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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 9, 2017

J & J SNACK FOODS CORP.

(Exact name of registrant as specified in its charter)

New Jersey

0-14616

22-1935537

(State or Other

Jurisdiction of Organization)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

6000 Central Highway, Pennsauken, NJ 08109

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (856) 665-9533

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

( ) Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

( ) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

( ) Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2(b))

( ) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS

On November 9, 2017, J & J Snack Foods Corp. issued a press release regarding its earnings for the fourth quarter of fiscal 2017.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit Number	Description of Document

99.1	Press Release dated November 9, 2017

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

J & J SNACK FOODS CORP.

By:	/s/ Gerald B. Shreiber Gerald B. Shreiber President /s/ Dennis G. Moore Dennis G. Moore Chief Financial Officer

Date: November 9, 2017

EXHIBIT INDEX

Exhibit Number	Description

99.1	Press Release dated November 9, 2017

ex_99933.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE

FOR:

Contact:

Dennis G. Moore

Senior Vice President

Chief Financial Officer

(856) 532-6603

6000 Central Highway

Pennsauken, NJ 08109

SALES AND EARNINGS

REPORTED BY J & J SNACK FOODS

Pennsauken, NJ, November 9, 2017 - - J & J Snack Foods Corp. (NASDAQ-JJSF) today announced sales and earnings for its fourth quarter and year ended September 30, 2017.

Sales for the fourth quarter (14 weeks) increased 21% to $316.7 million from $262.2 million in last year’s fourth quarter (13 weeks). For the year ended September 30, 2017 (53 weeks), sales increased 9% to $1.084 billion from $992.8 million last year (52 weeks). Excluding sales from the extra week in 2017, sales increased approximately 12% for the fourth quarter and 7% for the year. Net earnings increased 18% to $24.3 million ($1.29 per diluted share) in this year’s fourth quarter compared to $20.6 million ($1.10 per diluted share) last year and for the year earnings increased 4% to $79.2 million ($4.21 per diluted share) from $76.0 million ($4.05 per diluted share).

Operating income increased 20% to $36.9 million this year from $30.7 million in the year ago fourth quarter. For the year, operating income increased 5% to $118.1 million from $112.8 million last year.

Gerald B. Shreiber, J & J’s President and Chief Executive Officer, commented, “Improved results in our fourth quarter were aided by strong performances in our food service group with particular strong sales of soft pretzels, churros, handhelds and certain bakery products. In addition we are benefitting and expect to benefit from several small but key acquisitions in soft pretzels (Labriola Baking) and a southeastern ICEE business and a recent licensing agreement of AUNTIE ANNE’S* soft pretzels in the grocery and fund raising channels. These acquisitions are being integrated and we expect further growth for fiscal year 2018.”

J&J Snack Foods Corp. is a leader and innovator in the snack food industry, providing nutritional and affordable branded niche snack foods and beverages to foodservice and retail supermarket outlets. Manufactured and distributed nationwide, our principal products include SUPERPRETZEL, BAVARIAN BAKERY and other soft pretzels, ICEE and SLUSH PUPPIE frozen beverages, LUIGI’S, MINUTE MAID** frozen juice bars and ices, WHOLE FRUIT sorbet and frozen fruit bars, MARY B’S biscuits and dumplings, DADDY RAY’S fig and fruit bars, TIO PEPE’S, CALIFORNIA CHURROS and OREO*** Churros, PATIO Burritos and other handheld sandwiches, THE FUNNEL CAKE FACTORY funnel cakes, and several bakery brands within COUNTRY HOME BAKERS and HILL & VALLEY. For more information, please visit http://www.jjsnack.com.

*AUNTIE ANNE’S is a registered trademark of Auntie Anne’s LLC

**MINUTE MAID is a registered trademark of The Coca-Cola Company.

***OREO and the OREO wafer design are registered trademarks of Mondelez International group, used under license.

J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share information)

	Quarter Ended						Fiscal Year Ended

	September 30,			September 24,			September 30,			September 24,
	2017			2016			2017			2016
	(14 weeks)			(13 weeks)			(53 weeks)			(52 weeks)

Net Sales	$	316,726		$	262,240		$	1,084,224		$	992,781
Cost of goods sold		219,179			182,443			753,201			688,314
Gross Profit		97,547			79,797			331,023			304,467

Operating expenses
Marketing		26,959			22,249			94,394			85,963
Distribution		23,287			18,330			81,824			73,114
Administrative		10,439			8,442			36,843			32,299
Other (income) expense		(7	)		42			(145	)		281
Total operating expenses		60,678			49,063			212,916			191,657

Operating Income		36,869			30,734			118,107			112,810

Other income (expenses)
Investment income		1,465			1,014			5,289			4,132
Interest expense & other		(545	)		(29	)		(1,196	)		(123	)

Earnings before income taxes		37,789			31,719			122,200			116,819

Income taxes		13,446			11,101			43,026			40,844

NET EARNINGS	$	24,343		$	20,618		$	79,174		$	75,975

Earnings per diluted share	$	1.29		$	1.10		$	4.21		$	4.05

Weighted average number of diluted shares		18,811			18,782			18,816			18,769

Earnings per basic share	$	1.30		$	1.11		$	4.23		$	4.07

Weighted average number of basic shares		18,705			18,656			18,707			18,649

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J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share amounts)

	September 30,			September 24,
	2017			2016
Assets
Current assets
Cash and cash equivalents	$	90,962		$	140,652
Marketable securities held to maturity		59,113			13,539
Accounts receivable, net		124,553			98,325
Inventories		103,268			88,684
Prepaid expenses and other		3,936			13,904
Total current assets		381,832			355,104

Property, plant and equipment, at cost		653,889			605,045
Less accumulated depreciation and amortization		426,308			420,832
Property, plant and equipment, net		227,581			184,213

Other assets
Goodwill		102,511			86,442
Other intangible assets, net		61,272			41,819
Marketable securities held to maturity		60,908			90,732
Marketable securities available for sale		30,260			29,465
Other		2,864			2,712
Total other assets		257,815			251,170
Total Assets	$	867,228		$	790,487

Liabilities and Stockholders' Equity
Current Liabilities
Current obligations under capital leases	$	340		$	365
Accounts payable		72,729			62,026
Accrued insurance liability		10,558			10,119
Accrued liabilities		7,753			6,161
Accrued compensation expense		19,826			16,340
Dividends payable		7,838			7,280
Total current liabilities		119,044			102,291

Long-term obligations under capital leases		904			1,235
Deferred income taxes		62,705			48,186
Other long-term liabilities		2,253			801

Stockholders' Equity
Preferred stock, $1 par value; authorized 10,000,000 shares; none issued		-			-
Common stock, no par value; authorized, 50,000,000 shares; issued and outstanding 18,663,000 and 18,668,000 respectively		17,382			25,332
Accumulated other comprehensive loss		(8,875	)		(13,415	)
Retained Earnings		673,815			626,057
Total stockholders' equity		682,322			637,974
Total Liabilities and Stockholders' Equity	$	867,228		$	790,487

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J & J SNACK FOODS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	Fiscal Year Ended

	September 30,			September 24,			September 26,
	2017			2016			2015
	(53 weeks)			(52 weeks)			(52 weeks)

Operating activities:
Net earnings	$	79,174		$	75,975		$	70,183
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation of fixed assets		38,211			34,536			32,356
Amortization of intangibles and deferred costs		4,234			5,587			5,915
Gains from disposals of property & equipment		(346	)		(398	)		(334	)
Amortization of bond premiums		1,189			1,011			103
Share-based compensation		3,048			2,375			2,166
Deferred income taxes		7,847			7,700			(121	)
(Gain) loss on sale of marketable securities		(14	)		661			4,319
Changes in assets and liabilities, net of effects from purchase of companies:
(Increase) decrease in accounts receivable, net		(20,370	)		3,571			(3,123	)
Increase in inventories		(7,410	)		(6,295	)		(4,959	)
Decrease (increase) in prepaid expenses and other		10,265			(7,386	)		(2,871	)
Increase in accounts payable and accrued liabilities		9,521			3,888			287
Net cash provided by operating activities		125,349			121,225			103,921
Investing activities:
Payments for purchases of companies, net of cash acquired		(47,698	)		-			(615	)
Purchases of property, plant and equipment		(72,180	)		(48,709	)		(48,641	)
Purchases of marketable securities		(39,923	)		(41,786	)		(90,240	)
Proceeds from redemption and sales of marketable securities		22,997			13,224			110,117
Proceeds from disposal of property, plant and equipment		1,935			2,294			1,786
Other		(450	)		375			(898	)
Net cash used in investing activities		(135,319	)		(74,602	)		(28,491	)
Financing activities:
Payments to repurchase common stock		(18,229	)		(15,265	)		(8,011	)
Proceeds from issuance of common stock		7,231			6,570			4,663
Payments on capitalized lease obligations		(356	)		(355	)		(243	)
Payment of cash dividend		(30,859	)		(28,523	)		(26,154	)
Net cash used in financing activities		(42,213	)		(37,573	)		(29,745	)
Effect of exchange rates on cash and cash equivalents		2,493			(2,087	)		(3,756	)
Net (decrease) increase in cash and cash equivalents		(49,690	)		6,963			41,929
Cash and cash equivalents at beginning of year		140,652			133,689			91,760
Cash and cash equivalents at end of year	$	90,962		$	140,652		$	133,689

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	Fiscal year ended

	September 30,			September 24,			September 26,
	2017			2016			2015
	(53 weeks)			(52 weeks)			(52 weeks)

Sales to External Customers:
Food Service
Soft pretzels	$	180,138		$	170,155		$	168,970
Frozen juices and ices		49,469			51,798			54,454
Churros		62,809			57,318			56,602
Handhelds		36,913			27,427			21,817
Bakery		351,357			294,518			301,135
Other		21,108			20,313			13,657
Total Food Service	$	701,794		$	621,529		$	616,635

Retail Supermarket
Soft pretzels	$	35,081		$	33,279		$	35,727
Frozen juices and ices		71,325			68,924			72,174
Handhelds		14,892			15,347			18,957
Coupon redemption		(4,898	)		(4,430	)		(4,725	)
Other		2,847			4,469			1,244
Total Retail Supermarket	$	119,247		$	117,589		$	123,377

Frozen Beverages
Beverages	$	160,243		$	150,118		$	142,705
Repair and maintenance service		74,594			71,123			65,765
Machines sales		27,073			31,155			26,413
Other		1,273			1,267			1,361
Total Frozen Beverages	$	263,183		$	253,663		$	236,244

Consolidated Sales	$	1,084,224		$	992,781		$	976,256

Depreciation and Amortization:
Food Service	$	24,629		$	22,912		$	21,289
Retail Supermarket		949			1,031			1,132
Frozen Beverages		16,867			16,180			15,850
Total Depreciation and Amortization	$	42,445		$	40,123		$	38,271

Operating Income:
Food Service	$	81,208		$	76,539		$	75,286
Retail Supermarket		10,627			9,618			11,020
Frozen Beverages		26,272			26,653			24,582
Total Operating Income	$	118,107		$	112,810		$	110,888

Capital Expenditures:
Food Service	$	44,067		$	24,759		$	28,228
Retail Supermarket		239			369			112
Frozen Beverages		27,874			23,581			20,301
Total Capital Expenditures	$	72,180		$	48,709		$	48,641

Assets:
Food Service	$	635,709		$	589,854		$	543,851
Retail Supermarket		21,129			22,090			24,209
Frozen Beverages		210,390			178,543			171,609
Total Assets	$	867,228		$	790,487		$	739,669

-5-

RESULTS OF OPERATIONS:

Fiscal 2017 (53 weeks) Compared to Fiscal Year 2016 (52 weeks)

Net sales increased $91,443,000, or 9%, to $1,084,224,000 in fiscal 2017 from $992,781,000 in fiscal 2016. Excluding sales from the extra week in 2017, sales increased approximately 7% from 2016 to 2017.

Excluding sales from Hill & Valley, Inc., acquired in January 2017, an ICEE distributor located in the Southeast acquired in June 2017 and Labriola Bakery which was acquired in August 2017 and the extra week in 2017, sales increased approximately 3% for the year.

We have three reportable segments, as disclosed in the accompanying notes to the consolidated financial statements: Food Service, Retail Supermarkets and Frozen Beverages.

The Chief Operating Decision Maker for Food Service and Retail Supermarkets and the Chief Operating Decision Maker for Frozen Beverages monthly review detailed operating income statements and sales reports in order to assess performance and allocate resources to each individual segment. Sales is considered to be the one and only key variable monitored by the Chief Operating Decision Makers and management when determining each segment’s and the company’s financial condition and operating performance. In addition, the Chief Operating Decision Makers review and evaluate depreciation, capital spending and assets of each segment on a quarterly basis to monitor cash flow and asset needs of each segment.

FOOD SERVICE

Sales to food service customers increased $80,265,000 or 13%, to $701,794,000 in fiscal 2017. Excluding sales from the extra week in 2017, sales increased approximately 10% from 2016 to 2017. Excluding Hill & Valley and Labriola sales and the extra week in 2017, sales increased approximately 5% for the year. Soft pretzel sales to the food service market increased 6% to $180,138,000 for the year with strong sales to restaurant chains and with sales increases and decreases throughout our customer base. Our new line of BRAUHAUS pretzels contributed to the increased sales. Excluding Labriola sales, soft pretzel sales increased 5%. Frozen juice bar and ices sales decreased $2,329,000, or 4%, to $49,469,000 for the year due primarily to lower sales to warehouse club stores. Churro sales to food service customers were up 10% to $62,809,000 for the year with increased sales to restaurant chains and warehouse club stores. Sales of bakery products increased $56,839,000, or 19%, for the year. Excluding Hill & Valley sales, bakery sales increased 7% for the year. Although sales increases and decreases were spread across our customer base, increased sales to two customers accounted for the entire sales increase, exclusive of Hill & Valley. Handheld sales to food service customers were up 35% to $36,913,000 in 2017 with sales increases to four customers accounting for about 75% of the increase. Sales of funnel cake increased $780,000, or 4% to $19,959,000 due primarily to increased sales to school food service and despite a sharp decline in sales to one restaurant chain. Overall food service sales to restaurant chains and school food service were strong for the year. Sales of new products in the first twelve months since their introduction were approximately $43 million for the year. Volume increases, including new product sales and sales from acquired companies, accounted for virtually all of the food service sales increases. Price increases had a marginal impact on sales for the year. Operating income in our Food Service segment increased from $76,539,000 in 2016 to $81,208,000 in 2017 with primarily all of the increase coming in our fourth quarter because of strong sales of all product categories compared to last year’s fourth quarter and about $551,000 of operating income from Hill & Valley. Additionally, last year’s fourth quarter was impacted by roughly $1.5 million of costs related to certain bakery products that were withdrawn from the market due to quality issues. Operating income for the 2017 year benefitted from a $1.8 million gain on insurance recovery recorded in our third quarter related to last year’s product quality issues.

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RETAIL SUPERMARKETS

Sales of products to retail supermarkets increased $1,658,000 or 1% to $119,247,000 in fiscal year 2017. Excluding sales from the extra week in 2017, sales decreased approximately 1/2 of 1 % from 2016 to 2017. Soft pretzel sales to retail supermarkets were $35,081,000 compared to $33,279,000 in 2016, an increase of 5%. About 3/4 of the pretzel sales increase was from sales of AUNTIE ANNE’S products, under a license agreement entered into this year. Sales of frozen juices and ices increased $2,401,000 or 3% to $71,325,000 primarily because of a reduction in trade spending which was higher than usual last year to introduce WHOLE FRUIT Organic juice tubes and new PHILLY SWIRL products and increased sales of the WHOLE FRUIT product line in general. Coupon redemption costs, a reduction of sales, increased 11% to $4,898,000 for the year. Handheld sales to retail supermarket customers decreased 3% to $14,892,000 for the year as sales of this product line in retail supermarkets continues its long-term decline. Sales of OREO churros, introduced last year, were approximately $2.5 million for the year compared to $4.0 million last year, with all of the decline in the fourth quarter.

Sales of new products in the first twelve months since their introduction were approximately $2.8 million in fiscal year 2017. Price increases were negligible in 2017. Operating income in our Retail Supermarkets segment increased from $9,618,000 to $10,627,000 for the year primarily because of approximately $2.5 million of higher trade spending in 2016 for the introduction of WHOLE FRUIT Organic juice tubes, OREO churros, PILLSBURY mini dessert pies and several PHILLY SWIRL products.

FROZEN BEVERAGES

Frozen beverage and related product sales increased 4% to $263,183,000 in fiscal 2017. Excluding sales from the extra week in 2017, sales increased approximately 2% from 2016 to 2017. Excluding the acquired ICEE distributor and the extra week in 2017, sales increased approximately 1% for the year. Beverage sales alone increased 7% or $10,125,000 for the year with increases and decreases throughout our customer base. Gallon sales were up 6% in our base ICEE business, with sales increases spread throughout our customer base. Service revenue increased 5% to $74,594,000 for the year with sales increases and decreases spread throughout our customer base. Sales of beverage machines, which tend to fluctuate from year to year while following no specific trend, decreased from $31,155,000 in 2016 to $27,073,000 in 2017. Operating income in our Frozen Beverage segment decreased from $26,653,000 in 2016 to $26,272,000 in 2017 due primarily to lower machine sales and higher payroll and payroll related costs.

CONSOLIDATED

Other than as commented upon above by segment, there are no material specific reasons for the reported sales increases or decreases. Sales levels can be impacted by the appeal of our products to our customers and consumers and their changing tastes, competitive and pricing pressures, sales execution, marketing programs, seasonal weather, customer stability and general economic conditions.

Gross profit as a percentage of sales decreased to 30.53% in 2017 from 30.67% in 2016. Without the lower gross profit percentage of the Hill & Valley business, gross profit percentage would have been 30.82% in 2017. Gross profit percentage compared to the previous year benefitted from higher volumes throughout our business and lower trade spending in our retail supermarket business but was negatively impacted by higher payroll and payroll related costs throughout our business. Additionally this year’s gross margin percentage benefitted from the $1.8 million gain on insurance recovery in contrast to the additional $1.5 million of related costs in last year.

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Total operating expenses increased $21,259,000 to $212,916,000 in fiscal 2017 and as a percentage of sales increased to 19.64% of sales from 19.31% in 2016. Marketing expenses were 8.71% and 8.66 of sales in 2017 and 2016, respectively. Distribution expenses as a percent of sales increased to 7.55% from 7.36% in 2017 due in part to higher shipping costs. Administrative expenses were 3.40% and 3.25% of sales in 2017 and 2016, respectively as we incur costs to upgrade our information systems.

Operating income increased $5,297,000 or 5% to $118,107,000 in fiscal year 2017 as a result of the aforementioned items.

Our investments generated before tax income of $5.3 million this year, up from $4.1 million last year. Last year’s income was reduced by realized losses of $661,000 on sales of investments.

Other expenses this year include $1,070,000 of expenses incurred to acquire Hill & Valley, the ICEE distributor and Labriola Bakery.

The effective income tax rate increased to 35.2% from 35.0% last year. We expect the effective income tax rate for 2018 to be approximately 36%.

Net earnings increased $3,199,000 or 4%, in the 53 weeks fiscal 2017 to $79,174,000, or $4.21 per diluted share, from $75,975,000, or $4.05 per diluted share, in the 52 weeks fiscal 2016 as a result of the aforementioned items.

There are many factors which can impact our net earnings from year to year and in the long run, among which are the supply and cost of raw materials and labor, insurance costs, factors impacting sales as noted above, the continuing consolidation of our customers, our ability to manage our manufacturing, marketing and distribution activities, our ability to make and integrate acquisitions and changes in tax laws and interest rates.

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