Coffee Holding Co., Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Coffee Holding Co., Inc. has filed its annual 10-K report for the fiscal year ending October 31, 2023.</b>

AI Summary

COFFEE HOLDING CO INC (JVA) filed a Annual Report (10-K) with the SEC on February 9, 2024. Coffee Holding Co., Inc. filed its 10-K for the fiscal year ending October 31, 2023. The company's fiscal year ends on October 31st annually. The filing was made on February 9, 2024. The company was formerly known as Transpacific International Group Corp. The company is incorporated in Nevada.

Why It Matters

For investors and stakeholders tracking COFFEE HOLDING CO INC, this filing contains several important signals. This 10-K filing provides a comprehensive overview of Coffee Holding Co., Inc.'s financial performance, business operations, and risk factors for the fiscal year 2023. Investors and stakeholders can use this report to assess the company's financial health, strategic direction, and potential future performance.

Risk Assessment

Risk Level: medium — COFFEE HOLDING CO INC shows moderate risk based on this filing. The company's business is subject to various risks including market fluctuations, operational challenges, and regulatory changes, as detailed in the risk factors section of the 10-K.

Analyst Insight

Review the detailed financial statements and risk factors in the 10-K to understand Coffee Holding Co., Inc.'s current financial position and future outlook.

Key Numbers

• 2023-10-31 — Fiscal Year End (Conformed period of report)
• 2024-02-09 — Filing Date (Filed as of date)
• 1996-02-01 — Name Change Date (Date of former company name change)

Key Players & Entities

• COFFEE HOLDING CO INC (company) — Filer name
• TRANSPACIFIC INTERNATIONAL GROUP CORP (company) — Former company name
• NV (company) — State of incorporation
• STATEN ISLAND (company) — Business address city
• NY (company) — Business address state

FAQ

Risk Factors

• Market Risks [medium — market]: The company's business is subject to market risks, including fluctuations in commodity prices and consumer demand.
• Operational Risks [medium — operational]: Operational challenges related to supply chain, production, and distribution can impact the company's performance.
• Regulatory Risks [medium — regulatory]: Changes in food safety regulations, import/export laws, and other governmental policies can affect the company's operations.

Industry Context

Coffee Holding Co., Inc. operates in the food and beverage industry, specifically focusing on coffee products. This sector is characterized by global supply chains, commodity price volatility, and evolving consumer preferences.

Regulatory Implications

The company is subject to various U.S. federal and state regulations, including those related to food safety, labeling, and import/export of goods. Compliance with these regulations is crucial for its operations.

What Investors Should Do

1. Analyze the company's revenue streams and cost of goods sold for the fiscal year 2023.
2. Examine the company's balance sheet and cash flow statement for liquidity and solvency assessment.
3. Review the 'Risk Factors' section for potential threats to the company's business and financial stability.

Year-Over-Year Comparison

This filing represents the annual 10-K for the fiscal year ending October 31, 2023, providing updated financial and operational information compared to previous filings.

Key Financial Figures

• $0.001 — h registered: Common Stock, Par Value $0.001 Per Share JVA NASDAQ Capital Marke
• $0.0001 — o receive one ordinary share, par value $0.0001 of Pubco (the "Pubco Ordinary Shares").
• $31.5 million — VA stockholders receiving approximately $31.5 million (or 4.79%) worth of Pubco Ordinary Shar
• $625 million — ta stockholders receiving approximately $625 million (or 95.21%) worth of Pubco Ordinary Sha
• $5.50 — t an implied diluted value per share of $5.50. The Business Combination Consideration
• $50 million — ng stockholders of Delta, consisting of $50 million of additional Pubco Ordinary Shares, wh
• $70 million — stockholders if and when Delta achieves $70 million or greater of net income for fiscal yea
• $750,000 — d to a termination fee in the amount of $750,000 plus disbursements of all documented, o
• $250,000 — ocumented, out-of-pocket expenses up to $250,000. In addition, if JVA terminates the Mer
• $1.3 million — all be entitled to a termination fee of $1.3 million and plus a disbursement of reasonable e
• $2 million — sbursement of reasonable expenses up to $2 million (the "JVA Termination Fee"). The equi

Filing Documents

• form10-k.htm (10-K) — 1200KB
• ex4-2.htm (EX-4.2) — 32KB
• ex10-27.htm (EX-10.27) — 830KB
• ex10-28.htm (EX-10.28) — 67KB
• ex21-1.htm (EX-21.1) — 4KB
• ex23-1.htm (EX-23.1) — 4KB
• ex31-1.htm (EX-31.1) — 16KB
• ex32-1.htm (EX-32.1) — 10KB
• ex-97.htm (EX-97.0) — 36KB
• 0001493152-24-005726.txt (&nbsp;) — 6172KB
• jva-20231031.xsd (EX-101.SCH) — 32KB
• jva-20231031_cal.xml (EX-101.CAL) — 78KB
• jva-20231031_def.xml (EX-101.DEF) — 102KB
• jva-20231031_lab.xml (EX-101.LAB) — 315KB
• jva-20231031_pre.xml (EX-101.PRE) — 237KB
• form10-k_htm.xml (XML) — 585KB

BUSINESS

BUSINESS 1 ITEM 1A.

RISK FACTORS

RISK FACTORS 11 ITEM 1B. UNRESOLVED STAFF COMMENTS 22 ITEM 1C. CYBERSECURITY 22 ITEM 2.

PROPERTIES

PROPERTIES 22 ITEM 3.

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 23 ITEM 4. MINE SAFETY DISCLOSURES 23 PART II 23 ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 23 ITEM 6. RESERVED 23 ITEM 7.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 24 ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 29 ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 29 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 29 ITEM 9A.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 30 ITEM 9B. OTHER INFORMATION 30 ITEM 9C. DISCLOSURES REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 30 PART III 31 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 31 ITEM 11.

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 34 ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 40 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 41 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES 41 PART IV 42 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES 42 ITEM 16 FORM 10-K SUMMARY 45

SIGNATURES

SIGNATURES 46 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS F-1 i PART I ITEM 1.

BUSINESS

BUSINESS General Overview Products and Operations. We are an integrated wholesale coffee roaster and dealer located in the United States. Our core products can be divided into three categories: Wholesale Green Coffee: unroasted raw beans imported from around the world and sold to large and small roasters and coffee shop operators; Private Label Coffee: coffee roasted, blended, packaged and sold under the specifications and names of others, including supermarkets that want to have their own brand name on coffee to compete with national brands; and Branded Coffee: coffee roasted and blended to our own specifications and packaged and sold under our eight proprietary and licensed brand names in different segments of the market. Our private label and branded coffee products are sold throughout the United States and certain countries in Asia to supermarkets, wholesalers, and individually owned and multi-unit retail customers. Our unprocessed green coffee, which includes over 90 specialty coffee offerings, is primarily sold to specialty gourmet roasters in the United States, Canada and multiple international countries. We conduct our operations in accordance with strict freshness and quality standards. All of our private label and branded coffees are produced from high quality coffee beans that are deep roasted for full flavor using a slow roasting process that has been perfected utilizing almost 50 years of experience in the coffee industry. In order to ensure freshness, our products are delivered to our customers within 72 hours of roasting. We believe that our long history has enabled us to develop a loyal customer base. In June 2016, we acquired substantially all of the assets of Coffee Kinetics LLC (doing business as Sonofresco) through our wholly-owned subsidiary Sonofresco, LLC ("Sonofresco" or "SONO"), including equipment, inventory, customer lists, relationships and accounts payable. In addition to our wholesale green coffee, private label coffee a

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