BRIDGFORD FOODS CORP

Bridgford Foods Corporation operates in the frozen and snack food products industry within the United States, manufacturing, marketing, and distributing an extensive line of frozen and snack food products. The company has not been involved in any bankruptcy, receivership, or similar proceedings since inception and has not been party to any merger, acquisition, or disposed of any material amounts of assets during the past five years other than the sale of real property located at 170 N. Green Street in Chicago in June 2022. The frozen food products division serves both food service and retail customers, while the snack food products division sells through customer-owned distribution centers and a direct-store-delivery network. The company faces competition from national, regional, and local producers and distributors of refrigerated, frozen and non-refrigerated snack food products, with several competitors being large companies with substantially greater financial and marketing resources.

The company's principal competitors include national, regional, and local producers and distributors of refrigerated, frozen and non-refrigerated snack food products, with several competitors being large companies with substantially greater financial and marketing resources than Bridgford. The company believes its products compete favorably based on innovation, high quality, and consistency. Sales to Wal-Mart comprised 33.5% ¹ of revenues in fiscal year 2025 and 8.2% ² of total accounts receivable was due from Wal-Mart as of October 31, 2025. Sales to Dollar General comprised 14.2% ³ of revenues in fiscal year 2025 and 28.8% ⁴ of total accounts receivable was due from Dollar General as of October 31, 2025. Members of the Bridgford family beneficially own, in the aggregate, approximately 80% ⁵ of the company's outstanding stock.

Bridgford generates revenue through the manufacturing, marketing, and distribution of frozen and snack food products across the United States. The company sells approximately 130 ⁶ unique frozen food products through approximately 820 ⁷ wholesalers, cooperatives, and distributors, and approximately 180 ⁸ different snack food items through customer-owned distribution centers and a direct-store-delivery network serving approximately 19,000 ⁹ supermarkets, mass merchandise, and convenience retail stores located in all 50 states. The company's frozen food products division serves both food service and retail customers, while the snack food products division utilizes direct delivery to customer warehouses or direct-store-delivery to retail locations. The company also produces private label products, with a shift toward producing more private label products during fiscal year 2025 due to increased consumer demand for more affordable non-branded productions.

The frozen food products segment accounted for 25% ¹⁰ of consolidated sales in fiscal year 2025 and 26% ¹¹ in fiscal year 2024. This segment sells approximately 130 ¹² unique frozen food products through approximately 820 ¹³ wholesalers, cooperatives, and distributors, serving both food service and retail customers. The food service industry includes establishments that serve food outside the home such as restaurants, health care providers, schools, hotels, resorts, and corporations, while retail customers are involved in the resale of branded and private label packaged foods. The frozen food business covers the United States and utilizes regional sales managers and a network of independent food service and retail brokers compensated on a commission basis.

The snack food products segment accounted for 75% ¹⁴ of consolidated sales in fiscal year 2025 and 74% ¹⁵ in fiscal year 2024. This segment sold approximately 180 ¹⁶ different items through customer-owned distribution centers and a direct-store-delivery network serving approximately 19,000 ¹⁷ supermarkets, mass merchandise, and convenience retail stores located in all 50 states. Products are supplied to customers through either direct delivery to customer warehouses or direct-store-delivery to retail locations. The company also provides high-quality private-label products delivered to customer warehouses. Snack food products are distributed across the United States with regional sales managers and brokers supporting efficient product distribution.

During fiscal year 2025, the company shifted toward producing more private label products due to increased consumer demand for more affordable non-branded productions, driven by higher inflation and rising costs for basic needs. No other new products contributed significantly to revenue growth for fiscal year 2025. The company did not enter into any new markets or any significant contractual or other material relationships during the last fiscal year. The company has shifted away from Company-leased long-haul vehicles toward less costly transportation methods such as common carriers. The company has consulting agreements with each of (1) former Vice President and current director Allan L. Bridgford Sr., (2) former Chief Financial Officer and current director Raymond F. Lancy, (3) former Director and President of Bridgford Food Processing Corporation Allan Bridgford Jr, (4) former President and current director John V. Simmons, and (5) former President of Dallas-Superior Foods Division Blaine K. Bridgford.

In fiscal year 2025, the frozen food products segment accounted for 25% ¹⁸ of consolidated sales and the snack food products segment accounted for 75% ¹⁹ of consolidated sales. Sales to Wal-Mart comprised 33.5% ²⁰ of revenues in fiscal year 2025 and 27.8% ²¹ of revenues in fiscal year 2024. Sales to Dollar General comprised 14.2% ²² of revenues in fiscal year 2025 and 14.2% ²³ of revenues in fiscal year 2024. The company had 668 ²⁴ employees (649 ²⁵ full-time employees) as of October 31, 2025, with approximately 44% ²⁶ of those employment relationships governed by collective bargaining agreements. Approximately 293 ²⁷ of employees were covered by collective bargaining agreements as of October 31, 2025.

The company is shifting toward producing more private label products due to increased consumer demand for more affordable non-branded productions, driven by higher inflation and rising costs for basic needs. The company is constantly striving to develop new products to complement existing product lines and improve processing techniques and formulas, utilizing an in-house test kitchen and consultants to research and experiment with unique food preparation methods, improve quality control and analyze new ingredient mixtures. The emphasis on new product introductions in the past year has been on private label products and partnerships.

The company is shifting away from Company-leased long-haul vehicles toward less costly transportation methods such as common carriers. 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 customers. The company utilizes customer managed warehouse distribution centers to lower distribution cost.

The filing does not contain specific margin or cost trajectory targets or restructuring targets with exact figures.

The company has shifted away from Company-leased long-haul vehicles toward less costly transportation methods such as common carriers. The company utilizes customer managed warehouse distribution centers to lower distribution cost. The company had 668 ²⁸ employees (649 ²⁹ full-time employees) as of October 31, 2025, with approximately 44% ³⁰ of those employment relationships governed by collective bargaining agreements that either have expired or will expire between June 2025 and February 2028.

The filing does not disclose specific R&D spending levels, capital expenditure plans, share repurchase authorization amounts, or dividend policy with exact figures.

The company has been experiencing high levels of inflation the past few years, which has had varying impacts on the business. Such prolonged periods of inflation decrease consumers' discretionary spending, which negatively impacts results of operations. Commodity costs have and may continue to fluctuate due to political and economic conditions, including the ongoing conflicts between Ukraine and Russia, Israel and Palestine as well as increased tariffs. Labor shortages and increased turnover rates within team members have led to and could in the future lead to increased costs, such as increased overtime to meet demand and increased wage rates to attract and retain employees.

The company faces risks from climate change and related climate change regulations, which may negatively affect results of operations. Climate change and rising global temperatures may contribute to changing weather patterns, droughts, heavier or more frequent storms and wildfires, and increased frequency and severity of natural disasters, which could have a negative impact on agricultural productivity, decreased availability or less favorable pricing for raw materials, and disruptions in operations and supply chain.

The company faces significant customer concentration risk, as sales to Wal-Mart comprised 33.5% ³¹ of revenues in fiscal year 2025 and 8.2% ³² of total accounts receivable was due from Wal-Mart as of October 31, 2025, while sales to Dollar General comprised 14.2% ³³ of revenues in fiscal year 2025 and 28.8% ³⁴ of total accounts receivable was due from Dollar General as of October 31, 2025. The loss of either customer could have a negative impact on profitability. Commodity price fluctuations for pork, beef, and flour, which are purchased in large quantities, could negatively impact financial results, as the company does not participate in the commodity futures market or hedging to limit commodity exposure. Labor risks are material, with approximately 293 ³⁵ employees covered by collective bargaining agreements as of October 31, 2025, and approximately 44% ³⁶ of employment relationships governed by such agreements that either have expired or will expire between June 2025 and February 2028, creating potential for strikes or work stoppages. The company also faces risks from multiemployer pension plans, where a full or partial withdrawal could result in material financial impact due to federal law penalties for additional contributions.

Management's message emphasizes the shift toward producing more private label products during fiscal year 2025 due to increased consumer demand for more affordable non-branded productions, driven by higher inflation and rising costs for basic needs. The company is constantly striving to develop new products to complement existing product lines and improve processing techniques and formulas. 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. The company believes that its manufacturing flexibility, national presence, and long-standing customer relationships should allow it to compete effectively with other manufacturers. The company has shifted away from Company-leased long-haul vehicles toward less costly transportation methods such as common carriers.