Armanino Foods of Distinction : 2018 Annual Report

ANNUAL REPORT DECEMBER 31, 2018

ARMANINO FOODS OF DISTINCTION, INC.

ANNUAL REPORT DECEMBER 31, 2018

CONTENTS

Page:

OTC PINK BASIC DISCLOSURE GUIDELINES .......................................................... 2

AUDITED FINANCIAL STATEMENTS:

• o Independent Auditors' Reports ................................................................... 9-10

o Consolidated Balance Sheets, December 31, 2018, and 2017 ........................ 11

• o Consolidated Statements of Earnings and Comprehensive Income,

  for the years ended December 31, 2018, and 2017 ....................................... 12

• o Consolidated Statement of Stockholder's Equity, for the years

  ended December 31, 2018, and 2017 ............................................................ 13

• o Consolidated Statements of Cash Flows, for the years ended

  December 31, 2018, and 2017 ...................................................................... 14

o Notes to Consolidated Financial Statements ................................................... 15

SUPPLEMENTAL INFORMATION .............................................................................. 26

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ARMANINO FOODS OF DISTINCTION, INC.

ANNUAL REPORT DECEMBER 31, 2018

OTC PINK BASIC DISCLOSURE GUIDELINES

• 1. NAME OF THE ISSUER AND ITS PREDESSORS (IF ANY): Armanino Foods of Distinction, Inc. (The Company)

• 2. ADDRESS OF THE ISSUER'S PRINCIPAL EXECUTIVE OFFICES: Company Headquarters:

  Address 1: 30588 San Antonio Street Address 2: Hayward, CA 94544 Phone: [phone]

  Email:[e-mail](s):www.armaninofoods.com

  IR Contact:

  Address 1: 30588 San Antonio Street Address 2: Hayward, CA 94544 Phone: [phone]

  Email:[e-mail](s):www.armaninofoods.com

• 3. SECURITY INFORMATION:

  • a. Trading Symbol: AMNF

  • b. Title and class of securities outstanding: Common Stock

    •  CUSIP: 042166801

    •  Par or Stated Value: no par

    •  Voting Rights: one vote per share

    •  Preemption Rights: None

    •  Other Material Rights: None

    •  Provisions in Charter or by-laws that would delay, defer or prevent a change in control of the issuer: None

December 31, 2018	December 31, 2017
Common Shares authorized	40,000,000	40,000,000
Common Shares outstanding	32,065,645	32,065,645
Freely tradable shares	31,273,617	31,265,997
# of beneficial shareholders (1)	1,300	1,300
# of shareholders of record	107	109
(1) The number of beneficial shareholders for each year represent estimates, only, as the actual information is not readily

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ARMANINO FOODS OF DISTINCTION, INC.

ANNUAL REPORT DECEMBER 31, 2018

available.

c. Additional class of securities: Preferred Stock

•  CUSIP: 042166801

•  Par or Stated Value: no par

•  Any rights regarding voting, preemption, etc., will be determined by the Board of Directors at the time of issuance.

December 31, 2018	December 31, 2017
Shares authorized	10,000,000	10,000,000
Shares outstanding	-	-
Freely tradable shares	-	-
# of beneficial shareholders	-	-
# of shareholders of record	-	-

• d. Transfer Agent:

  Name: Computershare Trust Company, N.A. Address 1: 250 Royall Street

  Address 2: Canton, MA 02021 Phone: [phone]

• e. Is the Transfer Agent registered under the Exchange Act? Yes:No:

• f. Restrictions on the transfer of securities: 792,028 shares of common stock are restricted as of 12/31/18; and 799,648 shares of common stock are restricted as of 12/31/17.

• g. Trading suspension orders issued by the SEC in the past 12 months: None

• h. Stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months: None

4. ISSUANCE HISTORY

The Company had no events which resulted in changes in total shares outstanding in the past two fiscal years and any interim period, including offerings of equity securities, debt convertible into equity securities, whether private or public, and all shares or any other securities or options to acquire such securities issued for services.

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ARMANINO FOODS OF DISTINCTION, INC.

ANNUAL REPORT DECEMBER 31, 2018

5. FINANCIAL STATEMENTS

The Company's financial statements are prepared in accordance with US GAAP. The Company's annual audited financial statements are included within its Consolidated

• Financial Statements starting on page 10.

• 6. ISSUER'S BUSINESS, PRODUCTS, AND SERVICES a. Issuer's business operations:

  The Company is currently engaged in the production of upscale and innovative frozen food products, including pesto and other sauces, stuffed pasta products, and cooked meat products.

  • b. Date and State (or Jurisdiction) of Incorporation: Colorado, 1986

  • c. Issuer's primary and secondary SIC Codes: 2030

  • d. Issuer's fiscal year end date: December 31

  • e. Principal products or services, and their markets:

    The Company's line of frozen products presently includes pesto sauces, stuffed pastas and pasta sheets, as well as value-added specialty Italian pastas, and cooked meat products.

• 7. ISSUER'S FACILITIES

  The Company leases approximately 24,375 square feet of office, production and warehouse space located at 30588 San Antonio Street, Hayward, California, 94544. The Company also leases approximately 7,408 square feet of additional office and warehouse space located at 30641 San Antonio Street, Hayward, California, 94544. The Company owned all of its manufacturing equipment as of December 31, 2018.

• 8. OFFICERS, DIRECTORS, AND CONTROL PERSONS a. Name of Officers, Directors, and Control Persons:

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