Mama's Creations, Inc. 10-Q

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The following management's discussion and analysis should be read in conjunction with our annual report on Form 10-K for the fiscal year ended January 31, 2026, the Condensed Consolidated Financial Statements and notes thereto contained in this report, as well as our subsequent reports on Form 10-Q and Form 8-K and any amendments to such reports. Overview Mama’s Creations, Inc. is a leading marketer, manufacturer, and distributor of fresh deli prepared foods, found in over 12,000 grocery, mass, club and convenience stores nationally. The Company’s broad product portfolio, born from MamaMancini’s rich history in Italian foods, now consists of a variety of high-quality, fresh, clean and easy-to-prepare foods to address the needs of both our consumers and retailers. Our vision is to become a one-stop-shop deli solutions platform, leveraging vertical integration and a diverse family of brands to offer a wide array of prepared foods to meet the changing demands of the modern consumer. Recent Trends We continue to monitor commodity costs so that we can purchase ingredients, packaging and other materials required for production. A variety of other factors may impact the cost and availability of raw materials. Although almost all our inputs are sourced domestically and our manufacturing facilities are all in the United States, we continue to expect that recent tariff volatility will have a limited and manageable impact on the Company. We address commodity costs primarily through competitive sourcing procedures and manufacturing and overhead cost control. While certain ingredient costs have recently declined, we continue to face higher fuel and freight expenses as well as rising labor costs, all of which have negatively impacted profitability. The Company looks to offset rising costs through increased efficiencies and price increases to our customers. Market dynamics, promotional incentives, or other factors may cause our pricing actions to lag changes in supply and commodity costs. 24 Table of Contents CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this report are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Exchange Act. The forward-looking statements involve substantial risks and uncertainties. All statements, other than statements related to present facts or current conditions or of historical facts, contained in this report, including statements regarding our strategy, future operations, future financial position, future revenues, and projected costs, prospects, plans and objectives of management, are forward-looking statements. Accordingly, these statements involve estimates, assumptions and uncertainties which could cause actual results to differ materially from those expressed in them. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “ongoing,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” or the negative of these terms or other comparable terminology are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements are not guarantees of future performance, and our actual results could differ materially from the results discussed in the forward-looking statements. Factors that could cause actual results to differ materially from those in the forward-looking statements include: • the adequacy of our liquidity to pursue our business objectives; • reliance on a limited number of customers; • pricing pressures in the market and lack of control over the pricing of raw materials and freight; • adverse economic conditions or intense competition; • entry of new competitors and products; • adverse federal, state and local government regulation (including, but not limited to, the Food and Drug Administration); • liability related to the consumption of our products; • supply chain disruptions due to global economic uncertainty, weather, natural disaster, fire, terrorism, pandemic, strikes, or otherwise; • loss or retirement of key executives, including prior to identifying a successor; • ability to secure placement of our products in key retail locations; • maintenance of quality control; • ability to timely realize the expected benefits of recent acquisitions and unanticipated or higher than anticipated integration expenses; • wage and price inflation; and • issues related to the enforcement of our intellectual property rights. For more information regarding these risks and uncertainties as well as certain additional risks that we face, you should refer to “Item 1A. Risk Factors” in our most recent Annual Report on Form 10-K, and to subsequent reports filed from time to time with the SEC. We caution you not to place undue reliance on these forward-looking statements, which are current only as of the date on which we issued this report. We do not intend to, and we disclaim any duty or obligation to, update or revise any forward-looking statements to reflect new information or future events or for any other reason. 25 Table of Contents Results of Operations for the Three Months Ended July 31, 2026 and 2025 The following table sets forth the summary of the Condensed Consolidated Statements of Operations for the three months ended July 31, 2026 and 2025 (in thousands): For the Three Months Ended July 31, 2026 July 31, 2025 Net sales $ 54,582 $ 35,203 Costs of sales 41,505 26,432 Gross Profit 13,077 8,771 Operating Expenses 10,085 7,071 Other Income (expense), net 312 (55) Income Tax Expense (739) (368) Net Income $ 2,565 $ 1,277 For the three months ended July 31, 2026 and 2025, the Company reported net income of approximately $2.6 million and $1.3 million, respectively. The change in net income between the three months ended July 31, 2026 and 2025 is due to the changes in net sales, costs of sales and operating expenses described below. Net sales: Net Sales increased by approximately 55%, to $54.6 million, during the three months ended July 31, 2026, from $35.2 million during the three months ended July 31, 2025. The increase in sales is primarily due to increased velocities of existing items driven by new marketing and trade programs, the introduction of new products into existing customers, new customers, and the acquisition of the Crown 1 business in September 2025. Costs of sales: Costs of sales increased by approximately 57%, to $41.5 million, or 76% of Net Sales, during the three months ended July 31, 2026, from $26.4 million, or 75% of Net Sales, during the three months ended July 31, 2025. The increase in costs of sales is due to higher sales, partially offset by increased operational efficiencies resulting from increased overhead, labor and procurement efficiencies. Gross Profit Margin: The gross profit margin was 24% and 25% of Net Sales for the three months ended July 31, 2026 and 2025, respectively. The year-over-year margin rate change was primarily driven by increased labor and overhead associated with new product launches, as well as increased promotional activity to support new customers and new product introductions. Operating Expenses: Operating expenses increased approximately $3.0 million during the three months ended July 31, 2026, as compared to the three months ended July 31, 2025. The change in total operating expenses are primarily attributable to the following: • Payroll and Related Expenses, inclusive of stock-based compensation, increased by approximately $1.3 million, primarily related to new hires and variable compensation arrangements; • Commission and royalty expenses increased by approximately $0.7 million due to increased sales. • Freight-related expenses increased by approximately $0.6 million mainly due to increased sales; • Other operating expenses increased by approximately $0.3 million due to additional software and EDI-related expenses, travel, and office expenses; • Insurance-related expenses increased by approximately $0.2 million, primarily due to the growth of the Company; and • Professional fees decreased by approximately $0.1 million, primarily due to lower corporate activity. Other Income, net: Other income, net increased by approximately $367 thousand, to $312 thousand, for the three months ended July 31, 2026, as compared to an expense of $55 thousand for the three months ended July 31, 2025. The increase is primarily due to higher interest income, which is due to a higher average cash balance in the current year period . 26 Table of Contents Results of Operations for the Six Months Ended July 31, 2026 and 2025 The following table sets forth the summary of the Condensed Consolidated Statements of Operations for the six months ended July 31, 2026 and 2025 (in thousands): For the Six Months Ended July 31, 2026 July 31, 2025 Net Sales $ 107,348 $ 70,458 Costs of Sales 81,844 52,503 Gross Profit 25,504 17,955 Operating Expenses 19,848 14,677 Other Income (expense), net 282 (116) Income Tax Expense (1,316) (648) Net Income $ 4,622 $ 2,514 For the six months ended July 31, 2026 and 2025, the Company reported net income of approximately $4.6 million and $2.5 million, respectively. The change in net income between the six months ended July 31, 2026 and 2025 is due to the changes in net sales, costs of sales and operating expenses described below. Net sales: Net Sales increased by approximately 52%, to $107.3 million, during the six months ended July 31, 2026, from $70.5 million during the six months ended July 31, 2025. The increase in sales is primarily due to volume gains, which were driven by new products sold into existing customers, successful trade and marketing promotions, which drove velocity acceleration of existing products, and initial entry into new customers, as well as the acquisition of the Crown 1 business in September 2025. Costs of sales: Costs of sales increased by approximately 56%, to $81.8 million, or 76% of Net Sales, during the six months ended July 31, 2026, from $52.5 million, or 75% of Net Sales, during the six months ended July 31, 2025. The increase in costs of sales is due to higher sales volume, partially offset by increased operational efficiencies driven by increased overhead, labor, and procurement efficiencies. Gross Profit Margin: The gross profit margin was 24% and 25% for the six months ended July 31, 2026 and 2025, respectively. The year-over-year margin rate change was driven by increased promotional activity to support new customers and new product introductions as well as increased commodity costs, partially offset by overhead, labor and procurement efficiencies. Operating Expenses: Operating expenses increased approximately $5.2 million during the six months ended July 31, 2026, as compared to the six months ended July 31, 2025. The change in total operating expenses is primarily attributable to the following: • Payroll and Related Expenses, inclusive of stock-based compensation, increased by approximately $2.0 million, primarily related to new hires and variable compensation arrangements; • Freight-related expenses increased by approximately $1.3 million primarily due to increased sales; • Commission and royalty expenses increased by approximately $0.9 million due to increased sales; • Other operating expenses increased by approximately $641 thousand due to additional travel, IT, and office expenses; • Insurance-related expenses increased by approximately $399 thousand, primarily due to the growth of the Company; and • Advertising expenses decreased by approximately $172 thousand due to new marketing strategies and increased investment in trade promotions. Other Income, net: Other income, net increased by approximately $398 thousand, to $282 thousand, for the six months ended July 31, 2026, as compared to an expense of $116 thousand for the six months ended July 31, 2025. The increase is primarily due to higher interest income, which is due to a higher cash and cash equivalents balance . 27 Table of Contents Liquidity and Capital Resources We finance our operations with internally generated funds, supplemented by credit arrangements with third parties and, potentially, capital market financing. Working Capital The following table summarizes total current assets, liabilities and working capital at July 31, 2026 compared to January 31, 2026 (in thousands): July 31, 2026 January 31, 2026 Change Current Assets $ 163,816 $ 45,081 $ 118,735 Current Liabilities 23,637 20,771 2,866 Working Capital $ 140,179 $ 24,310 $ 115,869 As of July 31, 2026, we had working capital of approximately $140.2 million as compared to working capital of approximately $24.3 million as of January 31, 2026. The increase in working capital is primarily attributable to an increase of cash and cash equivalents of app roximately $118.7 million, which was primarily driven by the July 2026 capital raise and cash flows generated from operations. Cash Flows The following table summarizes the key components of our cash flows for the six months ended July 31, 2026 and 2025 (in thousands); For the Six Months Ended July 31, 2026 2025 Net Cash Provided by Operating Activities $ 11,896 $ 4,334 Net Cash Used in Investing Activities (1,089) (1,053) Net Cash Provided by (Used in) Financing Activities 107,859 (1,047) Net Increase in Cash 118,666 2,234 Cash and cash equivalents, beginning of period 19,951 7,150 Cash and cash equivalents, end of period $ 138,617 $ 9,384 Operating activities Net cash provided by operating activities for the six months ended July 31, 2026 was approximately $11.9 million, which consisted of net income of approximately $4.6 million, non-cash expenses of approximately $5.3 million, and a net positive change in operating assets and liabilities of approximately $1.9 million. Net cash provided by operating activities for the six months ended July 31, 2025 was approximately $4.3 million, which consisted of net income of approximately $2.5 million, non-cash expenses of approximately $2.9 million, and a net negative change in operating assets and liabilities of approximately $1.0 million. Investing activities Net cash used in investing activities for the six months ended July 31, 2026 was approximately $1.1 million and consisted of purchases of fixed assets. Net cash used in investing activities for the six months ended July 31, 2025 was approximately $1.1 million and consisted of purchases of fixed assets. Financing activities Net cash provided by financing activities for the six months ended July 31, 2026 was approximately $107.9 million and primarily consisted of proceeds from the sale of common stock of approximately $108.6 million, net of offering expenses. 28 Table of Contents Net cash used in financing activities for the six months ended July 31, 2025 was approximately $1.0 million and consisted of approximately $0.9 million of payments of debt and approximately $0.2 million of payments on finance leases. Credit Facility & Indebtedness As of July 31, 2026, we had no borrowings outstanding under the revolving line of credit available under our Credit Agreement and approximately $5.0 million outstanding under our Crown Note with M&T. The Crown Note ha s a maturity date of October 1, 2030. We also have operating leases for offices and other facilities used for our operations and finance leases comprised primarily of machinery and equipment leases, as discussed in Item 1. Note 11. Liquidity and Capital Requirements Outlook Although the expected revenue growth and control of expenses lead management to believe that it is probable that the Company’s cash resources will be sufficient to meet its cash requirements through at least the next twelve months, based on current and projected levels of operations, the Company may require additional funding to finance growth or achieve its strategic objectives. If such financing is required, there can be no assurance that financing will be available in amounts or on terms acceptable to the Company, if at all. In the event funding is not available on reasonable terms, the Company might be required to change its growth strategy and/or seek funding on an alternative basis, but there is no guarantee it will be able to do so. Critical Accounting Estimates There have been no material changes to the critical accounting estimates previously described in our Form 10-K for the fiscal year ended January 31, 2026. Item 3. Quantitative and Qualitative Disclosures About Market Risk. There have been no material changes to our quantitative or qualitative disclosures previously disclosed in Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk of our Annual Report on Form 10-K for the fiscal year ended January 31, 2026.