0001437749-21-010772 | 10-Q | XBRL Viewer

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Document And Entity Information - shares	3 Months Ended
Document And Entity Information - shares	Mar. 31, 2021	Apr. 30, 2021
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	Q1
Document Fiscal Year Focus	2021
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2021
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		43,268,159

Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
CURRENT ASSETS:
Cash and cash equivalents	$ 340,967	$ 67,247
Accounts receivable, net of allowance for doubtful accounts	28,818	18,438
Inventories, net	21,825	19,119
Prepaid expenses	2,496	3,378
Other current assets	1,936	914
Total Current Assets	396,042	109,096
Property, plant and equipment, net	331,371	281,073
Deposits on equipment	3,617	3,710
Operating lease right of use assets	7,557	7,866
Equity method investment	27,658	27,894
Other assets	7,727	4,749
Total Assets	773,972	434,388
CURRENT LIABILITIES:
Accounts payable	30,955	16,452
Accrued expenses	13,570	15,371
Current operating lease liabilities	1,298	1,298
Total Current Liabilities	45,823	33,121
Long term operating lease liabilities	6,753	7,098
Total Liabilities	52,576	40,219
STOCKHOLDERS' EQUITY:
Common stock — voting, $0.001 par value, 200,000 shares authorized, 43,242 issued and 43,228 outstanding on March 31, 2021, and 40,732 issued and 40,718 outstanding on December 31, 2020	43	41
Additional paid-in capital	938,242	600,388
Accumulated deficit	(216,812)	(205,924)
Accumulated other comprehensive income (loss)	179	(80)
Treasury stock, at cost — 14 shares on March 31, 2021 and on December 31, 2020	(256)	(256)
Total Stockholders' Equity	721,396	394,169
Total Liabilities and Stockholders' Equity	$ 773,972	$ 434,388

Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares shares in Thousands	Mar. 31, 2021	Dec. 31, 2020
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)	43,242	40,732
Common stock, outstanding (in shares)	43,228	40,718
Treasury Stock, Shares (in shares)	14	14

Consolidated Statements of Operations and Comprehensive (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
NET SALES	$ 93,414	$ 70,098
COST OF GOODS SOLD	57,099	38,308
GROSS PROFIT	36,315	31,790
SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES	46,033	34,676
LOSS FROM OPERATIONS	(9,718)	(2,886)
OTHER INCOME/(EXPENSES):
Other Income/(Expenses), net	(5)	22
Interest Expense	(901)	(704)
Nonoperating Income (Expense), Total	(906)	(682)
LOSS BEFORE INCOME TAXES	(10,624)	(3,569)
INCOME TAX EXPENSE	16	22
LOSS ON EQUITY METHOD INVESTMENT	(248)	0
LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS	(10,888)	(3,590)
OTHER COMPREHENSIVE INCOME:
Change in foreign currency translation	259	59
TOTAL OTHER COMPREHENSIVE INCOME	259	59
TOTAL COMPREHENSIVE (LOSS)	$ (10,629)	$ (3,531)
NET (LOSS) PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS
-BASIC (in dollars per share)	$ (0.26)	$ (0.10)
-DILUTED (in dollars per share)	$ (0.26)	$ (0.10)
WEIGHTED AVERAGE SHARES OF COMMON STOCK OUTSTANDING USED IN COMPUTING NET (LOSS) PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS
-BASIC (in shares)	41,627	37,444
-DILUTED (in shares)	41,627	37,444

Changes to Statements of 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, 2019	36,162				14
BALANCES at Dec. 31, 2019	$ 36	$ 334,299	$ (202,735)	$ (79)	$ (256)	$ 131,265
Exercise of options to purchase common stock (in shares)	44				0
Exercise of options to purchase common stock	$ 0	403	0	0	$ 0	403
Vesting of restricted stock units (in shares)	65				0
Vesting of restricted stock units	$ 0	(645)	0	0	$ 0	(645)
Share-based compensation expense	$ 0	2,242	0	0	$ 0	2,242
Shares issued in primary offering (in shares)	4,000				0
Shares issued in primary offering	$ 4	252,058	0	0	$ 0	252,062
Foreign Currency Translation	0	0	0	59	0	59
Net loss	$ 0	0	(3,590)	0	$ 0	(3,590)
BALANCES (in shares) at Mar. 31, 2020	40,271				14
BALANCES at Mar. 31, 2020	$ 40	588,357	(206,325)	(20)	$ (256)	381,796
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)	72				0
Exercise of options to purchase common stock	$ 0	714	0	0	$ 0	714
Vesting of restricted stock units (in shares)	23				0
Vesting of restricted stock units	$ 0	(1,529)	0	0	$ 0	(1,529)
Share-based compensation expense	$ 0	6,151	0	0	$ 0	6,151
Shares issued in primary offering (in shares)	2,415				0
Shares issued in primary offering	$ 2	332,518	0	0	$ 0	332,520
Foreign Currency Translation	0	0	0	259	0	259
Net loss	$ 0	0	(10,888)	0	$ 0	(10,888)
BALANCES (in shares) at Mar. 31, 2021	43,242				14
BALANCES at Mar. 31, 2021	$ 43	$ 938,242	$ (216,812)	$ 179	$ (256)	$ 721,396

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (10,888)	$ (3,590)
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities:
Provision for loss/(gains) on accounts receivable	(3)	91
Loss on disposal of equipment	60	2
Share-based compensation	6,080	2,178
Inventory obsolescence	129	118
Depreciation and amortization	7,089	4,453
Amortization of deferred financing costs and loan discount	617	625
Investments in equity method investment	236	0
Changes in operating assets and liabilities:
Accounts receivable	(10,378)	(1,805)
Inventories	(2,835)	(3,581)
Prepaid expenses and other current assets	(140)	10
Operating lease right of use	309	308
Other assets	137	12
Accounts payable	6,248	656
Accrued expenses	(1,801)	(1,692)
Other lease liabilities	(345)	(284)
Net cash flows used in operating activities	(5,485)	(2,501)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of short-term investments	0	(20,000)
Acquisitions of property, plant and equipment, software and deposits on equipment	(49,334)	(34,238)
Net cash flows used in investing activities	(49,334)	(54,238)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from common shares issued in primary offering, net of issuance cost	332,520	252,062
Proceeds from exercise of options to purchase common stock	714	403
Tax withholdings related to net shares settlements of restricted stock units	(1,529)	(645)
Proceeds from borrowings under Credit Facilities	0	20,933
Repayment of borrowings under Credit Facilities	0	(76,000)
Fees paid in connection with financing agreements	(3,166)	0
Net cash flows provided by financing activities	328,539	196,753
NET CHANGE IN CASH AND CASH EQUIVALENTS	273,720	140,014
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR	67,247	9,472
CASH AND CASH EQUIVALENTS, END OF PERIOD	340,967	149,486
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid	208	767
NON-CASH FINANCING AND INVESTING ACTIVITIES:
Property, plant and equipment purchases in accounts payable	$ 19,536	$ 8,672

Note 1 - Nature of the Business and Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block]

Note 1 – Nature of the Business and Summary of Significant Accounting Policies:

Nature of the Business – Freshpet, Inc. (hereafter referred to as “Freshpet”, the “Company”, “we,” "us" or “our”), a Delaware corporation, manufactures and markets natural fresh meals and treats for dogs and cats. The Company’s products are distributed throughout the United States and other international markets, into major retail classes including Grocery (including online), Mass and Club, Pet Specialty, and Natural retail.

Basis of Presentation – The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”). The unaudited consolidated financial statements include the accounts of the Company as well as the Company’s wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The interim unaudited consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements and in accordance with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). In the opinion of management, the interim unaudited financial statements reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of March 31, 2021, the results of its operations and changes to stockholders’ equity for the three months ended March 31, 2021 and 2020, and its cash flows for the three months ended March 31, 2021 and 2020. The results for the three months ended March 31, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, or any other interim periods, or any future year or period. Certain amounts that appear in this report may not add up because of differences due to rounding.

These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes in Item 8 of Part II, “Financial Statements and Supplementary Data,” of our Annual Report on Form 10-K for the year ended December 31, 2020.

Equity method investment – The Company utilizes the equity method to account for investments when the Company possesses the ability to exercise significant influence, but not control, over the operating and financial policies of the investee. The ability to exercise significant influence is presumed when an investor possesses more than 20% of the voting interests of the investee. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is restricted. The Company applies the equity method to investments in common stock and to other investments when such other investments possess substantially identical subordinated interests to common stock. The Company has elected to record its share of equity in income (losses) of equity method investment on a one-quarter lag based on the most recently available financial statements.

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.

Variable interest entities ("VIEs") – In accordance with the applicable accounting guidance for the consolidation of variable interest entities, the Company analyzes its variable interests to determine if an entity in which it has a variable interest is a variable interest entity. The Company's analysis includes both quantitative and qualitative reviews to determine if we must consolidate a variable interest entity as its primary beneficiary.

Estimates and Uncertainties – The preparation of our consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results, as determined at a later date, could differ from those estimates.

Fair Value of Financial Instruments – Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).

The three levels of the fair value hierarchy are as follows:

• Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.

• Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active). Level 2 includes financial instruments that are valued using models or other valuation methodologies.

• Level 3 - Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

The carrying amounts reported in the balance sheets for cash and cash equivalents, short-term investments, 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 March 31, 2021, the Company only maintained Level 1 assets and liabilities.

Trade accounts receivable – The allowance for doubtful accounts is based on the Company's assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, the age of the accounts receivable balances and current economic conditions that may affect a customer's ability to pay.

Restricted Stock Tax Withholdings – To meet payroll tax withholdings obligations arising from the vesting of restricted share units, the Company withheld 10 shares totaling $1,529 for the three months ended March 31, 2021, and withheld 10 shares totaling $644 for the three months ended March 31, 2020.

Debt Issuance Cost – During the first quarter of 2021, as part of the Sixth Amended and Restated Loan and Security Agreement (as amended, the "New Loan Agreement"), the Company incurred an additional $3,166 of fees associated with the debt modification, of which $2,713 of the fees were related to the Delayed Draw Term Loan with the remaining balance relating to the Revolving Loan Facility. The Company also wrote down $485 of fees incurred from the prior credit facilities. The Company’s policy is to record the debt issuance cost related to the Delayed Draw Term Loan, net of debt, for the portion of the Delayed Draw Term Loan that is outstanding, with the remaining amount recorded within assets. As of March 31, 2021, there was $2,996 of debt issuance cost that was recorded to other assets and $773 was recorded to other current assets.

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 - Information about the Company’s net sales by class of retailer is as follows:

Three Months Ended

March 31,

2021

2020

Grocery (including Online), Mass and Club
$ 79,071 $ 60,819

Pet Specialty and Natural
14,342 9,279

Net Sales
$ 93,414 $ 70,098

Recently Adopted Accounting Standards

In January 2020, the FASB issued Accounting Standards Update ("ASU") 2020-01, Investments - Equity Services (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The standard addresses accounting for the transition into and out of the equity method and measurement of certain purchased options and forward contracts to acquire investments. We adopted the requirements of ASU 2020-01 prospectively as of January 1, 2021. The adoption of ASU 2020-01 did not have a significant impact on our consolidated financial statements.

Note 2 - Inventories

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Inventory Disclosure [Text Block]

Note 2 – Inventories:

	*March 31,*			*December 31,*
	*2021*			*2020*
Raw Materials and Work in Process	$	9,163		$	9,347
Packaging Components Material		2,442			1,872
Finished Goods		10,744			8,365
		22,349			19,584
Reserve for Obsolete Inventory		(524	)		(465	)
Inventories, net	$	21,825		$	19,119

Note 3 - Property, Plant and Equipment

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Property, Plant and Equipment Disclosure [Text Block]

Note 3 – Property, Plant and Equipment:

	*March 31,*			*December 31,*
	*2021*			*2020*
Refrigeration Equipment	$	111,536		$	107,703
Machinery and Equipment		115,613			106,176
Building, Land, and Improvements		103,850			101,786
Furniture and Office Equipment		5,883			5,687
Leasehold Improvements		1,314			1,301
Automotive Equipment		65			160
Construction in Progress		85,671			44,497
		423,931			367,310
Less: Accumulated Depreciation		(92,560	)		(86,237	)
Property, plant and equipment, net	$	331,371		$	281,073

Depreciation expense related to property, plant and equipment totaled $6,585 for the three months ended March 31, 2021, of which $3,800 was recorded to cost of goods sold for the three months ended March 31, 2021, with the remainder of depreciation and amortization expense recorded to selling, general and administrative expense.

Depreciation expense related to property, plant and equipment totaled $4,373 for the three months ended March 31, 2020, of which $1,744 was recorded to cost of goods sold for the three months ended March 31, 2020, with the remainder of depreciation and amortization expense recorded to selling, general and administrative expense.

Note 4 - Accrued Expenses

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block]

Note 4 – Accrued Expenses:

	*March 31,*		*December 31,*
	*2021*		*2020*
Accrued Compensation and Employee Related Costs		5,321		8,185
Accrued Chiller Cost		2,151		2,049
Accrued Customer Consideration		626		502
Accrued Freight		1,596		1,002
Accrued Production Expenses		823		705
Accrued Marketing		432		684
Accrued Corporate Expenses		1,581		1,629
Other Accrued Expenses		1,040		615
Accrued expenses	$	13,570	$	15,371

Note 5 - Debt

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Debt Disclosure [Text Block]

Note 5 – Debt:

On February 19, 2021, the Company entered into the New Loan Agreement, which amended and restated in full the Company’s Fifth Amended and Restated Loan and Security Agreement, dated as of April 17, 2020. The New Loan Agreement provides for a $350,000 senior secured credit facility (the "New Credit Facility"), encompassing a $300,000 delayed draw term loan facility (the "Delayed Draw Facility") and a $50,000 revolving loan facility (the "Revolving Loan Facility"), which replaces the Company's prior $130,000 delayed draw term loan facility and $35,000 revolving loan facility.

The New Credit Facility matures on February 19, 2026 and borrowings thereunder bear interest at variable rates depending on the Company's election, either at a base rate or at LIBOR (or a comparable successor rate if LIBOR no longer exists), in each case, plus an applicable margin. Subject to the Company's leverage ratio, the applicable margin varies between 0.75% and 2.25% for base rate loans and 1.75% and 3.25% for LIBOR loans. The Company has the option to borrow term loans under the Delayed Draw Facility ("Delayed Draw Term Loans") until August 19, 2023, subject to certain conditions. Commencing on August 19, 2022, the amount of any outstanding Delayed Draw Term Loans shall be repayable in equal consecutive quarterly installments equal to 1/28th of the total single term loan ("the Initial Combined Delayed Draw Term Loan"). Commencing on August 19, 2023, the amount of any outstanding Delayed Draw Term Loans, combined with the Initial Combined Delayed Draw Term Loan, shall be repayable in equal consecutive quarterly installments equal to 1/28th of the outstanding Delayed Draw Term Loans and the remainder shall be due and payable on February 19, 2026.

Borrowings under the New Credit Facility are secured by substantially all of the Company's and certain of its subsidiaries' assets. The New Loan Agreement requires compliance with various covenants customary for agreements of this type, including financial covenants and negative covenants that limit, among other things, the Company's ability to incur additional debt, create or incur liens, engage in mergers or consolidations, sell, transfer or otherwise dispose of assets, make voluntary prepayments to subordinated debt, permit a change of control, pay dividends or distributions, make investments, and enter into certain transactions with affiliates. The New Loan Agreement also includes events of default customary for agreements of this type.

As of March 31, 2021, the Company had no debt outstanding under the Credit Facility.

In connection with entering into the New Credit Facility, the Company incurred $3,166 of debt issuance cost, which is capitalized on the balance sheet and amortized over the life of the New Credit Facility, and wrote off $485 of fees incurred from the prior credit facilities.

As of March 31, 2021, there was $3,769 of debt issuance cost from the New Credit Facility as well as fees incurred from the prior credit facilities.

Note 6 - Leases

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Lessee, Operating Leases [Text Block]

Note 6 – Leases:

We have various noncancelable lease agreements for office and warehouse space, as well as office equipment, with original remaining lease terms of two years to nine years, some of which include an option to extend the lease term for up to five years. Because the Company is not reasonably certain to exercise these renewal options, the options are not considered in determining the lease term and associated potential option payments are excluded from lease payments. The Company’s leases generally do not include termination options for either party to the lease or restrictive financial or other covenants.

Weighted-average remaining lease term (in years) and discount rate related to operating leases were as follows:

Weighted-average remaining lease term			5.20
Weighted-average discount rate			6.14	%

As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date to determine the present value of lease payments.

Maturities of lease liabilities under noncancelable operating leases as of March 31, 2021 were as follows:

Operating Lease Obligations	*March 31, 2021*
2021 (a)	$	1,326
2022		1,768
2023		1,802
2024		1,511
2025 and beyond		2,786
Total lease payments	$	9,193
Less: Imputed interest		(1,108	)
Present value of lease liabilities	$	8,084

(a)

Excluding the three months ended March 31, 2021.

A summary of rent expense for the three months ended March 31, 2021 and 2020 was as follows:

	*For the Three Months Ended*
	*March 31,*
	*2021*		*2020*
Operating lease cost	$	447	$	452

Supplemental cash flow information and non-cash activity relating to operating leases are as follows:

	*For the Three Months Ended*
	*March 31,*
	*2021*		*2020*
Operating cash flow information:
Cash paid for amounts included in the measurement of lease liabilities	$	434	$	284

Note 7 - Equity Incentive Plans

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Share-based Payment Arrangement [Text Block]

Note 7 – Equity Incentive Plans:

Total compensation cost for share-based payments recognized for the three months ended March 31, 2021 and 2020 is $6,151 and $2,242, respectively. During the three months ended March 31, 2021, 34 and 37 service period stock options and performance stock options, respectively, were exercised. During the three months ended March 31, 2021, 30 service period restricted stock units were granted at a weighted average grant-date fair market value of $155.06. During the three months ended March 31, 2021, 33 service period restricted stock units vested.

Note 8 - Earnings Per Share Attributable to Common Stockholders

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Earnings Per Share [Text Block]

Note 8 – Earnings Per Share Attributable to Common Stockholders:

Basic net (loss) per share of common stock is calculated by dividing net (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted net (loss) per share of common stock is computed by giving effect to all potentially dilutive securities.

For the three months ended March 31, 2021 and 2020, there were no adjustments between net loss and net loss attributable to common stockholders.

The potentially dilutive securities are as follows:

	*Three Months Ended*
	*March 31,*
	*2021*		*2020*
Service Period Stock Options		1,318		1,356
Restricted Stock Units		199		242
Performance Stock Options		961		34
Total		2,478		1,632

For the three months ended March 31, 2021 and 2020, diluted net loss per share of common stock is the same as basic net loss per share of common stock, due to the fact that potentially dilutive securities would have an antidilutive effect as the Company incurred a net loss during such period.

Note 9 - Concentrations

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Concentration Risk Disclosure [Text Block]

Note 9 – Concentrations:

Concentration of Credit Risk—The Company maintains its cash balances in financial institutions that are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250 each. At times, such balances may be in excess of the FDIC insurance limit.

Note 10 - Commitments and Contingencies

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

Note 10 – Commitments and Contingencies:

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 of these claims or proceedings, most of which are covered by insurance, are expected to have a material adverse effect on our business, financial condition, results of operations or cash flows. However, a significant increase in the number of these claims or an increase in amounts owing under successful claims could materially and adversely affect our business, financial condition, results of operations or cash flows.

Note 11 - Subsequent Events

3 Months Ended

Mar. 31, 2021

Notes to Financial Statements

Subsequent Events [Text Block]

Note 11 – Subsequent Events:

The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued for recognitions or disclosures.

The Company did not identify any recognized or unrecognized subsequent events that have required adjustment or disclosure in the financial statements.

Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2021

Accounting Policies [Abstract]

Nature of the Business [Policy Text Block]

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation – The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”). The unaudited consolidated financial statements include the accounts of the Company as well as the Company’s wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The interim unaudited consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements and in accordance with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). In the opinion of management, the interim unaudited financial statements reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of March 31, 2021, the results of its operations and changes to stockholders’ equity for the three months ended March 31, 2021 and 2020, and its cash flows for the three months ended March 31, 2021 and 2020. The results for the three months ended March 31, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, or any other interim periods, or any future year or period. Certain amounts that appear in this report may not add up because of differences due to rounding.

These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes in Item 8 of Part II, “Financial Statements and Supplementary Data,” of our Annual Report on Form 10-K for the year ended December 31, 2020.

Equity Method Investments [Policy Text Block]

Equity method investment – The Company utilizes the equity method to account for investments when the Company possesses the ability to exercise significant influence, but not control, over the operating and financial policies of the investee. The ability to exercise significant influence is presumed when an investor possesses more than 20% of the voting interests of the investee. This presumption may be overcome based on specific facts and circumstances that demonstrate that the ability to exercise significant influence is restricted. The Company applies the equity method to investments in common stock and to other investments when such other investments possess substantially identical subordinated interests to common stock. The Company has elected to record its share of equity in income (losses) of equity method investment on a one-quarter lag based on the most recently available financial statements.

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.

Consolidation, Policy [Policy Text Block]

Variable interest entities ("VIEs") – In accordance with the applicable accounting guidance for the consolidation of variable interest entities, the Company analyzes its variable interests to determine if an entity in which it has a variable interest is a variable interest entity. The Company's analysis includes both quantitative and qualitative reviews to determine if we must consolidate a variable interest entity as its primary beneficiary.

Use of Estimates, Policy [Policy Text Block]

Estimates and Uncertainties – The preparation of our consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results, as determined at a later date, could differ from those estimates.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value of Financial Instruments – Financial Accounting Standards Board (“FASB”) guidance specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement).

The three levels of the fair value hierarchy are as follows:

	•	Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 1 primarily consists of financial instruments whose value is based on quoted market prices such as exchange-traded instruments and listed equities.
	•	Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly (e.g., quoted prices of similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in markets that are not active). Level 2 includes financial instruments that are valued using models or other valuation methodologies.
	•	Level 3 - Unobservable inputs for the asset or liability. Financial instruments are considered Level 3 when their fair values are determined using pricing models, discounted cash flows or similar techniques and at least one significant model assumption or input is unobservable.

The carrying amounts reported in the balance sheets for cash and cash equivalents, short-term investments, 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 March 31, 2021, the Company only maintained Level 1 assets and liabilities.

Receivable [Policy Text Block]

Trade accounts receivable – The allowance for doubtful accounts is based on the Company's assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as historical experience, credit quality, the age of the accounts receivable balances and current economic conditions that may affect a customer's ability to pay.

Restricted Stock Tax Withholdings [Policy Text Block]

Restricted Stock Tax Withholdings – To meet payroll tax withholdings obligations arising from the vesting of restricted share units, the Company withheld 10 shares totaling $1,529 for the three months ended March 31, 2021, and withheld 10 shares totaling $644 for the three months ended March 31, 2020.

Debt Issuance Cost [Policy Text Block]

Debt Issuance Cost – During the first quarter of 2021, as part of the Sixth Amended and Restated Loan and Security Agreement (as amended, the "New Loan Agreement"), the Company incurred an additional $3,166 of fees associated with the debt modification, of which $2,713 of the fees were related to the Delayed Draw Term Loan with the remaining balance relating to the Revolving Loan Facility. The Company also wrote down $485 of fees incurred from the prior credit facilities. The Company’s policy is to record the debt issuance cost related to the Delayed Draw Term Loan, net of debt, for the portion of the Delayed Draw Term Loan that is outstanding, with the remaining amount recorded within assets. As of March 31, 2021, there was $2,996 of debt issuance cost that was recorded to other assets and $773 was recorded to other current assets.

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 - Information about the Company’s net sales by class of retailer is as follows:

	*Three Months Ended*
	*March 31,*
	*2021*		*2020*
Grocery (including Online), Mass and Club	$	79,071	$	60,819
Pet Specialty and Natural		14,342		9,279
Net Sales	$	93,414	$	70,098

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Adopted Accounting Standards

In January 2020, the FASB issued Accounting Standards Update ("ASU") 2020-01, Investments - Equity Services (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The standard addresses accounting for the transition into and out of the equity method and measurement of certain purchased options and forward contracts to acquire investments. We adopted the requirements of ASU 2020-01 prospectively as of January 1, 2021. The adoption of ASU 2020-01 did not have a significant impact on our consolidated financial statements.

Note 1 - Nature of the Business and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Disaggregation of Revenue [Table Text Block]

	*Three Months Ended*
	*March 31,*
	*2021*		*2020*
Grocery (including Online), Mass and Club	$	79,071	$	60,819
Pet Specialty and Natural		14,342		9,279
Net Sales	$	93,414	$	70,098

Note 2 - Inventories (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	*March 31,*			*December 31,*
	*2021*			*2020*
Raw Materials and Work in Process	$	9,163		$	9,347
Packaging Components Material		2,442			1,872
Finished Goods		10,744			8,365
		22,349			19,584
Reserve for Obsolete Inventory		(524	)		(465	)
Inventories, net	$	21,825		$	19,119

Note 3 - Property, Plant and Equipment (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Property, Plant and Equipment [Table Text Block]

	*March 31,*			*December 31,*
	*2021*			*2020*
Refrigeration Equipment	$	111,536		$	107,703
Machinery and Equipment		115,613			106,176
Building, Land, and Improvements		103,850			101,786
Furniture and Office Equipment		5,883			5,687
Leasehold Improvements		1,314			1,301
Automotive Equipment		65			160
Construction in Progress		85,671			44,497
		423,931			367,310
Less: Accumulated Depreciation		(92,560	)		(86,237	)
Property, plant and equipment, net	$	331,371		$	281,073

Note 4 - Accrued Expenses (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Accrued Liabilities [Table Text Block]

	*March 31,*		*December 31,*
	*2021*		*2020*
Accrued Compensation and Employee Related Costs		5,321		8,185
Accrued Chiller Cost		2,151		2,049
Accrued Customer Consideration		626		502
Accrued Freight		1,596		1,002
Accrued Production Expenses		823		705
Accrued Marketing		432		684
Accrued Corporate Expenses		1,581		1,629
Other Accrued Expenses		1,040		615
Accrued expenses	$	13,570	$	15,371

Note 6 - Leases (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Lease, Cost [Table Text Block]

Weighted-average remaining lease term			5.20
Weighted-average discount rate			6.14	%

	*For the Three Months Ended*
	*March 31,*
	*2021*		*2020*
Operating lease cost	$	447	$	452

	*For the Three Months Ended*
	*March 31,*
	*2021*		*2020*
Operating cash flow information:
Cash paid for amounts included in the measurement of lease liabilities	$	434	$	284

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

Operating Lease Obligations	*March 31, 2021*
2021 (a)	$	1,326
2022		1,768
2023		1,802
2024		1,511
2025 and beyond		2,786
Total lease payments	$	9,193
Less: Imputed interest		(1,108	)
Present value of lease liabilities	$	8,084

Note 8 - Earnings Per Share Attributable to Common Stockholders (Tables)

3 Months Ended

Mar. 31, 2021

Notes Tables

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	*Three Months Ended*
	*March 31,*
	*2021*		*2020*
Service Period Stock Options		1,318		1,356
Restricted Stock Units		199		242
Performance Stock Options		961		34
Total		2,478		1,632

Note 1 - Nature of the Business and Summary of Significant Accounting Policies (Details Textual) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Payment, Tax Withholding, Share-based Payment Arrangement	$ 1,529	$ 645
Credit Facility [Member]
Debt Issuance Costs, Net, Total	3,166
Credit Facility [Member] \| Other Assets [Member]
Debt Issuance Costs, Net, Total	2,996
Credit Facility [Member] \| Other Current Assets [Member]
Debt Issuance Costs, Net, Total	773
Credit Facility [Member] \| Draw Term Loan [Member]
Debt Issuance Costs, Net, Total	2,713
Credit Facility [Member] \| Revolving Credit Facility [Member]
Debt Issuance Costs, Net, Total	3,166
Draw Term Loan [Member]
Amortization of Debt Issuance Costs	$ 485
Restricted Stock Units (RSUs) [Member]
Share-based Payment Arrangement, Shares Withheld for Tax Withholding Obligation (in shares)	10	10
Payment, Tax Withholding, Share-based Payment Arrangement	$ 1,529	$ 644

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
	Mar. 31, 2021	Mar. 31, 2020
Net Sales	$ 93,414	$ 70,098
Grocery (including Online), Mass and Club [Member]
Net Sales	79,071	60,819
Pet Specialty and Natural [Member]
Net Sales	$ 14,342	$ 9,279

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 32
-Subparagraph (b)
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Note 2 - Inventories - Summary of Inventories (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Raw Materials and Work in Process	$ 9,163	$ 9,347
Packaging Components Material	2,442	1,872
Finished Goods	10,744	8,365
Inventory, Gross, Total	22,349	19,584
Reserve for Obsolete Inventory	(524)	(465)
Inventories, net	$ 21,825	$ 19,119

Note 3 - Property, Plant and Equipment (Details Textual) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Depreciation, Depletion and Amortization, Total	$ 6,585	$ 4,373
Cost of Sales [Member]
Depreciation, Depletion and Amortization, Total	$ 3,800	$ 1,744

Note 3 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020
Property, plant and equipment, gross	$ 423,931		$ 367,310
Less: Accumulated Depreciation	(92,560)		(86,237)
Property, plant and equipment, net	331,371	$ 281,073	281,073
Refrigeration Equipment [Member]
Property, plant and equipment, gross	111,536		107,703
Machinery and Equipment [Member]
Property, plant and equipment, gross	115,613		106,176
Land, Buildings and Improvements [Member]
Property, plant and equipment, gross	103,850		101,786
Furniture and Office Equipment [Member]
Property, plant and equipment, gross	5,883		5,687
Leasehold Improvements [Member]
Property, plant and equipment, gross	1,314		1,301
Automotive Equipment [Member]
Property, plant and equipment, gross	65		160
Construction in Progress [Member]
Property, plant and equipment, gross	$ 85,671		$ 44,497

Note 4 - Accrued Expenses - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Accrued Compensation and Employee Related Costs	$ 5,321	$ 8,185
Accrued Chiller Cost	2,151	2,049
Accrued Customer Consideration	626	502
Accrued Freight	1,596	1,002
Accrued Production Expenses	823	705
Accrued Marketing	432	684
Accrued Corporate Expenses	1,581	1,629
Other Accrued Expenses	1,040	615
Accrued expenses	$ 13,570	$ 15,371

Note 5 - Debt (Details Textual) - USD ($) $ in Thousands		3 Months Ended
Note 5 - Debt (Details Textual) - USD ($) $ in Thousands	Apr. 17, 2020	Mar. 31, 2021	May 15, 2019
Unamortized Debt Issuance Expense		$ 3,769
Credit Facility [Member]
Debt Agreement, Maximum Borrowing Capacity	$ 350,000
Long-term Debt, Total		0
Debt Issuance Costs, Net, Total		3,166
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] \| London Interbank Offered Rate (LIBOR) [Member] \| Minimum [Member]
Debt Instrument, Basis Spread on Variable Rate	1.75%
Credit Facility [Member] \| London Interbank Offered Rate (LIBOR) [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	$ 50,000		$ 35,000
Debt Issuance Costs, Net, Total		3,166
Credit Facility [Member] \| Draw Term Loan [Member]
Long-term Debt, Total	$ 300,000		$ 130,000
Debt Issuance Costs, Net, Total		2,713
Draw Term Loan [Member]
Amortization of Debt Issuance Costs		$ 485

Note 6 - Leases (Details Textual)	Mar. 31, 2021
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)	9 years

Note 6 - Leases - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Weighted-average remaining lease term (Year)	5 years 2 months 12 days
Weighted-average discount rate	6.14%
Operating lease cost	$ 447	$ 452
Cash paid for amounts included in the measurement of lease liabilities	$ 434	$ 284

Note 6 - Leases - Maturities of Lease Liabilities (Details)
$ in Thousands

Mar. 31, 2021

USD ($)

2021 (a)

$ 1,326

^[1]

1,768

1,802

1,511

2,786

9,193

Less: Imputed interest

(1,108)

Present value of lease liabilities

$ 8,084

[1]	Excluding the three months ended March 31, 2021.

Note 7 - Equity Incentive Plans (Details Textual) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount, Total	$ 6,151	$ 2,242
Service Period Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period (in shares)	34
Performance Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period (in shares)	37
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)	30
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)	$ 155.06
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares)	33

Note 8 - 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
	Mar. 31, 2021	Mar. 31, 2020
Antidilutive Securities (in shares)	2,478	1,632
Service Period Stock Options [Member]
Antidilutive Securities (in shares)	1,318	1,356
Restricted Stock Units (RSUs) [Member]
Antidilutive Securities (in shares)	199	242
Performance Stock Options [Member]
Antidilutive Securities (in shares)	961	34

Note 9 - Concentrations (Details Textual) $ in Thousands	Mar. 31, 2021 USD ($)
Cash, FDIC Insured Amount	$ 250