What changed in this filing

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Item 1. Business

2022-01-27 compared with 2021-01-15 · 298 added, 321 removed, 51 unchanged (92% of the section changed)

Business (dollars in thousands)

Annual Report on Form 10-K (this “Report”) contains certain forward-looking statements within the meaning of Section

27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and Bridgford Foods Corporation intends

that such forward-looking statements be subject to the safe harbors created thereby.

Annual Report on Form 10-K (this “Report”) contains certain forward-looking statements within the meaning of Section 27A

of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and Bridgford Foods Corporation

intends that such forward-looking statements be subject to the safe harbors created thereby.

Readers are cautioned that such statements,

which may be identified by words including “anticipates,”

“believes,”

“intends,”

“estimates,”

“expects,”

and similar expressions, are only predictions or estimations and are subject to known and unknown risks

and uncertainties.

which may be identified by words including “anticipates,” “believes,” “intends,” “estimates,”

“expects,” and similar expressions, are only predictions or estimations and are subject to known and unknown risks and uncertainties.

These forward-looking statements include, but are not limited to, statements regarding the following:

economic and business conditions;

general economic and business conditions;

the impact of competitive products and pricing;

success of operating initiatives;

and operating costs;

advertising and promotional efforts;

development and operating costs;

advertising and promotional

adverse publicity;

acceptance of new product offerings;

consumer trial

and frequency;

changes in business strategy or development plans;

consumer trial and frequency;

changes in business strategy or development

availability, terms and deployment of capital;

of qualified personnel;

availability of qualified personnel;

commodity, labor, and employee benefit costs;

changes in, or failure to comply with, government regulations;

supply chain constraints and resulting cost pressures, changes in, or failure to comply with, government regulations;

weather conditions;

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relationships with customers and suppliers;

statements regarding the anticipated impact

of the COVID-19 pandemic;

statements regarding the anticipated impact of the COVID-19 pandemic;

and other factors referenced in this Report.

forward-looking statements included herein are based on current expectations that involve a number of risks and uncertainties.

These forward-looking statements are based on assumptions regarding our business, which involve judgments with respect to, among

other things, future economic and competitive conditions, and future business decisions, all of which are difficult or impossible

to predict accurately and many of which are beyond our control.

Although we believe that the assumptions underlying the forward-looking

statements are reasonable, actual results may differ materially from those set forth in the forward-looking statements.

of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information

should not be regarded as representation by us or any other person that the objectives or plans of our company will be achieved.

The forward-looking statements contained herein speak as of the date of this Report and we undertake no obligation to update such

statements after the date hereof.

are monitoring and responding to the evolving nature of state and local government actions related to the global novel coronavirus

(“COVID-19”) pandemic and its impact on each of our production plant locations as well as our customer base.

We coordinate

with our local managers for the primary purpose of protecting the health and safety of our team members, ensuring our ability

to operate our processing facilities and maintaining the liquidity of our business.

We are experiencing multiple challenges related

to the pandemic.

These challenges increased our operating costs and negatively impacted our volumes during fiscal year 2020 and

may continue to do so into fiscal year 2021.

forward-looking statements are based on assumptions regarding our business, which involve judgments with respect to, among other things,

future economic and competitive conditions, and future business decisions, all of which are difficult or impossible to predict accurately

and many of which are beyond our control.

Although we believe that the assumptions underlying the forward-looking statements are reasonable,

actual results may differ materially from those set forth in the forward-looking statements.

In light of the significant uncertainties

inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as representation

by us or any other person that the objectives or plans of our company will be achieved.

The forward-looking statements contained herein

speak as of the date of this Report and we undertake no obligation to update such statements after the date hereof.

are monitoring and responding to the evolving nature of state and local government actions related to the COVID-19 pandemic and its impact

on each of our production plant locations as well as our customer base.

We coordinate with our local managers for the primary purpose

of maintaining the health and safety of our team members, ensuring our ability to operate our processing facilities, and maintaining

the liquidity of our business.

We continue to experience multiple challenges related to the pandemic.

These challenges may continue to

increase our operating costs and negatively impact our sales volumes.

Operationally,

we have faced temporary idling of production facilities to ensure team member safety.

As a result, we have experienced lower levels

of productivity and higher costs of production.

This will likely continue at least for the short term until the effects of the

pandemic diminish.

As a result, we have experienced lower levels of

productivity and higher costs of production.

This will likely continue at least for the short term until the effects of the pandemic

Both of our business segments have experienced a shift in demand from foodservice to retail.

In our Frozen

Food Products segment, the volume increases in retail have not been sufficient to offset the losses in foodservice and as a result,

we expect continued decreased volume into fiscal year 2021 in this segment.

Our Snack Food Products segment has experienced significant

volume increases in the short-term.

Team Members –

The health and safety of our team members is our top priority.

During the second, third and fourth

quarters of fiscal year 2021, the Frozen Food Products segment has seen a lessening of pandemic related restrictions on food service

In our Frozen Food Products segment, the recent sales volume increases in foodservice have not been sufficient to offset

the losses in retail and as a result, we experienced decreased unit sales volume during fiscal 2021 in this segment.

we were able to implement price increases on our products to cover higher input costs.

Our Snack Food Products segment has experienced

significant sales volume increases and commodity cost increases caused in part by supply and demand constraints related to reopening

the economy from pandemic restrictions.

The cost of significant meat commodities increased approximately $12,692 and the cost of purchased

flour increased approximately $445 during fiscal year 2021 compared to fiscal year 2020.

Team Members – The health and safety of our team members is our top priority.

To protect our team members, we have implemented

safety measures recommended by the Centers for Disease Control and Prevention (“CDC”) and the Occupational Safety

and Health Administration (“OSHA”) in our facilities and have employed social distancing, temperature checks of team

members, increased efforts to deep clean and sanitize facilities, the use of protective face coverings in certain environments

and making protective face coverings and other protective equipment available to team members.

We encourage team members who feel

sick to stay at home and provide relaxed attendance policies in some instances.

We continue to explore and implement additional

ways to promote social distancing in our production facilities by creating additional breakroom space and allowing extra time

between shifts to reduce interaction of team members, as well as erecting dividers between workstations or increasing the space

between workers on the production floor.

Customers and Production –

The most significant impact from business shutdowns relates to channel shifts and lower production

in our Frozen Food Products segment.

We are committed to doing our best to ensure the continuity of our business and the availability

of our products to customers.

We have seen a shift in demand from our foodservice to our retail sales channels as schools and

in-dining restaurants have closed across the country.

Our production capabilities, including our large scale and geographic proximities,

allow us to adapt some of our facilities to the changing demand by shifting certain amounts of production from foodservice to

Not all of our facilities can be modified and as a result we expect a net negative impact on our foodservice volumes into

fiscal year 2021.

In addition, our production facilities are experiencing varying levels of production impacts, including reduced

volumes, worker absenteeism and temporary COVID-19-related closures at some of our production facilities.

Additionally, we are

anticipating the temporary idling of certain production lines that service the foodservice channel as we balance the shifting

demand between foodservice and retail sales channels.

Supply Chain –

Our supply chain has stayed largely intact.

Although we have experienced some minor disruptions, these events

have not significantly impacted our production to date.

We have experienced volatility in commodity inputs, in part due to impacts

caused by COVID-19 related business disruptions, and we expect this volatility to continue, which may impact our future input

April 28, 2020, President Trump issued an Executive Order stating the importance of the continued operation of meat and poultry

processing facilities and directing the Secretary of Agriculture to issue rules and orders to ensure the continued supply of meat

and poultry, consistent with the guidance for the operations of meat and poultry processing facilities jointly issued by the CDC

Insurance and CARES Act –

Although we maintain insurance policies for various risks, we believe most COVID-19 impacts will

not be covered by these policies.

On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief and Economic

Security Act (the “CARES Act”).

safety measures recommended by the Centers for Disease Control and Prevention (“CDC”) and the Occupational Safety and Health

Administration (“OSHA”) in our facilities and have implemented social distancing, temperature checks of team members, increased

efforts to deep clean and sanitize facilities, the use of protective face coverings in certain environments, and making protective face

coverings and other protective equipment available to team members.

We encourage team members who feel sick to stay at home and provide

relaxed attendance policies in some instances.

We continue to explore and implement additional ways to promote social distancing in our

production facilities by creating additional breakroom space and allowing extra time between shifts to reduce interaction of team members,

as well as erecting dividers between workstations or increasing the space between workers on the production floor.

Customers and Production – The most significant impact from business shutdowns relates to channel shifts and lower production in

our Frozen Food Products segment.

We are committed to doing our best to ensure the continuity of our business and the availability of

our products to customers.

During the last three quarters of fiscal 2021, we have started to see a shift in demand from our retail to

our foodservice sales channels as schools and in-dining restaurants begin to reopen across the country.

Our production capabilities,

including our large scale and geographic proximities, allow us to adapt some of our facilities to the changing demand by shifting certain

amounts of production from retail to foodservice.

In addition, our production facilities were experiencing varying levels of production

impacts, including reduced volumes, worker absenteeism and temporary COVID-19-related closures at some of our production facilities and

may continue to experience these impacts.

Supply Chain – Our supply chain has stayed largely intact.

Although we have experienced some minor disruptions, these events have

not significantly impacted our production to date.

We have experienced volatility in commodity inputs, in part due to impacts caused

by COVID-19 related business disruptions, and we expect this volatility to continue, which may impact our future input costs.

costs increased approximately $13,137 during fiscal year 2021 compared to fiscal year 2020.

Insurance and CARES Act – Although we maintain insurance policies for various risks, we believe most COVID-19 impacts will not

be covered by these policies.

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”)

was enacted in response to the COVID-19 pandemic.

The CARES Act, among other things, includes provisions relating to refundable payroll

tax credits, deferral of the employer portion of social security payments, and expanded income tax net operating loss carryback

While we continue to examine the potential impacts of these actions, we anticipate new regulations related to federal

income tax will have a significant impact on our financial statements and cash flow.

Late in the second quarter of fiscal 2020

we began implementing the deferral of the employer portion of social security payments and intend to continue this deferral for

the duration of its availability which will have a favorable impact on short-term liquidity.

The deferral amount as of October

30, 2020 will be approximately $1,103.

We did not utilize the refundable payroll tax credit provision.

Liquidity –

Operations provided $9,914 in operating cash flows during the fifty-two weeks ended October 30, 2020.

that date we had approximately $42,774 of net working capital, which included availability under our revolving line of credit

and $4,302 of cash and cash equivalents.

We have $4,430 of current debt.

Combined with the cash expected to be generated from

the Company’s operations, income tax refunds and deferral of social security taxes, we anticipate that we will maintain

sufficient liquidity to operate our business into fiscal year 2021 and for completion of the major plant expansion in Chicago,

We will continue to monitor the impact of COVID-19 on our liquidity and, if necessary, take action to preserve liquidity

and ensure that our business can operate during these uncertain times.

Foods Corporation (collectively with its subsidiaries, “Bridgford”, the “Company”, “we”, “our”),

tax credits, deferral of the employer portion of social security payments, and expanded income tax net operating loss carryback provisions.

While we continue to examine the potential impacts of these actions, we anticipate new regulations related to federal income tax will

have a significant impact on our financial statements and cash flow.

Late in the second quarter of fiscal 2020 we began implementing

the deferral of the employer portion of social security payments and intend to continue this deferral for the duration of its availability

which will have a favorable impact on short-term liquidity.

The deferral amount as of October 29, 2021, is approximately $1,511 with

50% due on December 31, 2021, and the remaining amount due on December 31, 2022.

● Liquidity –

Operations used $5,992 in operating cash flows during the fifty-two weeks ended October 29, 2021.

As of that date, we had approximately

$44,638 of net working capital and $3,000 available under our revolving line of credit.

On December 1, 2021, we expanded the revolving

line of credit to $25,000 until June 15, 2022, upon which the credit limit will return to $15,000 for the balance of the term.

Commodity price volatility or increases could adversely impact our business, financial condition including liquidity, and results of

Despite higher commodity costs, we may not be able to increase our product prices in a timely manner or sufficiently to offset

increased commodity costs due to consumer price sensitivity, pricing in relation to competitors and the reluctance of retailers to accept

the price increase.

Higher product prices could potentially lower demand for our product and decrease volume.

As of October 29,

2021, we have $1,065 of current debt on equipment loans.

We entered into a bridge loan on August 30, 2021, for up to $25,000 which we

plan to use to pay off the existing equipment loans as they come out of the lock out period and may be prepaid.

As of October 29, 2021,

we paid off $10,328 in equipment loans utilizing proceeds from the new bridge loan.

Management believes there are various options available

to generate additional liquidity to repay debt or fund operations such as mortgaging real estate, should that be necessary.

Our ability to increase liquidity will depend upon, among other things, our business plans, performance of operating divisions, economic

conditions of capital markets, or circumstances related to the COVID-19 global pandemic.

If we are unable to increase liquidity through

mortgaging real estate, or generate positive cash flow necessary to fund operations, we may not be able to compete successfully, which

could negatively impact our business, operations, and financial condition.

Combined with the cash expected to be generated from the Company’s

operations, income tax refunds of $6,156, receivable on life insurance of $2,205 partially offset by payment on deferral of social

security taxes, we anticipate that we will maintain sufficient liquidity to operate our business for a reasonable period of time.

We will continue to monitor the impact of COVID-19 on our liquidity and, if necessary, take action to preserve liquidity and ensure

that our business can operate during these uncertain times.

Foods Corporation (collectively with its subsidiaries, “Bridgford”, the “Company”, “we”, “our”),

a California corporation, was organized in 1952.

We originally began operations in 1932 as a retail meat market in San Diego,

California and evolved into a meat wholesaler for hotels and restaurants, a distributor of frozen food products, a processor and

packer of meat, and a manufacturer and distributor of frozen food products for sale on a retail and wholesale basis.

we are primarily engaged in the manufacturing, marketing and distribution of an extensive line of frozen and snack food products

throughout the United States.

We have not been involved in any bankruptcy, receivership, or similar proceedings since inception

nor have we been party to any merger, acquisition, etc.

or acquired or disposed of any material amounts of assets during the past

five years other than those discussed in Item 7 of this Report.

Substantially all of our assets have been acquired in the ordinary

course of business.

We originally began operations in 1932 as a retail meat market in San Diego, California

and evolved into a meat wholesaler for hotels and restaurants, a distributor of frozen food products, a processor and packer of meat,

and a manufacturer and distributor of frozen food products for sale on a retail and wholesale basis.

Currently, we are primarily engaged

in the manufacturing, marketing, and distribution of an extensive line of frozen and snack food products throughout the United States.

We have not been involved in any bankruptcy, receivership, or similar proceedings since inception nor have we been party to any merger,

acquisition, etc.

or acquired or disposed of any material amounts of assets during the past five years other than those discussed in

Item 7 of this Report.

Substantially all of our assets have been acquired in the ordinary course of business.

currently operates in two business segments - the processing and distribution of frozen food products and the processing and distribution

of snack food products.

For information regarding the separate financial performance of the business segments refer to Note 7

of the Notes to Consolidated Financial Statements included in this Report.

For information regarding the separate financial performance of the business segments refer to Note 7 of the

Notes to Consolidated Financial Statements included in this Report.

following table shows sales, as a percentage of consolidated sales, for each business segment during the last two fiscal years:

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Snack Food Products

manufacture nearly all of our food products and distribute an extensive line of biscuits, bread dough items, roll dough items,

dry sausage products and beef jerky.

manufacture nearly all of our food products and distribute an extensive line of biscuits, bread dough items, roll dough items, dry sausage

products and beef jerky.

Our direct store delivery network consists of non-refrigerated snack food products.

food products division serves both food service and retail customers.

we have recently introduced several new products, most of these products have not contributed significantly to our revenue growth

for fiscal year 2020 with the exception of smokehouse sausage sticks introduced in the second quarter of fiscal year 2018.

sales are not subject to material seasonal variations.

Historically we have been able to respond quickly to the receipt of orders

and, accordingly, do not maintain a significant sales backlog.

Neither Bridgford nor its industry generally has unusual demands

or restrictions on working capital items.

Our frozen food products

division serves both food service and retail customers.

we have recently introduced several new products, most of these products have not contributed significantly to our revenue growth for

fiscal year 2021.

Our sales are not subject to material seasonal variations.

Historically we have been able to respond quickly to the

receipt of orders and, accordingly, do not maintain a significant sales backlog.

Neither Bridgford nor its industry generally has unusual

demands or restrictions on working capital items.

During the last fiscal year, we did not enter into any new markets or any significant

contractual or other material relationships other than the March 16, 2020 Purchase and Sale Agreement with CRG Acquisition, LLC

(“CRG”) and amendments thereto on each of April 10, 2020, June 1, 2020 and November 2, 2020.

Refer to Note 1 –

Subsequent Events of Notes to Consolidated Financial Statements included in this Report for further information.

contractual or other material relationships other than amendments to the March 16, 2020 Purchase and Sale Agreement with CRG Acquisition,

LLC on each of February 1, 2021, April 28, 2021 and July 30, 2021 , relating to the sale of a parcel of land including

an approximate 156,000 square foot four-story industrial building in Chicago, Illinois.

of SEC Filings and Code of Conduct on Internet Website

maintain an Internet website at www.bridgford.com.

Available on this website, free of charge, our annual reports on Form 10-K,

quarterly reports on Form 10-Q, current reports on Form 8-K and amendments thereto as well as, and reports filed under Section

16 of the Securities Exchange Act of 1934 filed with the Securities and Exchange Commission.

Our Code of Conduct is also available

on the website.

Available on this website, free of charge, are our annual reports on Form 10-K, quarterly

reports on Form 10-Q, current reports on Form 8-K and amendments thereto, and reports filed under Section 16 of the Securities Exchange

Act of 1934 filed with the Securities and Exchange Commission.

Our Code of Conduct is also available on the website.

Distribution Methods

products are delivered to customers using several distinct distribution channels.

The distribution channel utilized is dependent

upon the needs of our customers, the most efficient proximity to the delivery point, trade customs, and operating segment as well

as product type, life and stability.

Among our customers are many of the country’s largest broadline and specialty food

service distributors.

These and other large end purchasers occasionally go through extensive qualification procedures and our

manufacturing capabilities are subjected to thorough review by the end purchasers prior to our approval as a vendor.

purchasers typically select suppliers that can consistently meet increased volume requirements on a national basis during peak

promotional periods.

We believe that our manufacturing flexibility, national presence, and long-standing customer relationships

should allow us to compete effectively with other manufacturers seeking to provide similar products to our current large food

service end purchasers, although no assurances can be given.

factors that contribute to higher or lower margins generated from each method of distribution depend upon the accepted selling

price, level of involvement by our employees in setting up and maintaining displays, distance traveled, and fuel consumed by our

company-owned fleet as well as freight and shipping costs depending on the distance the product travels to the delivery point.

Management is continually evaluating the profitability of product delivery methods, analyzing alternate methods and weighing economic

inputs to determine the most efficient and cost-effective method of delivery to fulfill the needs of our customers.

The distribution channel utilized is dependent upon

the needs of our customers, the most efficient proximity to the delivery point, trade customs, and operating segment as well as product

type, life, and stability.

Among our customers are many of the country’s largest broadline and specialty food service distributors.

These and other large-end purchasers occasionally go through extensive qualification procedures and our manufacturing capabilities are

subjected to thorough review by the end purchasers prior to our approval as a vendor.

Large-end purchasers typically select suppliers

that can consistently meet increased volume requirements on a national basis during peak promotional periods.

We believe that our manufacturing

flexibility, national presence, and long-standing customer relationships should allow us to compete effectively with other manufacturers

seeking to provide similar products to our current large food service end purchasers, although no assurances can be given.

factors that contribute to higher or lower margins generated from each method of distribution depend upon the accepted selling price,

level of involvement by our employees in setting up and maintaining displays, distance traveled, and fuel consumed by our company-owned

fleet as well as freight and shipping costs depending on the distance the product travels to the delivery point.

Management is continually

evaluating the profitability of product delivery methods, analyzing alternate methods, and weighing economic inputs to determine the

most efficient and cost-effective method of delivery to fulfill the needs of our customers.

Product Classes

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frozen food products division serves both food service and retail customers.

We sell approximately 140 unique frozen food products

through approximately 1,100 wholesalers, cooperatives and distributors.

Food Products –

Food Service Customers

food service industry is composed of establishments that serve food outside the home and includes restaurants, the food operations

of health care providers, schools, hotels, resorts, corporations, and other traditional and non-traditional food service outlets.

Growth in this industry has been driven by the increase in away-from-home meal preparation, which has accompanied the expanding

number of both dual income and single-parent households.

Another trend within the food service industry is the growth in the number

of non-traditional food service outlets such as convenience stores, retail stores and supermarkets.

These non-traditional locations

often lack extensive cooking, storage, or preparation facilities resulting in a need for pre-cooked and prepared foods similar

to those we provide.

The expansion in the food service industry has also been accompanied by the continued consolidation and growth

of broadline and specialty food service distributors, many of which are long-standing customers.

Orders from food service customers

have decreased as schools and in-dining restaurants have closed across the United States in response to the COVID-19 pandemic.

Food Products –

Retail Customers

We sell approximately 130 unique frozen food products through

approximately 770 wholesalers, cooperatives, and distributors.

Food Products – Food Service Customers

food service industry is composed of establishments that serve food outside the home and includes restaurants, the food operations of

health care providers, schools, hotels, resorts, corporations, and other traditional and non-traditional food service outlets.

in this industry has been driven by the increase in away-from-home meal preparation, which has accompanied the expanding number of both

dual income and single-parent households.

Another trend within the food service industry is the growth in the number of non-traditional

food service outlets such as convenience stores, retail stores and supermarkets.

These non-traditional locations often lack extensive

cooking, storage, or preparation facilities resulting in a need for pre-cooked and prepared foods similar to those we provide.

The expansion

in the food service industry has also been accompanied by the continued consolidation and growth of broadline and specialty food service

distributors, many of which are long-standing customers.

Orders from food service customers have started to increase as schools and in-dining

restaurants start to reopen across the United States in response to the COVID-19 pandemic restriction changes.

Food Products – Retail Customers

majority of our existing and targeted retail customers are involved in the resale of branded and private label packaged foods.

The same trends which have contributed to the increase in away-from-home meal preparation have also fueled the growth in easy

to prepare, microwaveable frozen and refrigerated convenience foods.

Among the fastest growing segments is the frozen and refrigerated

hand-held foods market.

This growth has been driven by improved product quality and variety and the increasing need for inexpensive

and healthy food items that require minimal preparation.

Despite rapid growth, many categories of frozen and refrigerated hand-held

foods have achieved minimal household penetration.

We believe we have been successful in establishing and maintaining supply relationships

with certain selected leading retailers in this market.

Demand from retail customers has increased as consumers opt to buy food

from retail establishments for home consumption in response to the COVID-19 pandemic.

Food Products –

Sales and Marketing

trends which have contributed to the increase in away-from-home meal preparation have also fueled the growth in easy to prepare, microwaveable

frozen and refrigerated convenience foods.

Among the fastest growing segments is the frozen and refrigerated hand-held foods market.

This growth has been driven by improved product quality and variety and the increasing need for inexpensive and healthy food items that

require minimal preparation.

Despite rapid growth, many categories of frozen and refrigerated hand-held foods have achieved minimal household

We believe we have been successful in establishing and maintaining supply relationships with certain selected leading retailers

in this market.

Food Products – Sales and Marketing

frozen food business covers the United States.

Products produced by the Frozen Food Products segment are generally supplied to

food service and retail distributors who take title to the product upon shipment receipt through company leased long-haul vehicles.

In addition to regional sales managers, we maintain a network of independent food service and retail brokers covering most of

the United States.

Brokers are compensated on a commission basis.

We believe that our broker relationships, in close cooperation

with our regional sales managers, are a valuable asset providing significant new product and customer opportunities.

sales managers perform several significant functions for us, including identifying and developing new business opportunities and

providing customer service and support to our distributors and end purchasers through the effective use of our broker network.

Products produced by the Frozen Food Products segment are generally supplied to food service

and retail distributors who take title to the product upon shipment receipt through company leased long-haul vehicles.

In addition to

regional sales managers, we maintain a network of independent food service and retail brokers covering most of the United States.

are compensated on a commission basis.

We believe that our broker relationships, in close cooperation with our regional sales managers,

are a valuable asset providing significant new product and customer opportunities.

Regional sales managers perform several significant

functions for us, including identifying and developing new business opportunities and providing customer service and support to our distributors

and end purchasers through the effective use of our broker network.

annual advertising expenditures are directed towards retail and institutional customers.

These customers participate in various

special promotional and marketing programs and direct advertising allowances we sponsor.

We also invest in general consumer advertising

in various newspapers, periodicals and coupons to advertise in major markets.

We direct advertising toward food service customers

with campaigns in major industry publications and through our participation in trade shows throughout the United States.

Our advertising

strategy includes our presence on social media and online distribution of promotional material.

These customers participate in various special

promotional and marketing programs and direct advertising allowances we sponsor.

We also invest in general consumer advertising in various

periodicals, and coupons to advertise in major markets.

We direct advertising toward food service customers with campaigns in major industry

publications and through our participation in trade shows throughout the United States.

Our advertising strategy includes our presence

on social media and online distribution of promotional material.

Food Products

fiscal year 2020, our snack food products division sold approximately 130 different items through customer-owned distribution

centers and a direct-store-delivery network serving approximately 17,000 supermarkets, mass merchandise and convenience retail

stores located in 49 states.

produced or distributed by the Snack Food Products segment are supplied to customers through either direct delivery to customer

warehouses or direct-store-delivery to retail locations.

We utilize customer managed warehouse distribution centers to lower distribution

Product delivered to the customer’s warehouse is then distributed to the store where it is resold to the end consumer.

Our direct-store-delivery system focus emphasizes high quality service of our premium branded product to our customers.

provide the service of setting up and maintaining the display and restocking our products.

Food Products —

customers are comprised of large retail chains and smaller “independent”

This part of our business is highly

Proper placement of our product lines is critical to selling success since most items could be considered “impulse”

items which are often consumed shortly after purchase.

Our ability to sell successfully to this distribution channel depends on

aggressive marketing and maintaining relationships with key buyers.

Food Products —

Sales and Marketing

fiscal year 2021, our snack food products division sold approximately 170 different items through customer-owned distribution centers

and a direct-store-delivery network serving approximately 19,000 supermarkets, mass merchandise and convenience retail stores located

in 49 states.

produced or distributed by the Snack Food Products segment are supplied to customers through either direct delivery to customer warehouses

or direct-store-delivery to retail locations.

We utilize customer managed warehouse distribution centers to lower distribution cost.

Product delivered to the customer’s warehouse is then distributed to the store where it is resold to the end consumer.

Our direct-store-delivery

system focus emphasizes high quality service and supply of our premium branded product to our customers.

We also provide the service

of setting up and maintaining the display and restocking our products.

Food Products — Customers

customers are comprised of large retail chains and smaller “independent” operators.

This part of our business is highly competitive.

Proper placement of our product lines is critical to selling success since most items could be considered “impulse” items

which are often consumed shortly after purchase.

Our ability to sell successfully to this distribution channel depends on aggressive

marketing and maintaining relationships with key buyers.

Food Products — Sales and Marketing

food products are distributed across the United States.

Regional sales managers perform several significant functions including

identifying and developing new business opportunities and providing customer service and support to our customers.

We also utilize

the services of brokers, where appropriate, to support efficient product distribution and customer satisfaction.

fishing team which participates at the highest levels of both the FLW and B.A.S.S.

Regional sales managers perform several significant functions including identifying

and developing new business opportunities and providing customer service and support to our customers.

We also utilize the services of

brokers, where appropriate, to support efficient product distribution and customer satisfaction.

We sponsor a fishing team which participates

at the highest levels of both the Fishing League Worldwide (also known as the “FLW”) and Wild West Bass Trail.

Planning and Research and Development

continually monitor the consumer acceptance of each product within our extensive product line.

Individual products are regularly

added to and deleted from our product line.

Historically, the addition or deletion of any individual product has not had a material

effect on our operations in such fiscal year.

We believe that a key factor in the success of our products is our system of carefully

targeted research and testing of our products to ensure high quality and that each product matches an identified market opportunity.

The emphasis in new product introductions in the past several years has been in single-serve items.

We are constantly searching

to develop new products to complement our existing product lines and improve processing techniques and formulas.

We utilize an

in-house test kitchen and consultants to research and experiment with unique food preparation methods, improve quality control

and analyze new ingredient mixtures.

Individual products are regularly added

to and deleted from our product line.

Historically, the addition or deletion of any individual product has not had a material effect

on our operations at fiscal yearend.

We believe that a key factor in the success of our products is our system of carefully targeted

research and testing of our products to ensure high quality and that each product matches an identified market opportunity.

in new product introductions in the past several years has been in single-serve items.

We are constantly searching to develop new products

to complement our existing product lines and improve processing techniques and formulas.

We utilize an in-house test kitchen and consultants

to research and experiment with unique food preparation methods, improve quality control and analyze new ingredient mixtures.

products are sold under highly competitive conditions.

All food products can be considered competitive with other food products,

but we consider our principal competitors to include national, regional and local producers and distributors of refrigerated,

frozen and non-refrigerated snack food products.

Several of our competitors include large companies with substantially greater

financial and marketing resources than ours.

Existing competitors may broaden their product lines and potential competitors may

enter or increase their focus on our markets, resulting in greater competition for us.

We believe that our products compete favorably

with those of our competitors.

Such competitors’

products compete against ours for retail shelf space, institutional distribution

and customer preference.

All food products can be considered competitive with other food products, but

we consider our principal competitors to include national, regional, and local producers and distributors of refrigerated, frozen and

non-refrigerated snack food products.

Several of our competitors include large companies with substantially greater financial and marketing

resources than ours.

Existing competitors may broaden their product lines and potential competitors may enter or increase their focus

on our markets, resulting in greater competition for us.

We believe that our products compete favorably with those of our competitors.

Such competitors’ products compete against ours for retail shelf space, institutional distribution, and customer preference.

of Government Regulations

operations are subject to extensive inspection and regulation by the United States Department of Agriculture (the “USDA”),

the Food and Drug Administration (the “FDA”), and by other federal, state, and local authorities regarding the processing,

operations are subject to extensive inspection and regulation by the United States Department of Agriculture (the “USDA”),

the Food and Drug Administration (the “FDA”), and by other federal, state, and local authorities regarding the processing,

packaging, storage, transportation, distribution, and labeling of products that we manufacture, produce and process.

Our processing

facilities and products are subject to continuous inspection by the USDA and/or other federal, state, and local authorities.

USDA has issued strict regulations concerning the control of listeria monocytogenes in ready-to-eat meat and poultry products

and contamination by food borne pathogens such as E.

coli and salmonella and implemented a system of regulation known as the Hazard

Analysis Critical Control Points (“HACCP”) program.

The HACCP program requires all meat and poultry processing plants

to develop and implement sanitary operating procedures and other program requirements.

Occupational Safety and Health

Administration (“OSHA”) oversees safety compliance and establishes certain employer responsibilities to help “assure

safe and healthful working conditions”

and keep the workplace free of recognized hazards or practices likely to cause death

or serious injury.

We believe that we are currently in compliance with governmental laws and regulations and that we maintain

the necessary permits and licenses relating to our operations.

date, federal, state, and local environmental laws and regulations, including those relating to the discharge of materials into

the environment, have not had a material effect on our business.

Our processing facilities

and products are subject to continuous inspection by the USDA and/or other federal, state, and local authorities.

The USDA has issued

strict regulations concerning the control of listeria monocytogenes in ready-to-eat meat and poultry products and contamination by food

borne pathogens such as E.

coli and salmonella and implemented a system of regulation known as the Hazard Analysis Critical Control Points

(“HACCP”) program.

The HACCP program requires all meat and poultry processing plants to develop and implement sanitary operating

procedures and other program requirements.

OSHA oversees safety compliance and establishes certain employer responsibilities to help

“assure safe and healthful working conditions” and keep the workplace free of recognized hazards or practices likely to cause

death or serious injury.

We believe that we are currently in compliance with governmental laws and regulations and that we maintain the

necessary permits and licenses relating to our operations.

date, federal, state, and local environmental laws, and regulations, including those relating to the discharge of materials into the

environment, have not had a material effect on our business.

of Key Customers

to Wal-Mart®

comprised 36.9% of revenues in fiscal year 2020 and 19.8% of total accounts receivable was due from Wal-Mart®

as of October 30, 2020.

Sales to Wal-Mart®

comprised 35.7% of revenues in fiscal year 2019 and 31.9% of total accounts receivable

was due from Wal-Mart®

as of November 1, 2019.

Sales to Dollar General®

comprised 13.6% of revenues in fiscal year 2020

and 31.1% of total accounts receivable was due from Dollar General®

as of October 30, 2020.

Sales to Dollar General®

11.1% of revenues in fiscal year 2019 and 21.7% of total accounts receivable was due from Dollar General®

as of November 1,

to Wal-Mart® comprised 35.7% of revenues in fiscal year 2021 and 5.5% of total accounts receivable was due from Wal-Mart® as

of October 29, 2021.

Sales to Wal-Mart® comprised 36.9% of revenues in fiscal year 2020 and 19.8% of total accounts receivable was

due from Wal-Mart® as of October 30, 2020.

Sales to Dollar General® comprised 14.5% of revenues in fiscal year 2021 and 35.9%

of total accounts receivable was due from Dollar General® as of October 29, 2021.

Sales to Dollar General® comprised 13.6% of

revenues in fiscal year 2020 and 31.1% of total accounts receivable was due from Dollar General® as of October 30, 2020.

and Availability of Raw Materials

purchase large quantities of pork, beef, and flour.

These ingredients are generally available from a number of different suppliers

although the availability of these ingredients is subject to seasonal variation.

We build ingredient inventories to take advantage

of downward trends in seasonal prices or anticipated supply limitations.

These ingredients are generally available from a number of different suppliers although

the availability of these ingredients is subject to seasonal variation.

We build ingredient inventories to take advantage of downward

trends in seasonal prices or anticipated supply limitations.

flour purchases are made at market price without contracts.

We also purchase bulk flour under short-term fixed price contracts

at current market prices.

We also purchase bulk flour under short-term fixed price contracts at current

market prices.

The contracts are usually effective for a month or less and are not material to our operations.

contracts are settled within a month’s time and no significant contracts remain open at the close of the reporting period.

We monitor and manage our ingredient costs to help negate volatile daily swings in market prices when possible.

We do not participate

in the commodity futures market or hedging to limit commodity exposure.

continue to monitor the development of the COVID-19 pandemic and its impact on our operations including our supply chain and labor

These contracts are settled

within a month’s time and no significant contracts remain open at the close of the reporting period.

We monitor and manage our

ingredient costs to help negate volatile daily swings in market prices when possible.

We do not participate in the commodity futures

market or hedging to limit commodity exposure.

continue to monitor the development of the COVID-19 pandemic and its impact on our operations including our supply chain and labor force.

The pandemic could potentially cause disruptions to our supply chain.

Global supply may be restricted causing price pressure

on certain ingredients and raw materials used in our products which could disrupt our operations.

We are unable to accurately

predict the uncertainties related to the future course of the COVID-19 pandemic including overall economic stability, the spread,

length and severity of the virus and any future governmental actions.

had 563 employees as of October 30, 2020, approximately 35% of whose employment relationship is governed by collective bargaining

Global supply may be restricted causing price pressure on certain

ingredients and raw materials used in our products which could disrupt our operations.

We are unable to accurately predict the uncertainties

related to the future course of the COVID-19 pandemic including overall economic stability, the spread, length and severity of the virus

and any future governmental actions.

had 699 employees (675 full-time employees) as of October 29, 2021, approximately 47% of whose employment relationship is governed

by collective bargaining agreements.

These agreements currently expire between March 2022 and February 2024.

We believe that our relationship with all

of our employees is favorable and that contracts will be settled favorably.

Officers of the Registrant

names, ages, and positions of all our executive officers as of January 15, 2021 are listed below.

is the nephew of Allan L.

Officers are normally appointed annually by the Board of Directors at their meeting immediately

following the annual meeting of shareholders.

Three executive officers are full-time employees of our company.

worked 50% of full time during fiscal year 2020.

There are no agreements or understandings pursuant to which any of the executive

officers was or is selected to serve as an executive officer.

with our company

President and Chairman of the Executive Committee

and member of the Executive Committee

Financial Officer, Executive Vice President, Treasurer and member of the Executive Committee

We believe that our relationship

with all of our employees is favorable and that contracts will be settled favorably.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business