease liabilities under noncancelable operating leases as of September 30, 2022 Operating Lease Obligations As of September 30, 2022 2022 (a) $ 443 2023 1,802 2024 1,511 2025 1,210 2026 and beyond 1,576 Total lease payments $ 6,542 Less: Imputed interest (476 ) Present value of lease liabilities $ 6,066 (a) Excluding the nine September 30, 2022 A summary of rent expense for the three nine September 30, 2022 2021 Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Operating lease cost $ 438 $ 444 $ 1,314 $ 1,335 Supplemental cash flow information and non-cash activity relating to operating leases are as follows: Three Months Ended Nine Months Ended September 30, September 30, Operating cash flow information: 2022 2021 2022 2021 Cash paid for amounts included in the measurement of lease liabilities $ 443 $ 440 $ 1,321 $ 1,313 |
Note 7 - Warrants
Note 7 - Warrants | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Warrant Disclosure [Text Block] | Note 7 In connection with an agreement with one third 2022 718 September 30, 2022, During the three nine September 30, 2022, three nine September 30, 2022 Warrants Assumptions Fair value of the warrants at September 30, 2022, 3 no The Company used the following assumptions for its warrants: Expected Volatility Exercise Price of Warrants Granted Risk-Free Interest Rate Expected Dividend Yield not zero A summary of warrants assumptions as of September 30, 2022 As of September 30, 2022 Exercise price of warrants granted $ 0.01 Expected volatility 52.5% Expected terms in years 0.0 Risk-free interest rate 3.9% Expected dividend yield 0.0% Total amortization associated with partner warrants for the three nine September 30, 2022 |
Note 8 - Equity Incentive Plans
Note 8 - Equity Incentive Plans | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | Note 8 Total compensation cost for share-based payments recognized for the three nine September 30, 2022 three nine September 30, 2021 nine September 30, 2022, nine September 30, 2022, nine September 30, 2022, |
Note 9 - Earnings Per Share Att
Note 9 - Earnings Per Share Attributable to Common Stockholders | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 9 Basic net earnings (loss) per share of common stock is calculated by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted net earnings (loss) per share of common stock is computed by giving effect to all potentially dilutive securities. The potentially dilutive securities excluded from the determination of diluted loss per share, as their effect is antidilutive, are as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Service Period Stock Options 1,269 1,275 1,259 1,298 Restricted Stock Units 149 160 147 173 Performance Stock Options 944 886 944 886 Total 2,362 2,321 2,350 2,357 For the three nine September 30, 2022 2021, |
Note 10 - Concentrations
Note 10 - Concentrations | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | Note 10 Concentration of Credit Risk may |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 11 We are currently involved in various claims and legal actions that arise in the ordinary course of our business, including claims resulting from employment related matters. None On April 8, 2022, 2018 On July 5, 2022, September 30, 2022, Based on information currently available and advice of counsel, we do not may |
Note 12 - Subsequent Events
Note 12 - Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 12 As of September 30, 2022, not 5. not |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Nature of the Business [Policy Text Block] | Nature of the Business |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation September 30, 2022 three nine September 30, 2022 2021 nine September 30, 2022 2021 three nine September 30, 2022 not December 31, 2022 may not may not These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes in Item 8 10 December 31, 2021 |
Equity Method Investments [Policy Text Block] | Equity method investment not 20% may one In applying the equity method, the Company records the investment at cost and subsequently increases or decreases the carrying amount of the investment by our proportionate share of the net income or loss. On March 10, 2022, not not 20%. not |
Consolidation, Policy [Policy Text Block] | Variable interest entities |
Use of Estimates, Policy [Policy Text Block] | Estimates and Uncertainties |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments 1 3 The three • Level 1 1 • Level 2 1 not 2 • Level 3 3 one The carrying amounts reported in the balance sheets for cash and cash equivalents, other receivables, accounts payable and accrued expenses approximate their fair value based on the short-term maturity of these instruments. Certain assets, including the equity method investment, right-of-use assets and property and equipment are also subject to measurement at fair value on a non-recurring basis if they are deemed to be impaired as a result of an impairment review. As of September 30, 2022 1 2 |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash Equivalents three 2 may not |
Investment, Policy [Policy Text Block] | Short-Term Investments three 2 may not |
Receivable [Policy Text Block] | Trade accounts receivable may |
Implementation Costs of Cloud Computing Arrangement Policy [Policy Text Block] | Implementation Costs of Cloud Computing Arrangement September 30, 2022 December 31, 2021, first 2022. |
Debt Issuance Cost [Policy Text Block] | Debt Issuance Cost first 2021, February 19, 2021, ( The Company amortizes debt issuance costs categorized as assets on a straight-line basis over the term of the loan and amortizes the debt issuance costs that are categorized net of debt using the effective interest method, over the term of the loan. |
Revenue from Contract with Customer [Policy Text Block] | Net Sales Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Grocery, Mass and Club $ 132,757 $ 91,148 $ 375,847 $ 259,227 Pet Specialty and Natural 18,576 16,442 53,664 50,393 Net Sales (a) $ 151,333 $ 107,590 $ 429,511 $ 309,620 (a) |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Standards The Company did not September 30, 2022. |
Note 1 - Nature of the Busine_2
Note 1 - Nature of the Business and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Grocery, Mass and Club $ 132,757 $ 91,148 $ 375,847 $ 259,227 Pet Specialty and Natural 18,576 16,442 53,664 50,393 Net Sales (a) $ 151,333 $ 107,590 $ 429,511 $ 309,620 |
Note 2 - Inventories (Tables)
Note 2 - Inventories (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, December 31, 2022 2021 Raw Materials and Work in Process $ 17,593 $ 13,339 Packaging Components Material 6,562 2,823 Finished Goods 40,322 19,704 64,477 35,866 Reserve for Obsolete Inventory (143 ) (292 ) Inventories, net $ 64,334 $ 35,574 |
Note 3 - Property, Plant and _2
Note 3 - Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, December 31, 2022 2021 Refrigeration Equipment $ 132,233 $ 122,063 Machinery and Equipment 162,863 140,471 Building, Land, and Improvements 167,463 150,927 Furniture and Office Equipment 9,340 8,844 Leasehold Improvements 1,319 1,319 Construction in Progress 382,043 273,880 855,260 697,504 Less: Accumulated Depreciation (135,816 ) (113,582 ) Property, plant and equipment, net $ 719,444 $ 583,922 |
Note 4 - Accrued Expenses (Tabl
Note 4 - Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | September 30, December 31, 2022 2021 Accrued Compensation and Employee Related Costs $ 5,822 $ 6,934 Accrued Chiller Cost 2,889 2,050 Accrued Customer Consideration 1,278 828 Accrued Freight 2,225 1,547 Accrued Production Expenses 4,529 1,862 Accrued Corporate and Marketing Expenses 1,631 1,081 Other Accrued Expenses 1,202 648 Accrued Expenses $ 19,576 $ 14,950 |
Note 6 - Leases (Tables)
Note 6 - Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Weighted-average remaining lease term 3.82 Weighted-average discount rate 6.15 % Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Operating lease cost $ 438 $ 444 $ 1,314 $ 1,335 Three Months Ended Nine Months Ended September 30, September 30, Operating cash flow information: 2022 2021 2022 2021 Cash paid for amounts included in the measurement of lease liabilities $ 443 $ 440 $ 1,321 $ 1,313 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Operating Lease Obligations As of September 30, 2022 2022 (a) $ 443 2023 1,802 2024 1,511 2025 1,210 2026 and beyond 1,576 Total lease payments $ 6,542 Less: Imputed interest (476 ) Present value of lease liabilities $ 6,066 |
Note 7 - Warrants (Tables)
Note 7 - Warrants (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | As of September 30, 2022 Exercise price of warrants granted $ 0.01 Expected volatility 52.5% Expected terms in years 0.0 Risk-free interest rate 3.9% Expected dividend yield 0.0% |
Note 9 - Earnings Per Share A_2
Note 9 - Earnings Per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Service Period Stock Options 1,269 1,275 1,259 1,298 Restricted Stock Units 149 160 147 173 Performance Stock Options 944 886 944 886 Total 2,362 2,321 2,350 2,357 |
Note 1 - Nature of the Busine_3
Note 1 - Nature of the Business and Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 10, 2022 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Payments to Acquire Equity Method Investments | $ 3,293 | $ 0 | |||
Equity Method Investments | 26,180 | $ 25,856 | |||
Implementation Costs | 9,138 | $ 7,380 | |||
Credit Facility [Member] | |||||
Debt Issuance Costs, Net, Total | 3,166 | ||||
Credit Facility [Member] | Revolving Credit Facility [Member] | |||||
Debt Issuance Costs, Net, Total | $ 3,263 | ||||
Draw Term Loan [Member] | |||||
Debt Issuance Costs, Net, Total | 2,797 | ||||
Amortization of Debt Issuance Costs | $ 485 | $ 485 | |||
Privately Held Company, Not Primary Beneficiary [Member] | |||||
Equity Method Investment, Ownership Percentage | 19% | ||||
Equity Method Investments | $ 31,200,000 | ||||
Privately Held Company, Not Primary Beneficiary [Member] | |||||
Payments to Acquire Equity Method Investments | $ 3,300,000 |
Note 1 - Nature of the Busine_4
Note 1 - Nature of the Business and Summary of Significant Accounting Policies - Net Sales by Class of Retailer (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | ||
Net Sales | [1] | $ 151,333 | $ 107,590 | $ 429,511 | $ 309,620 |
Grocery (including Online), Mass and Club [Member] | |||||
Net Sales | 132,757 | 91,148 | 375,847 | 259,227 | |
Pet Specialty and Natural [Member] | |||||
Net Sales | $ 18,576 | $ 16,442 | $ 53,664 | $ 50,393 | |
[1]Online sales associated with each class of retailer are included within their respective total. |
Note 2 - Inventories - Summary
Note 2 - Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Raw Materials and Work in Process | $ 17,593 | $ 13,339 |
Packaging Components Material | 6,562 | 2,823 |
Finished Goods | 40,322 | 19,704 |
Inventory, Gross, Total | 64,477 | 35,866 |
Reserve for Obsolete Inventory | (143) | (292) |
Inventories, net | $ 64,334 | $ 35,574 |
Note 3 - Property, Plant and _3
Note 3 - Property, Plant and Equipment (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Depreciation, Depletion and Amortization, Total | $ 8,485 | $ 7,389 | $ 24,264 | $ 21,571 |
Cost of Sales [Member] | ||||
Depreciation, Depletion and Amortization, Total | $ 5,159 | $ 4,075 | $ 14,208 | $ 11,896 |
Note 3 - Property, Plant and _4
Note 3 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property, plant and equipment, gross | $ 855,260 | $ 697,504 |
Less: Accumulated Depreciation | (135,816) | (113,582) |
Property, plant and equipment, net | 719,444 | 583,922 |
Refrigeration Equipment [Member] | ||
Property, plant and equipment, gross | 132,233 | 122,063 |
Machinery and Equipment [Member] | ||
Property, plant and equipment, gross | 162,863 | 140,471 |
Land, Buildings and Improvements [Member] | ||
Property, plant and equipment, gross | 167,463 | 150,927 |
Furniture and Office Equipment [Member] | ||
Property, plant and equipment, gross | 9,340 | 8,844 |
Leasehold Improvements [Member] | ||
Property, plant and equipment, gross | 1,319 | 1,319 |
Construction in Progress [Member] | ||
Property, plant and equipment, gross | $ 382,043 | $ 273,880 |
Note 4 - Accrued Expenses - Sum
Note 4 - Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Accrued Compensation and Employee Related Costs | $ 5,822 | $ 6,934 |
Accrued Chiller Cost | 2,889 | 2,050 |
Accrued Customer Consideration | 1,278 | 828 |
Accrued Freight | 2,225 | 1,547 |
Accrued Production Expenses | 4,529 | 1,862 |
Accrued Corporate and Marketing Expenses | 1,631 | 1,081 |
Other Accrued Expenses | 1,202 | 648 |
Accrued Expenses | $ 19,576 | $ 14,950 |
Note 5 - Debt (Details Textual)
Note 5 - Debt (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Apr. 17, 2020 | Nov. 04, 2022 | Mar. 31, 2021 | Sep. 30, 2022 | Apr. 29, 2022 | Feb. 19, 2021 | |
Credit Facility [Member] | ||||||
Debt Agreement, Maximum Borrowing Capacity | $ 350,000 | |||||
Long-Term Debt, Total | $ 75,214 | |||||
Debt Issuance Costs, Net, Total | 3,166 | |||||
Credit Facility [Member] | Other Assets [Member] | ||||||
Debt Issuance Costs, Net, Total | $ 2,342 | $ 235 | ||||
Credit Facility [Member] | Other Current Assets [Member] | ||||||
Debt Issuance Costs, Net, Total | $ 99 | |||||
Credit Facility [Member] | Subsequent Event [Member] | ||||||
Repayments of Debt | $ 75,214 | |||||
Credit Facility [Member] | Minimum [Member] | ||||||
Line of Credit Facility, Commitment Fee Percentage | 0.30% | |||||
Credit Facility [Member] | Maximum [Member] | ||||||
Line of Credit Facility, Commitment Fee Percentage | 0.50% | |||||
Credit Facility [Member] | Base Rate [Member] | Minimum [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |||||
Credit Facility [Member] | Base Rate [Member] | Maximum [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||||
Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Minimum [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||
Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Maximum [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |||||
Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 35,000 | 50,000 | ||||
Debt Issuance Costs, Net, Total | $ 3,263 | |||||
Credit Facility [Member] | Draw Term Loan [Member] | ||||||
Long-Term Debt, Total | $ 130,000 | $ 300,000 | ||||
Draw Term Loan [Member] | ||||||
Debt Issuance Costs, Net, Total | 2,797 | |||||
Amortization of Debt Issuance Costs | $ 485 | $ 485 |
Note 6 - Leases (Details Textua
Note 6 - Leases (Details Textual) | Sep. 30, 2022 |
Lessee, Operating Lease, Renewal Term (Year) | 5 years |
Minimum [Member] | |
Lessee, Operating Lease, Remaining Lease Term (Year) | 2 years |
Maximum [Member] | |
Lessee, Operating Lease, Remaining Lease Term (Year) | 5 years |
Note 6 - Leases - Lease Cost (D
Note 6 - Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Weighted-average remaining lease term (Year) | 3 years 9 months 25 days | 3 years 9 months 25 days | ||
Weighted-average discount rate | 6.15% | 6.15% | ||
Operating lease cost | $ 438 | $ 444 | $ 1,314 | $ 1,335 |
Cash paid for amounts included in the measurement of lease liabilities | $ 443 | $ 440 | $ 1,321 | $ 1,313 |
Note 6 - Leases - Maturities of
Note 6 - Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2022 USD ($) | |
2022 (a) | $ 443 | [1] |
2023 | 1,802 | |
2024 | 1,511 | |
2025 | 1,210 | |
2026 and beyond | 1,576 | |
Total lease payments | 6,542 | |
Less: Imputed interest | (476) | |
Present value of lease liabilities | $ 6,066 | |
[1]Excluding the three months ended March 31, 2022. |
Note 7 - Warrants (Details Text
Note 7 - Warrants (Details Textual) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | |
Class Of Warrant Or Right, Issued During Period (in shares) | shares | 194 | 194 |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Class of Warrant or Right, Exercised During Period (in shares) | shares | 194 | 194 |
Class of Warrant or Right, Granted During the Period, Fair Value Per Share (in dollars per share) | $ / shares | $ 50.32 | $ 50.32 |
Amortization of Warrants | $ 1,150 | $ 1,150 |
Measurement Input, Exercise Price [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 0.01 | 0.01 |
Measurement Input, Expected Dividend Rate [Member] | ||
Warrants and Rights Outstanding, Measurement Input | 0 | 0 |
Current Prepaid Expenses [Member] | ||
Warrants and Rights Outstanding | $ 4,600 | $ 4,600 |
Other Current Assets [Member] | ||
Warrants and Rights Outstanding | $ 4,026 | $ 4,026 |
Note 7 - Warrants - Valuation T
Note 7 - Warrants - Valuation Techniques (Details) | Sep. 30, 2022 |
Measurement Input, Exercise Price [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0.01 |
Measurement Input, Price Volatility [Member] | |
Warrants and Rights Outstanding, Measurement Input | 52.5 |
Measurement Input, Expected Term [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Measurement Input, Risk Free Interest Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 3.9 |
Measurement Input, Expected Dividend Rate [Member] | |
Warrants and Rights Outstanding, Measurement Input | 0 |
Note 8 - Equity Incentive Pla_2
Note 8 - Equity Incentive Plans (Details Textual) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement, Expense | $ 6,671 | $ 5,746 | $ 19,260 | $ 18,587 |
Performance Based Restricted Stock Units [Member] | ||||
Unrecognized Compensation Costs, Performance Based Awards (in shares) | 35 | 35 | ||
Service Period Restricted Stock Units [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 81 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 85.01 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 57 |
Note 9 - Earnings Per Share A_3
Note 9 - Earnings Per Share Attributable to Common Stockholders - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities (in shares) | 2,362 | 2,321 | 2,350 | 2,357 |
Service Period Stock Options [Member] | ||||
Antidilutive Securities (in shares) | 1,269 | 1,275 | 1,259 | 1,298 |
Restricted Stock Units (RSUs) [Member] | ||||
Antidilutive Securities (in shares) | 149 | 160 | 147 | 173 |
Performance Stock Options [Member] | ||||
Antidilutive Securities (in shares) | 944 | 886 | 944 | 886 |
Note 10 - Concentrations (Detai
Note 10 - Concentrations (Details Textual) $ in Thousands | Sep. 30, 2022 USD ($) |
Maximum [Member] | |
Cash, FDIC Insured Amount | $ 250 |
Note 11 - Commitments and Con_2
Note 11 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | Apr. 08, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Other Assets, Noncurrent | $ 27,057 | $ 13,670 | |
Phillips Feed Service, Inc., d/b/a Phillips Feed And Pet Supply Complaint [Member] | |||
Loss Contingency, Damages Sought, Value | $ 8,300 | ||
Other Assets, Noncurrent | $ 8,971 |
Note 12 - Subsequent Events (De
Note 12 - Subsequent Events (Details Textual) $ in Thousands | 1 Months Ended |
Nov. 04, 2022 USD ($) | |
Credit Facility [Member] | Subsequent Event [Member] | |
Repayments of Debt | $ 75,214 |