8-K

UNITED STATES

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): September 10, 2020

Utz Brands, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-38686	85-2751850
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

900 High Street

Hanover, PA 17331

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (717) 637-6644

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:

☐   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

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. ¨

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, par value $0.0001 per share	UTZ	New York Stock Exchange
Warrants to purchase one share of Class A Common Stock	UTZ.WS	New York Stock Exchange

Item 7.01. Regulation FD Disclosure

On September 10, 2020, the Board of Directors of Utz Brands, Inc., a Delaware corporation (the “Company”) declared a quarterly dividend of $0.05 per share on the Company’s Class A Common Stock payable on October 13, 2020 to stockholders of record as of September 21, 2020. The Class A Common Stock cash dividend is a regular quarterly cash dividend and will be funded by a common unit cash distribution made by Utz Brands Holdings, LLC (“Utz Brands Holdings”) to the Company and the other holders of Utz Brands Holdings’ common units on a pro-rata basis.

A copy of the Company’s press release regarding such dividend is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01. Financial Statement and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release, dated September 10, 2020.
104	Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

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.

	Utz Brands, Inc.
Dated: September 10, 2020	By:	/s/ Cary Devore
		Cary Devore
		Executive Vice President, Chief Financial Officer

EX-99.1

Exhibit 99.1

Utz Brands, Inc. Declares Regular Dividend

Hanover, Pa., September 10, 2020 – Utz Brands, Inc. (NYSE:UTZ) (“Utz” or the “Company”), a leading U.S. manufacturer of branded salty snacks, today announced that its Board of Directors declared a cash dividend of $0.05 per share on the Company’s Class A Common Stock. Payment is expected to be made by the Company on October 13, 2020, to stockholders of record at the close of business on September 21, 2020.

This Utz Class A Common Stock cash dividend is a regular quarterly cash dividend and will be funded by a common unit cash distribution made by Utz Brands Holdings, LLC (“Utz Brands Holdings”) to Utz and the other holders of Utz Brands Holdings’ common units on a pro-rata basis.

Future declarations of quarterly or other dividends are subject to the determination and discretion of Utz’s Board of Directors based on its consideration of various factors, including the Company’s results of operations, financial condition and other factors that Utz’s Board of Directors may deem relevant.

In future quarters, in addition to potentially declaring and paying regular quarterly dividends, Utz may declare and pay special cash dividends to the holders of Utz Class A Common Stock out of all or a portion of any excess tax distributions it receives from Utz Brands Holdings.

About Utz

Utz Brands, Inc. (NYSE: UTZ) manufactures a diverse portfolio of salty snacks under popular brands including Utz®, Zapp’s®, Golden Flake®, Good Health®, Boulder Canyon®, Hawaiian® Brand, and TORTIYAHS!®, among others.

After nearly a century, with strong family heritage, Utz continues to have a passion for exciting and delighting consumers with delicious snack foods made from top-quality ingredients. Utz’s products are distributed nationally and internationally through grocery, mass merchant, club, convenience, drug and other channels. Based in Hanover, Pennsylvania, Utz operates fourteen facilities located in Pennsylvania, Alabama, Arizona, Illinois, Indiana, Louisiana, Washington, and Massachusetts.

Where to Find More Information About Utz

Investors and others should note that the Company announces material financial information to its investors using the Company's investor relations website, investors.utzsnacks.com/investors/, SEC filings, press releases, public conference calls and webcasts. The Company uses these channels, as well as social media, to communicate with securities holders and the public about the Company, its services and other issues. It is possible that the information posted on social media could be deemed to be material information. Therefore, the Company encourages investors, the media, and others interested in the Company to review the information posted by the Company on the United States social media channels. For more information about the Company, please visit www.utzsnacks.com or call 1-800-FOR-SNAX.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Utz’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Utz’s expectations with respect to future performance. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Utz’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: the risk that the recently completed business combination with Collier Creek Holdings disrupts plans and operations; the ability to recognize the anticipated benefits of such business combination, which may be affected by, among other things, competition and the ability of the Company to grow and manage growth profitably and retain its key employees; the outcome of any legal proceedings that may be instituted against the Company following the consummation of such business combination; changes in applicable law or regulations; costs related to the business combination; the inability of the Company to maintain the listing of the Company’s Class A Common Stock and public warrants on the New York Stock Exchange; the inability of the Company to develop and maintain effective internal controls; the risk that the Company’s gross profit margins may be adversely impacted by a variety of factors, including variations in raw materials pricing, retail customer requirements and mix, sales velocities and required promotional support; changes in consumers’ loyalty to the Company’s brands due to factors beyond the Company’s control; changes in demand for the Company’s products affected by changes in consumer preferences and tastes or if the Company is unable to innovate or market its products effectively; costs associated with building brand loyalty and interest in the Company’s products, which may be affected by the Company’s competitors’ actions that result in the Company’s products not suitably differentiated from the products of competitors; fluctuations in results of operations of the Company from quarter to quarter because of changes in promotional activities; the possibility that the Company may be adversely affected by other economic, business or competitive factors; and other risks and uncertainties set forth in the section entitled “Risk Factors” and “Forward-Looking Statements” in the Company’s Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on September 3, 2020. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that Utz considers immaterial or which are unknown. It is not possible to predict or identify all such risks. Utz cautions that the foregoing list of factors is not exclusive. Utz cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Utz does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based, except as otherwise required by law.

Investor Contacts

Ashley DeSimone

ICR

utz@icrinc.com

646-677-1827

Media Contacts

Marie Espinel, Katie Lewis or Hannah Arnold

The LAKPR Group

mespinel@lakpr.com, klewis@lakpr.com, or harnold@lakpr.com

202-559-9171

XML

Cover	Sep. 10, 2020
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Sep. 10, 2020
Entity File Number	001-38686
Entity Registrant Name	Utz Brands, Inc.
Entity Central Index Key	0001739566
Entity Tax Identification Number	85-2751850
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	900 High Street
Entity Address, City or Town	Hanover
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	17331
City Area Code	717
Local Phone Number	637-6644
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	UTZ
Security Exchange Name	NYSE
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants to purchase one share of Class A Common Stock
Trading Symbol	UTZ.WS
Security Exchange Name	NYSE