0001680873-24-000065 | 10-Q | XBRL Viewer

Earnings (Loss) Per Share

9 Months Ended

Sep. 30, 2024

Note 9 - Earnings (Loss) Per Share

The Company computes earnings per share (“EPS”) in accordance with ASC Topic 260 (“ASC 260”), Earnings per Share. ASC 260 requires companies with complex capital structures to present basic and diluted EPS. Basic EPS is measured as net income divided by the weighted average common shares outstanding for the period. Diluted EPS is similar to basic EPS, but presents the dilutive effect on a per share basis of potential common shares (e.g., convertible securities, options, warrants and restricted stock) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. There were 601,719 and 1,102,972 potential common shares related to performance-based restricted stock units and restricted stock units that were excluded from the calculation of diluted EPS for the three months ended September 30, 2024 and 2023, respectively, because their effect could have been anti-dilutive. There were 1,542,412 and 797,860 potential common shares related to performance-based restricted stock units and restricted stock units that were excluded from the calculation of diluted EPS for the nine months ended September 30, 2024 and 2023, respectively, because their effect could have been anti-dilutive.

The following table sets forth the computation of basic and diluted EPS:


	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands, except share and per share data)	2024		2023		2024		2023
Numerator:
Net income (loss) attributable to HF Foods Group Inc.	$	(3,940)	$	1,884	$	(4,617)	$	(4,899)
Denominator:
Weighted-average common shares outstanding	52,726,683		54,142,396		52,490,321		54,005,010
Effect of dilutive securities	—		370,918		—		—
Weighted-average dilutive shares outstanding	52,726,683		54,513,314		52,490,321		54,005,010
Earnings (loss) per common share:
Basic	$	(0.07)	$	0.03	$	(0.09)	$	(0.09)
Diluted	$	(0.07)	$	0.03	$	(0.09)	$	(0.09)

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Schedule of Noncontrolling Interest

As of September 30, 2024 and December 31, 2023, noncontrolling interest equity consisted of the following:


($ in thousands)	Ownership of noncontrolling interest at September 30, 2024	September 30, 2024		December 31, 2023
HF Foods Industrial, LLC ("HFFI")(a)	N/A	$	—	$	(759)
Min Food, Inc.	39.75%	2,184		1,715
Monterey Food Service, LLC	35.00%	366		366
Total		$	2,550	$	1,322

_______________

(a)During the nine months ended September 30, 2024, upon dissolution of HFFI, the Company assumed HFFI’s remaining assets and liabilities. In accordance with ASC Topic 810 (“ASC 810”), Consolidation, changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary shall be accounted for as equity transactions. No gain or loss was recognized. As a result of this transaction, noncontrolling interest of $(0.8) million was reclassified to additional paid-in capital on the condensed consolidated balance sheets.

Related Party Transactions - Summary of Sales to Related Parties (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($) trust	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) trust	Sep. 30, 2023 USD ($)	Dec. 31, 2023 trust
Sales
Related Party Transaction [Line Items]
Sales - related party	$ 770	$ 818	$ 2,599	$ 5,059
ABC Food Trading, LLC \| Sales
Related Party Transaction [Line Items]
Sales - related party	475	367	1,309	1,682
Asahi Food, Inc. \| Sales
Related Party Transaction [Line Items]
Sales - related party	$ 152	275	$ 439	661
Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)
Related Party Transaction [Line Items]
Number of irrecoverable trusts \| trust	3		3		3
Conexus Food Solutions LLC (formerly known as Best Food Services, LLC) \| Sales
Related Party Transaction [Line Items]
Sales - related party	$ 92	149	$ 680	675
Eagle Food Services, LLC \| Sales
Related Party Transaction [Line Items]
Sales - related party	0	0	0	1,942
First Choice Seafood, Inc. \| Sales
Related Party Transaction [Line Items]
Sales - related party	7	8	20	24
Fortune One Foods, Inc. \| Sales
Related Party Transaction [Line Items]
Sales - related party	44	19	151	42
N&F Logistics, Inc. \| Sales
Related Party Transaction [Line Items]
Sales - related party	0	0	0	6
Union Food LLC \| Sales
Related Party Transaction [Line Items]
Sales - related party	$ 0	$ 0	$ 0	$ 27

Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands	Total	Total Shareholders’ Equity Attributable to HF Foods Group Inc.	Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Deficit	Noncontrolling Interests
Beginning balance (in shares) at Dec. 31, 2022			53,813,777
Beginning balance at Dec. 31, 2022	$ 296,249	$ 291,813	$ 5	$ 0	$ 598,322	$ (306,514)	$ 4,436
Beginning balance, Treasury Stock (in shares) at Dec. 31, 2022				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(5,797)	(5,933)				(5,933)	136
Issuance of common stock pursuant to equity compensation plan (in shares)			37,847
Shares withheld for tax withholdings on vested awards (in shares)			(7,132)
Shares withheld for tax withholdings on vested awards	(34)	(34)			(34)
Stock-based compensation	1,096	1,096			1,096
Ending balance (in shares) at Mar. 31, 2023			53,844,492
Ending balance at Mar. 31, 2023	291,514	286,942	$ 5	$ 0	599,384	(312,447)	4,572
Ending balance, Treasury Stock (in shares) at Mar. 31, 2023				0
Beginning balance (in shares) at Dec. 31, 2022			53,813,777
Beginning balance at Dec. 31, 2022	296,249	291,813	$ 5	$ 0	598,322	(306,514)	4,436
Beginning balance, Treasury Stock (in shares) at Dec. 31, 2022				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(5,383)
Ending balance (in shares) at Sep. 30, 2023			54,152,903
Ending balance at Sep. 30, 2023	292,356	289,288	$ 5	$ 0	600,696	(311,413)	3,068
Ending balance, Treasury Stock (in shares) at Sep. 30, 2023				0
Beginning balance (in shares) at Mar. 31, 2023			53,844,492
Beginning balance at Mar. 31, 2023	291,514	286,942	$ 5	$ 0	599,384	(312,447)	4,572
Beginning balance, Treasury Stock (in shares) at Mar. 31, 2023				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(1,560)	(850)				(850)	(710)
Issuance of common stock pursuant to equity compensation plan (in shares)			269,113
Shares withheld for tax withholdings on vested awards (in shares)			(27,441)
Shares withheld for tax withholdings on vested awards	(106)	(106)			(106)
Stock-based compensation	752	752			752
Ending balance (in shares) at Jun. 30, 2023			54,086,164
Ending balance at Jun. 30, 2023	290,600	286,738	$ 5	$ 0	600,030	(313,297)	3,862
Ending balance, Treasury Stock (in shares) at Jun. 30, 2023				0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	1,974	1,884				1,884	90
Issuance of common stock pursuant to equity compensation plan (in shares)			84,196
Shares withheld for tax withholdings on vested awards (in shares)			(17,457)
Shares withheld for tax withholdings on vested awards	(91)	(91)			(91)
Dissolution of noncontrolling interests	(884)						(884)
Stock-based compensation	757	757			757
Ending balance (in shares) at Sep. 30, 2023			54,152,903
Ending balance at Sep. 30, 2023	292,356	289,288	$ 5	$ 0	600,696	(311,413)	3,068
Ending balance, Treasury Stock (in shares) at Sep. 30, 2023				0
Beginning balance (in shares) at Dec. 31, 2023			54,153,391
Beginning balance at Dec. 31, 2023	$ 287,983	286,661	$ 5	$ (7,750)	603,094	(308,688)	1,322
Beginning balance, Treasury Stock (in shares) at Dec. 31, 2023	(1,997,423)			1,997,423
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	$ (559)	(694)				(694)	135
Stock-based compensation	738	738			738
Ending balance (in shares) at Mar. 31, 2024			54,153,391
Ending balance at Mar. 31, 2024	288,162	286,705	$ 5	$ (7,750)	603,832	(309,382)	1,457
Ending balance, Treasury Stock (in shares) at Mar. 31, 2024				1,997,423
Beginning balance (in shares) at Dec. 31, 2023			54,153,391
Beginning balance at Dec. 31, 2023	$ 287,983	286,661	$ 5	$ (7,750)	603,094	(308,688)	1,322
Beginning balance, Treasury Stock (in shares) at Dec. 31, 2023	(1,997,423)			1,997,423
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	$ (4,161)
Ending balance (in shares) at Sep. 30, 2024			54,734,585
Ending balance at Sep. 30, 2024	$ 285,610	283,060	$ 5	$ (7,750)	604,110	(313,305)	2,550
Ending balance, Treasury Stock (in shares) at Sep. 30, 2024	(1,997,423)			1,997,423
Beginning balance (in shares) at Mar. 31, 2024			54,153,391
Beginning balance at Mar. 31, 2024	$ 288,162	286,705	$ 5	$ (7,750)	603,832	(309,382)	1,457
Beginning balance, Treasury Stock (in shares) at Mar. 31, 2024				1,997,423
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	235	17				17	218
Issuance of common stock pursuant to equity compensation plan (in shares)			555,181
Shares withheld for tax withholdings on vested awards (in shares)			(40,403)
Shares withheld for tax withholdings on vested awards	(128)	(128)			(128)
Dissolution of noncontrolling interests	0	(772)			(772)		772
Stock-based compensation	522	522			522
Ending balance (in shares) at Jun. 30, 2024			54,668,169
Ending balance at Jun. 30, 2024	288,791	286,344	$ 5	$ (7,750)	603,454	(309,365)	2,447
Ending balance, Treasury Stock (in shares) at Jun. 30, 2024				1,997,423
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net (loss) income	(3,837)	(3,940)				(3,940)	103
Issuance of common stock pursuant to equity compensation plan (in shares)			82,713
Shares withheld for tax withholdings on vested awards (in shares)			(16,297)
Shares withheld for tax withholdings on vested awards	(45)	(45)			(45)
Dissolution of noncontrolling interests							800
Stock-based compensation	701	701			701
Ending balance (in shares) at Sep. 30, 2024			54,734,585
Ending balance at Sep. 30, 2024	$ 285,610	$ 283,060	$ 5	$ (7,750)	$ 604,110	$ (313,305)	$ 2,550
Ending balance, Treasury Stock (in shares) at Sep. 30, 2024	(1,997,423)			1,997,423

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss) Attributable to Parent	$ (3,940)	$ 1,884	$ (4,617)	$ (4,899)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Related Party Transactions - Summary of Accounts Receivable With Related Parties (Details) $ in Thousands	Sep. 30, 2024 USD ($) trust	Dec. 31, 2023 USD ($) trust
Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)
Related Party Transaction [Line Items]
Number of irrecoverable trusts \| trust	3	3
Related Party
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119	$ 226	$ 308
Related Party \| ABC Trading, LLC
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119	97	94
Related Party \| Asahi Food, Inc.
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119	116	69
Related Party \| Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119	7	84
Related Party \| Enson Seafood GA, Inc. (formerly known as GA-GW Seafood, Inc.)
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119		59
Related Party \| Fortune One Foods, Inc.
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119	6	0
Related Party \| Union Food LLC
Related Party Transaction [Line Items]
Accounts receivable, net of allowances of $2,077 and $2,119	$ 0	$ 2

Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Revenue (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 298,389	$ 281,453	$ 896,385	$ 867,620
Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	100.00%	100.00%	100.00%	100.00%
Seafood
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 98,826	$ 87,475	$ 292,751	$ 271,748
Seafood \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	33.00%	31.00%	33.00%	32.00%
Asian Specialty
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 74,269	$ 74,384	$ 231,971	$ 228,545
Asian Specialty \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	25.00%	26.00%	26.00%	26.00%
Meat and Poultry
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 64,538	$ 54,787	$ 186,080	$ 162,848
Meat and Poultry \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	21.00%	19.00%	21.00%	19.00%
Produce
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 31,670	$ 29,578	$ 95,924	$ 93,425
Produce \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	11.00%	11.00%	10.00%	11.00%
Packaging and Other
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 15,797	$ 17,342	$ 47,816	$ 54,775
Packaging and Other \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	5.00%	6.00%	5.00%	6.00%
Commodity
Disaggregation of Revenue [Line Items]
TOTAL NET REVENUE	$ 13,289	$ 17,887	$ 41,843	$ 56,279
Commodity \| Revenue Benchmark \| Product Concentration Risk
Disaggregation of Revenue [Line Items]
Operating concentration risk (percentage)	5.00%	7.00%	5.00%	6.00%

Stock-Based Compensation	9 Months Ended
Stock-Based Compensation	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 12 - Stock-Based Compensation In 2021, the Company began issuing awards under the HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan (the “2018 Incentive Plan”), which reserves up to 3,000,000 shares of the Company's common stock for issuance of awards to employees and non-employee directors. On June 3, 2024, the Company’s shareholders approved an amendment to the 2018 Incentive Plan which increased the number of shares of the Company's common stock available for issuance under the 2018 Incentive Plan to 7,000,000, an increase of 4,000,000 shares. As of September 30, 2024, the Company had 878,890 time-based vesting restricted stock units unvested, 843,588 performance-based restricted stock units unvested, 1,169,116 shares of common stock vested and 4,108,406 shares remaining available for future awards under the 2018 Incentive Plan. Stock-based compensation expense was $0.7 million and $0.8 million for the three months ended September 30, 2024 and 2023, respectively. Stock-based compensation expense was $2.0 million and $2.6 million for the nine months ended September 30, 2024 and 2023, respectively. Stock-based compensation expense was included in distribution, selling and administrative expenses in the Company's condensed consolidated statements of operations and comprehensive income (loss). As of September 30, 2024, there was $5.2 million of total unrecognized compensation cost related to all non-vested outstanding RSUs and PSUs outstanding under the 2018 Incentive Plan, with a weighted average remaining service period of 2.12 years.

Balance Sheet Components - Schedule of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accrued compensation	$ 6,090	$ 7,941
Accrued professional fees	854	1,353
Accrued interest and fees	1,089	1,276
Self-insurance liability	2,999	1,723
Other	8,652	4,994
Total accrued expenses and other liabilities	$ 19,684	$ 17,287

Debt

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Debt

Note 8 - Debt

Long-term debt at September 30, 2024 and December 31, 2023 is summarized as follows:


($ in thousands)
Bank Name	Maturity	Interest Rate at September 30, 2024	September 30, 2024		December 31, 2023
Bank of America (a)	October 2026 - December 2029	4.34% - 7.95%	$	2,216	$	2,362
East West Bank (b)	August 2027 - September 2029	7.46% - 8.50%	5,558		5,675

JPMorgan Chase (c)	January 2030	7.18%	102,520		106,337
Other finance institutions (d)	July 2024	N/A	—		45
Total debt, principal amount			110,294		114,419
Less: debt issuance costs			(226)		(258)
Total debt, carrying value			110,068		114,161
Less: current portion			(5,410)		(5,450)
Long-term debt			$	104,658	$	108,711

_______________

(a)Loan balance consists of real estate term loan and equipment term loan, collateralized by one real property and specific equipment. The real estate term loan is pegged to TERM SOFR + 2.5%.

(b)Real estate term loans with East West Bank are collateralized by three real properties. Balloon payments of $2.2 million and $3.4 million are due at maturity in 2027 and 2029, respectively.

(c)Real estate term loan with a principal balance of $102.5 million as of September 30, 2024 and $106.3 million as of December 31, 2023 is secured by assets held by the Company and has a maturity date of January 2030.

(d)Secured by vehicles.

The terms of the various loan agreements related to long-term bank borrowings require the Company to comply with certain financial covenants, including, but not limited to, a fixed charge coverage ratio and effective tangible net worth. As of September 30, 2024, the Company was in compliance with its covenants.

Credit Facility

The outstanding principal balance on the line of credit as of September 30, 2024 was $66.9 million and outstanding letters of credit amounted to $5.8 million leaving access to approximately $27.3 million in additional funds through our $100.0 million line of credit, subject to a borrowing base calculation.

On March 31, 2022, the Company amended the $100.0 million asset-secured revolving credit facility agreement with JPMorgan Chase (the “JPM Credit Agreement”), extending it for five years, with a maturity date of November 4, 2027. On February 6, 2024, the Company amended the JPM Credit Agreement to (i) remove a cap on permitted indebtedness in respect of capital lease obligations, subject to certain enumerated conditions; (ii) create a reserve on the borrowing base, which will be reduced on a dollar-for-dollar basis once the Company has made expenditures in excess of such amount relating to the development and construction of certain real property, and which amounts shall be excluded from certain financial covenants under the JPM Credit Agreement and; (iii) remove certain sublease income from various financial covenants. On July 15, 2024, the Company again amended the JPM Credit Agreement to (i) increase the issuing bank sublimit to $10.0 million and; (ii) modify the due date for a borrowing base certificate based on availability under the revolving credit facility.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (b)
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Related Party Transactions - Summary of Purchases with Related Parties (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($) trust	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) trust	Sep. 30, 2023 USD ($)	Dec. 31, 2023 trust
Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)
Related Party Transaction [Line Items]
Number of irrecoverable trusts \| trust	3		3		3
Related Party
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party	$ 1,269	$ 2,211	$ 4,473	$ 7,378
Related Party \| Asahi Food, Inc.
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party	20	13	76	52
Related Party \| Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party	1,136	2,045	4,049	6,858
Related Party \| Enson Seafood GA, Inc. (formerly “GA-GW Seafood, Inc.”)
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party		0		37
Related Party \| Ocean Pacific Seafood Group, Inc.
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party	49	73	189	315
Related Party \| Rainfield Ranches, LP
Related Party Transaction [Line Items]
Related Party Transaction, Purchases from Related Party	$ 64	$ 80	$ 159	$ 116

Earnings (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Earnings Per Share Basic and Diluted

The following table sets forth the computation of basic and diluted EPS:


	Three Months Ended September 30,				Nine Months Ended September 30,
($ in thousands, except share and per share data)	2024		2023		2024		2023
Numerator:
Net income (loss) attributable to HF Foods Group Inc.	$	(3,940)	$	1,884	$	(4,617)	$	(4,899)
Denominator:
Weighted-average common shares outstanding	52,726,683		54,142,396		52,490,321		54,005,010
Effect of dilutive securities	—		370,918		—		—
Weighted-average dilutive shares outstanding	52,726,683		54,513,314		52,490,321		54,005,010
Earnings (loss) per common share:
Basic	$	(0.07)	$	0.03	$	(0.09)	$	(0.09)
Diluted	$	(0.07)	$	0.03	$	(0.09)	$	(0.09)

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value Measurements, Assets and Liabilities

The following table presents the Company's hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the dates indicated:


	September 30, 2024								December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
	Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs				Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
	(In thousands)
Assets:
Interest rate swaps	$	—	$	304	$	—	$	304	$	—	$	412	$	—	$	412

Liabilities:
Interest rate swaps	$	—	$	2,452	$	—	$	2,452	$	—	$	1,601	$	—	$	1,601

Schedule of Debt Securities, Carrying Value and Fair Value

The following table presents the carrying value and estimated fair value of the Company’s outstanding debt as described in Note 8 - Debt, including the current portion, as of the dates indicated:


	Fair Value Measurements
(In thousands)	Level 1		Level 2		Level 3		Carrying Value
September 30, 2024
Fixed rate debt:

Bank of America	$	—	$	—	$	116	$	126



Variable rate debt:
JPMorgan Chase	$	—	$	102,294	$	—	$	102,294
Bank of America	$	—	$	2,090	$	—	$	2,090
East West Bank	$	—	$	5,558	$	—	$	5,558

December 31, 2023
Fixed rate debt:

Bank of America	$	—	$	—	$	151	$	169


Other finance institutions	$	—	$	—	$	43	$	45
Variable rate debt:
JPMorgan Chase	$	—	$	106,079	$	—	$	106,079
Bank of America	$	—	$	2,193	$	—	$	2,193
East West Bank	$	—	$	5,675	$	—	$	5,675

The carrying value of the variable rate debt approximates its fair value because of the variability of interest rates associated with these instruments. For the Company's fixed rate debt, the fair values were estimated using discounted cash flow analyses, based on the current incremental borrowing rates for similar types of borrowing arrangements.

See Note 8 - Debt for additional information regarding the Company's debt.

Nonrecurring Fair Values

The Company measures fair value of certain assets on a nonrecurring basis when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. No adjustments to fair value from the write-down of asset values due to impairment were made during the three and nine months ended September 30, 2024 and 2023.

There were no assets carried at nonrecurring fair value at September 30, 2024 and December 31, 2023.

Revenue

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue

Note 3 - Revenue

The following table presents the Company's net revenue disaggregated by principal product categories:


	Three Months Ended September 30,								Nine Months Ended September 30,
($ in thousands)	2024				2023				2024				2023
Seafood	$	98,826	33	%	$	87,475	31	%	$	292,751	33	%	$	271,748	32	%
Asian Specialty	74,269		25	%	74,384		26	%	231,971		26	%	228,545		26	%
Meat and Poultry	64,538		21	%	54,787		19	%	186,080		21	%	162,848		19	%
Produce	31,670		11	%	29,578		11	%	95,924		10	%	93,425		11	%
Packaging and Other	15,797		5	%	17,342		6	%	47,816		5	%	54,775		6	%
Commodity	13,289		5	%	17,887		7	%	41,843		5	%	56,279		6	%
Total	$	298,389	100	%	$	281,453	100	%	$	896,385	100	%	$	867,620	100	%

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Goodwill and Acquired Intangible Assets - Narrative (Details) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) segment
Goodwill and Intangible Assets Disclosure [Abstract]
Number of reporting units \| segment			1		1
Estimated fair value that exceeded carrying value	1.00%		1.00%		10.00%
Goodwill	$ 85,118		$ 85,118		$ 85,118
Amortization expense	$ 4,100	$ 4,100	$ 12,200	$ 12,200

- Definition

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 942
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(10)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478546/942-210-S99-1

+ Details

Balance Sheet Components - Accounts Receivable (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Less: allowance for expected credit losses	$ (2,077)	$ (2,119)	$ (1,474)	$ (1,442)
Nonrelated Party
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	53,805	49,643
Less: allowance for expected credit losses	(2,077)	(2,119)
Accounts receivable, net	$ 51,728	$ 47,524

- Definition

Amount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.

+ References + Details

Fair Value Measurements - Schedule of Fair Value Measurements, Assets and Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Mar. 31, 2024	Sep. 30, 2024	Dec. 31, 2023
Assets
Derivative Asset, Statement Of Financial Position, Extensible Enumeration Not Disclosed Flag	Interest rate swaps	Interest rate swaps
Liabilities
Derivative Liability, Statement Of Financial Position, Extensible Enumeration Not Disclosed Flag	Interest rate swaps	Interest rate swaps
Recurring
Assets
Assets:		$ 304	$ 412
Liabilities
Liabilities:		2,452	1,601
Recurring \| Level 1
Assets
Assets:		0	0
Liabilities
Liabilities:		0	0
Recurring \| Level 2
Assets
Assets:		304	412
Liabilities
Liabilities:		2,452	1,601
Recurring \| Level 3
Assets
Assets:		0	0
Liabilities
Liabilities:		$ 0	$ 0

Goodwill and Acquired Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets

The components of the intangible assets are as follows:


	September 30, 2024						December 31, 2023
(In thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Non-competition agreement	$	3,892	$	(3,400)	$	492	$	3,892	$	(2,429)	$	1,463
Trademarks and trade names	44,207		(18,360)		25,847		44,207		(15,045)		29,162
Customer relationships	185,266		(46,009)		139,257		185,266		(38,085)		147,181
Total	$	233,365	$	(67,769)	$	165,596	$	233,365	$	(55,559)	$	177,806

Goodwill and Acquired Intangible Assets

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Acquired Intangible Assets

Note 6 - Goodwill and Acquired Intangible Assets

Goodwill

There is only one reporting unit at September 30, 2024 and December, 31, 2023. The Company tests goodwill for impairment at least annually, as of December 31, or whenever events or changes in circumstances indicated goodwill might be impaired.

The Company performed a quantitative goodwill impairment assessment as of December 31, 2023, as a result of the Company’s results of operations during 2023 compared to previous forecasts, combined with the level of the Company’s stock price. The fair value of the reporting unit was determined using an average of the income approach, comparable public company analysis, and comparable acquisitions analysis. The annual goodwill impairment test in 2023 resulted in an estimated fair value that exceeded carrying value by approximately 10% at December 31, 2023, and therefore, the Company concluded no impairment was required to be recorded during the year ended December 31, 2023.

As of September 30, 2024, the Company concluded that a triggering event occurred due to a sustained decline in the Company’s stock price since December 31, 2023, which required interim testing for goodwill impairment in accordance with ASC 350. Accordingly, the Company performed a quantitative assessment as of September 30, 2024. The fair value of the reporting unit was determined using an average of the income approach, comparable public company analysis, and comparable acquisitions analysis. The fair value of the reporting unit exceeded the carrying value by approximately 1%, and therefore the Company concluded no impairment was required to be recorded during the period.

In calculating the fair value of the reporting unit, the Company considered the resulting implied enterprise value control premium compared to recent control premiums paid in the industry, and also considered the lack of liquidity in its common stock. The Company’s common stock is fairly thinly traded, with a higher level of internal stockholders than its peers, and no major analyst coverage. As a result, the implied value from the traded stock price is based on limited investment public interest. The Company determined that the implied control premium was reasonable in light of these recent comparable transactions and considering the lack of liquidity in its common stock, which corroborates the Company’s fair value estimate.

The most critical assumptions in determining fair value using the income approach were projections of future cash flows such as forecasted revenue growth rates, gross profit margins, distribution, selling and administrative expense levels, and the discount rate. The market approaches were primarily impacted by an enterprise value multiple of EBITDA.

A significant change in these assumptions or a further sustained decline in the Company’s stock price could result in potential goodwill impairment in the future, and such impairment could be material.

Goodwill was $85.1 million as of September 30, 2024 and December 31, 2023.

Acquired Intangible Assets

The components of the intangible assets are as follows:


	September 30, 2024						December 31, 2023
(In thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Non-competition agreement	$	3,892	$	(3,400)	$	492	$	3,892	$	(2,429)	$	1,463
Trademarks and trade names	44,207		(18,360)		25,847		44,207		(15,045)		29,162
Customer relationships	185,266		(46,009)		139,257		185,266		(38,085)		147,181
Total	$	233,365	$	(67,769)	$	165,596	$	233,365	$	(55,559)	$	177,806

Amortization expense for acquired intangible assets was $4.1 million for the three months ended September 30, 2024 and 2023. Amortization expense for acquired intangible assets was $12.2 million for the nine months ended September 30, 2024 and 2023.

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2024

Schedule of Purchases With Related Parties

Below is a summary of purchases of goods and services from related parties recorded for the three and nine months ended September 30, 2024 and 2023:


			Three Months Ended September 30,				Nine Months Ended September 30,
	(In thousands)	Nature	2024		2023		2024		2023
(a)	Asahi Food, Inc.	Trade	$	20	$	13	$	76	$	52
(b)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	Trade	1,136		2,045		4,049		6,858


(c)	Enson Seafood GA, Inc. (formerly “GA-GW Seafood, Inc.”)	Trade	N/A		—		N/A		37





(c)	Ocean Pacific Seafood Group, Inc.	Trade	49		73		189		315




(c)	Rainfield Ranches, LP	Trade	64		80		159		116
	Total		$	1,269	$	2,211	$	4,473	$	7,378

_______________

(a)The Company, through its subsidiary Mountain Food, LLC, owns an equity interest in this entity.

(b)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

(c)Mr. Zhou Min Ni owns an equity interest in this entity. Enson Seafood GA, Inc. is no longer considered a related party as of January 1, 2024 since Mr. Zhou Min Ni disposed his equity interest in this entity.

Schedule of Revenue With Related Parties

Below is a summary of sales to related parties recorded for the three and nine months ended September 30, 2024 and 2023:


		Three Months Ended September 30,				Nine Months Ended September 30,
	(In thousands)	2024		2023		2024		2023
(a)	ABC Food Trading, LLC	$	475	$	367	$	1,309	$	1,682
(b)	Asahi Food, Inc.	152		275		439		661
(a)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	92		149		680		675
(c)	Eagle Food Service, LLC	—		—		—		1,942




(d)	First Choice Seafood, Inc.	7		8		20		24
(d)	Fortune One Foods, Inc.	44		19		151		42

(e)	N&F Logistics, Inc.	—		—		—		6
(f)	Union Food LLC	—		—		—		27

	Total	$	770	$	818	$	2,599	$	5,059

_______________

(a)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

(b)The Company, through its subsidiary Mountain Food, LLC, owns an equity interest in this entity.

(c)Tina Ni, one of Mr. Zhou Min Ni’s family members, owns an equity interest in this entity indirectly through its parent company.

(d)Mr. Zhou Min Ni owns an equity interest in this entity indirectly through its parent company.

(e)Mr. Zhou Min Ni owns an equity interest in this entity.

(f)Tina Ni, one of Mr. Zhou Min Ni’s family members, owns an equity interest in this entity.

Schedule of Accounts Receivable With Related Parties

Below is a summary of accounts receivable with related parties recorded as of September 30, 2024 and December 31, 2023, respectively:


	(In thousands)	September 30, 2024		December 31, 2023
(a)	ABC Food Trading, LLC	$	97	$	94
(b)	Asahi Food, Inc.	116		69
(a)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	7		84

(c)	Enson Seafood GA, Inc. (formerly known as GA-GW Seafood, Inc.)	N/A		59
(d)	Fortune One Foods, Inc.	6		—
(e)	Union Food LLC	—		2




	Total	$	226	$	308

_______________

(a)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

(b)The Company, through its subsidiary Mountain Food, LLC, owns an equity interest in this entity.

(c)No longer considered a related party as of January 1, 2024 since Mr. Zhou Min Ni disposed his equity interest in this entity.

(d)Mr. Zhou Min Ni owns an equity interest in this entity indirectly through its parent company.

(e)Tina Ni, one of Mr. Zhou Min Ni’s family members, owns an equity interest in this entity.

Schedule of Accounts Payable With Related Parties

All the accounts payable to related parties are payable upon demand without interest. Below is a summary of accounts payable with related parties recorded as of September 30, 2024 and December 31, 2023, respectively:


	(In thousands)	September 30, 2024		December 31, 2023
(a)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	$	53	$	379








	Others	21		18
	Total	$	74	$	397

_______________

(a)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

Debt - Narrative (Details) - USD ($)	Mar. 31, 2022	Sep. 30, 2024	Jul. 15, 2024
Debt Instrument [Line Items]
Letters of Credit Outstanding, Amount		$ 5,800,000
JP Morgan \| Third Amended Credit Agreement \| Mortgage-Secured Term Loans
Debt Instrument [Line Items]
Long-term line of credit		66,900,000
JP Morgan \| Second Amended Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Additional funds remaining		27,300,000
Maximum borrowing capacity		$ 100,000,000.0
Expiration	5 years
JP Morgan \| Second Amended Credit Agreement \| Sublimit
Debt Instrument [Line Items]
Maximum borrowing capacity			$ 10,000,000

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Allowance for credit loss, current	$ 2,077	$ 2,119
Preferred stock. par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized (in shares)	1,000,000	1,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, authorized (in shares)	100,000,000	100,000,000
Common stock, issued (in shares)	54,734,585	54,153,391
Common stock, outstanding (in shares)	52,737,162	52,155,968
Series A Preferred Stock
Preferred stock. par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized (in shares)	100,000	100,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0

Income Taxes - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	24.60%	(1.90%)	(4.10%)	27.60%
SEC settlement	$ 1,000,000		$ 1,000,000
Stock-based compensation shortfalls	$ 100,000		$ 200,000

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
TOTAL NET REVENUE	$ 298,389	$ 281,453	$ 896,385	$ 867,620
TOTAL COST OF REVENUE	248,226	230,528	743,346	715,857
GROSS PROFIT	50,163	50,925	153,039	151,763
Distribution, selling and administrative expenses	49,652	48,841	149,988	154,013
INCOME (LOSS) FROM OPERATIONS	511	2,084	3,051	(2,250)
Other expenses (income):
Interest expense	2,644	2,715	8,597	8,430
Other (income) expense, net	(332)	(490)	3,040	(845)
Change in fair value of interest rate swap contracts	3,290	(1,984)	959	(2,094)
Lease guarantee income	0	(95)	(5,548)	(305)
(LOSS) INCOME BEFORE INCOME TAXES	(5,091)	1,938	(3,997)	(7,436)
Income tax (benefit) expense	(1,254)	(36)	164	(2,053)
NET (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME	(3,837)	1,974	(4,161)	(5,383)
Less: net income (loss) attributable to noncontrolling interests	103	90	456	(484)
NET (LOSS) INCOME AND COMPREHENSIVE (LOSS) INCOME ATTRIBUTABLE TO HF FOODS GROUP INC.	$ (3,940)	$ 1,884	$ (4,617)	$ (4,899)
(LOSS) EARNINGS PER COMMON SHARE - BASIC (in USD per share)	$ (0.07)	$ 0.03	$ (0.09)	$ (0.09)
(LOSS) EARNINGS PER COMMON SHARE - DILUTED (in USD per share)	$ (0.07)	$ 0.03	$ (0.09)	$ (0.09)
WEIGHTED AVERAGE SHARES - BASIC (in shares)	52,726,683	54,142,396	52,490,321	54,005,010
WEIGHTED AVERAGE SHARES - DILUTED (in shares)	52,726,683	54,513,314	52,490,321	54,005,010
Third Party
TOTAL NET REVENUE	$ 297,619	$ 280,635	$ 893,786	$ 862,561
TOTAL COST OF REVENUE	247,528	229,772	740,969	710,953
Related Party
TOTAL NET REVENUE	770	818	2,599	5,059
TOTAL COST OF REVENUE	$ 698	$ 756	$ 2,377	$ 4,904

Debt - Long-term Debt (Details) $ in Thousands			9 Months Ended
Debt - Long-term Debt (Details) $ in Thousands	Dec. 19, 2021	Aug. 20, 2019	Sep. 30, 2024 USD ($) property	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Total debt, principal amount			$ 110,294	$ 114,419
Less: debt issuance costs			(226)	(258)
Total			110,068	114,161
Less: current portion			(5,410)	(5,450)
Long-term debt			104,658	108,711
Bank of America
Debt Instrument [Line Items]
Total debt, principal amount			$ 2,216	2,362
Number of real properties secured \| property			1
Bank of America \| Mortgage-Secured Term Loans
Debt Instrument [Line Items]
Basis spread on variable rate	2.50%		2.50%
Bank of America \| Minimum
Debt Instrument [Line Items]
Interest rate, stated percentage			4.34%
Bank of America \| Maximum
Debt Instrument [Line Items]
Interest rate, stated percentage			7.95%
East West Bank
Debt Instrument [Line Items]
Total debt, principal amount			$ 5,558	5,675
Number of real properties secured \| property			3
East West Bank \| Mortgage-Secured Term Loans
Debt Instrument [Line Items]
Basis spread on variable rate		2.29%
East West Bank \| Minimum
Debt Instrument [Line Items]
Interest rate, stated percentage			7.46%
Collateral amount			$ 2,200
East West Bank \| Maximum
Debt Instrument [Line Items]
Interest rate, stated percentage			8.50%
Collateral amount			$ 3,400
JP Morgan Chase
Debt Instrument [Line Items]
Total debt, principal amount			102,520	106,337
JP Morgan Chase \| Assets Held by Subsidiaries
Debt Instrument [Line Items]
Collateral amount			$ 102,500	106,300
JP Morgan Chase \| Maximum
Debt Instrument [Line Items]
Interest rate, stated percentage			7.18%
Other finance institutions
Debt Instrument [Line Items]
Total debt, principal amount			$ 0	$ 45

Organization and Description of Business (Details)	9 Months Ended
Organization and Description of Business (Details)	Sep. 30, 2024 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	1
Number of reportable segments	1

Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid expenses	$ 4,531	$ 4,591
Advances to suppliers	3,698	3,340
Other current assets	1,783	2,214
Prepaid expenses and other current assets	$ 10,012	$ 10,145

Earnings (Loss) Per Share - Schedule of Computation of Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Numerator:
Net income (loss) attributable to HF Foods Group Inc.	$ (3,940)	$ 1,884	$ (4,617)	$ (4,899)
Denominator:
Weighted-average common shares outstanding (in shares)	52,726,683	54,142,396	52,490,321	54,005,010
Effect of dilutive securities (in shares)	0	370,918	0	0
Weighted-average dilutive shares outstanding (in shares)	52,726,683	54,513,314	52,490,321	54,005,010
Earnings (loss) per common share:
Basic (in dollars per share)	$ (0.07)	$ 0.03	$ (0.09)	$ (0.09)
Diluted (in dollars per share)	$ (0.07)	$ 0.03	$ (0.09)	$ (0.09)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 07, 2024
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-38180
Entity Registrant Name	HF FOODS GROUP INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-2717873
Entity Address, Address Line One	6325 South Rainbow Boulevard
Entity Address, Address Line Two	Suite 420
Entity Address, City or Town	Las Vegas
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89118
City Area Code	888
Local Phone Number	905-0988
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		52,737,650
Entity Central Index Key	0001680873
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Common Stock
Title of 12(b) Security	Common Stock, $0.0001 par value
Trading Symbol	HFFG
Security Exchange Name	NASDAQ
Preferred Stock
Title of 12(b) Security	Preferred Share Purchase Rights

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 14 - Subsequent Events Termination of Xiao Mou (Peter) Zhang as Chief Executive Officer On October 24, 2024, the Board of Directors (the “Board”) of the Company terminated Xiao Mou (Peter) Zhang as Chief Executive Officer of the Company, without cause, effective as of October 24, 2024. Appointment of Xi (Felix) Lin as Interim Chief Executive Officer On October 24, 2024, Xi (Felix) Lin was appointed to serve as Interim Chief Executive Officer, effective as of October 24, 2024. Mr. Lin continues to serve as the Company’s Chief Operating Officer and President.

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Note 10 - Income Taxes The determination of the Company’s overall effective income tax rate requires the use of estimates. The effective income tax rate reflects the income earned and taxed in U.S. federal and various state jurisdictions based on enacted tax law, permanent differences between book and tax items, tax credits and the Company’s change in relative income in each jurisdiction. Changes in tax laws and rates may affect recorded deferred tax assets and liabilities and the Company’s effective income tax rate in the future. As of September 30, 2024, the Company had no subsidiaries outside the U.S., as such, no foreign income tax was recorded. For the three and nine months ended September 30, 2024, the Company's effective income tax rate of 24.6% and (4.1)%, respectively, differed from the federal statutory tax rate primarily as a result of permanent differences and state income taxes. The Company’s tax provision for the nine months ended September 30, 2024 includes a discrete tax expense of $1.0 million related to the Company’s SEC settlement. Additionally, the Company’s tax provision for the three and nine months ended September 30, 2024 includes a discrete tax expense of $0.1 million and $0.2 million, respectively, related to stock-based compensation shortfalls. For the three and nine months ended September 30, 2023, the Company's effective income tax rate of (1.9)% and 27.6%, respectively, differed from the federal statutory tax rate primarily as a result of permanent differences and state income taxes.

- Definition

The entire disclosure for income tax.

+ References

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-Topic 740
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-Name Accounting Standards Codification
-Section 50
-Paragraph 12
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. All adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 26, 2024 (the “2023 Annual Report”). There have been no material changes to the Company’s significant accounting policies as compared to the significant accounting policies described in the 2023 Annual Report. All significant intercompany balances and transactions have been eliminated in consolidation. For consolidated entities where we own or are exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interest in its condensed consolidated statements of operations and comprehensive loss equal to the percentage of the economic or ownership interest retained in such entity by the respective noncontrolling party.
Noncontrolling Interests	Noncontrolling Interests GAAP requires that noncontrolling interests in subsidiaries and affiliates be reported in the equity section of the Company’s condensed consolidated balance sheets. In addition, the amounts attributable to the net income (loss) of those noncontrolling interests are reported separately in the condensed consolidated statements of operations and comprehensive loss.
Use of Estimates	Uses of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during each reporting period. Actual results could differ from those estimates. Significant accounting estimates reflected in the Company’s condensed consolidated financial statements include, but are not limited to, inventory reserves, impairment of long-lived assets, impairment of goodwill, and the purchase price allocation and fair value of assets and liabilities acquired with respect to business combinations.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2024, the FASB issued Accounting Standards Update (ASU) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The guidance requires additional disclosure of certain amounts included in the expense captions presented on the Statement of Operations as well as disclosures about selling expenses. This guidance is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. The Company is in the process of assessing the impact the adoption of this guidance will have on the Company’s financial statement disclosures. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosures about segment expenses on an annual and interim basis. This standard is effective for the Company’s consolidated financial statements for the year ending December 31, 2024 and for interim periods beginning in 2025. The impact of the adoption of this ASU is not expected to have a material effect on the Company’s financial position, or operations, however, the Company is currently evaluating the impact of this standard on its disclosures to the consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities to disclose specific categories in its annual effective tax rate reconciliation and disaggregated information about significant reconciling items by jurisdiction and by nature. This guidance also requires entities to disclose their income tax payments (net of refunds) to international, federal, and state and local jurisdictions. This guidance is effective for fiscal years beginning after December 15, 2024, and requires prospective application with the option to apply it retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on the consolidated financial statements and disclosures.

Related Party Transactions - Summary of Accounts Payable with Related Parties (Details) $ in Thousands	Sep. 30, 2024 USD ($) trust	Dec. 31, 2023 USD ($) trust
Related Party
Related Party Transaction [Line Items]
Accounts payable	$ 74	$ 397
Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)
Related Party Transaction [Line Items]
Number of irrecoverable trusts \| trust	3	3
Conexus Food Solutions LLC (formerly known as Best Food Services, LLC) \| Related Party
Related Party Transaction [Line Items]
Accounts payable	$ 53	$ 379
Other \| Related Party
Related Party Transaction [Line Items]
Accounts payable	$ 21	$ 18

Organization and Description of Business	9 Months Ended
Organization and Description of Business	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Note 1 - Organization and Description of Business Organization and General HF Foods Group Inc. and subsidiaries (collectively “HF Foods” or the “Company”) is an Asian foodservice distributor that markets and distributes fresh produce, seafood, frozen and dry food, and non-food products to primarily Asian restaurants and other foodservice customers throughout the United States. The Company's business consists of one operating segment, which is also its one reportable segment: HF Foods, which operates solely in the United States. The Company's customer base consists primarily of Asian restaurants, and it provides sales and service support to customers who mainly converse in Mandarin or Chinese dialects.

Earnings (Loss) Per Share - Narrative (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share [Abstract]
Antidilutive securities excluded from computation of earnings per share (in shares)	601,719	1,102,972	1,542,412	797,860

Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2024
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Number of shares authorized under plan (in shares)	7,000,000		7,000,000		3,000,000
Increase in shares (in shares)	4,000,000
Shares remaining available for future unvested awards (in shares)	1,169,116		1,169,116
Shares remaining available for future awards (in shares)	4,108,406		4,108,406
Total stock-based compensation expense	$ 0.7	$ 0.8	$ 2.0	$ 2.6
Unrecognized compensation cost	$ 5.2		$ 5.2
Weighted average remaining service period			2 years 1 month 13 days
RSUs
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Equity instruments outstanding (in shares)	878,890		878,890
PSUs
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Equity instruments outstanding (in shares)	843,588		843,588

Goodwill and Acquired Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 233,365		$ 233,365		$ 233,365
Accumulated Amortization	(67,769)		(67,769)		(55,559)
Net Carrying Amount	165,596		165,596		177,806
Amortization expense	4,100	$ 4,100	12,200	$ 12,200
Non-competition agreement
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	3,892		3,892		3,892
Accumulated Amortization	(3,400)		(3,400)		(2,429)
Net Carrying Amount	492		492		1,463
Tradenames
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	44,207		44,207		44,207
Accumulated Amortization	(18,360)		(18,360)		(15,045)
Net Carrying Amount	25,847		25,847		29,162
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	185,266		185,266		185,266
Accumulated Amortization	(46,009)		(46,009)		(38,085)
Net Carrying Amount	$ 139,257		$ 139,257		$ 147,181

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Balance Sheet Components - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 2,119	$ 1,442
(Decrease) increase in provision for expected credit losses	(40)	56
Bad debt write-offs	(2)	(24)
Ending balance	$ 2,077	$ 1,474

- Definition

Amount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.

+ References + Details

Summary of Significant Accounting Policies (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2024 USD ($) variableInterestEntity	Jun. 30, 2024 USD ($) variableInterestEntity	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Noncontrolling Interest [Line Items]
Number of VIEs \| variableInterestEntity	0	1
Noncontrolling interests	$ 2,550			$ 1,322
Acquisition of noncontrolling interest		$ 0	$ 884
Noncontrolling Interests
Noncontrolling Interest [Line Items]
Acquisition of noncontrolling interest	(800)	$ (772)	$ 884
HF Foods Industrial, LLC ("HFFI")(a)
Noncontrolling Interest [Line Items]
Noncontrolling interests	$ 0			(759)
Min Food, Inc.
Noncontrolling Interest [Line Items]
Ownership of noncontrolling interest at September 30, 2024	39.75%
Noncontrolling interests	$ 2,184			1,715
Monterey Food Service, LLC
Noncontrolling Interest [Line Items]
Ownership of noncontrolling interest at September 30, 2024	35.00%
Noncontrolling interests	$ 366			$ 366

- Definition

Amount of equity (deficit) attributable to noncontrolling interest. Excludes temporary equity.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481687/323-10-50-3

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482907/825-10-50-28

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-03(a)(24))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478777/944-210-S99-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-04(19))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479170/946-210-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1A

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(i))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480097/470-10-S99-1B

Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 210
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-03(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478546/942-210-S99-1

+ Details

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
CURRENT ASSETS:
Cash	$ 11,445	$ 15,232
Inventories	119,508	105,618
Prepaid expenses and other current assets	10,012	10,145
TOTAL CURRENT ASSETS	192,919	178,827
Property and equipment, net	146,073	133,136
Operating lease right-of-use assets	14,981	12,714
Long-term investments	2,374	2,388
Customer relationships, net	139,257	147,181
Trademarks, trade names and other intangibles, net	26,339	30,625
Goodwill	85,118	85,118
Other long-term assets	5,689	6,531
TOTAL ASSETS	612,750	596,520
CURRENT LIABILITIES:
Checks issued not presented for payment	12,018	4,494
Line of credit	66,911	58,564
Current portion of long-term debt, net	5,410	5,450
Current portion of obligations under finance leases	3,301	1,749
Current portion of obligations under operating leases	4,147	3,706
Accrued expenses and other liabilities	19,684	17,287
TOTAL CURRENT LIABILITIES	163,111	143,264
Long-term debt, net of current portion	104,658	108,711
Obligations under finance leases, non-current	17,726	11,229
Obligations under operating leases, non-current	11,180	9,414
Deferred tax liabilities	27,853	29,028
Other long-term liabilities	2,612	6,891
TOTAL LIABILITIES	327,140	308,537
COMMITMENTS AND CONTINGENCIES (Note 13)
SHAREHOLDERS’ EQUITY:
Preferred Stock, $0.001 par value; 1,000,000 shares authorized; no shares issued and outstanding	0	0
Common Stock, $0.0001 par value; 100,000,000 shares authorized; 54,734,585 and 54,153,391 shares issued and 52,737,162 and 52,155,968 shares outstanding as of September 30, 2024 and December 31, 2023, respectively	5	5
Treasury stock, at cost; 1,997,423 shares as of September 30, 2024 and December 31, 2023	(7,750)	(7,750)
Additional paid-in capital	604,110	603,094
Accumulated deficit	(313,305)	(308,688)
TOTAL SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO HF FOODS GROUP INC.	283,060	286,661
Noncontrolling interests	2,550	1,322
TOTAL SHAREHOLDERS’ EQUITY	285,610	287,983
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	612,750	596,520
Series A Preferred Stock
SHAREHOLDERS’ EQUITY:
Preferred Stock, $0.001 par value; 1,000,000 shares authorized; no shares issued and outstanding	0	0
Nonrelated Party
CURRENT ASSETS:
Accounts receivable, net of allowances of $2,077 and $2,119	51,728	47,524
CURRENT LIABILITIES:
Accounts payable	51,566	51,617
Related Party
CURRENT ASSETS:
Accounts receivable, net of allowances of $2,077 and $2,119	226	308
CURRENT LIABILITIES:
Accounts payable	$ 74	$ 397

Fair Value Measurements - Schedule of Debt Securities, Carrying Value and Fair Value (Details) - Reported Value Measurement - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Bank of America \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	$ 126	$ 169
Bank of America \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	2,090	2,193
Bank of America \| Level 1 \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
Bank of America \| Level 1 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
Bank of America \| Level 2 \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
Bank of America \| Level 2 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	2,090	2,193
Bank of America \| Level 3 \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	116	151
Bank of America \| Level 3 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
East West Bank \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	5,558	5,675
East West Bank \| Level 1 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
East West Bank \| Level 2 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	5,558	5,675
East West Bank \| Level 3 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
Other Finance Institutions \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure		45
Other Finance Institutions \| Level 1 \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure		0
Other Finance Institutions \| Level 2 \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure		0
Other Finance Institutions \| Level 3 \| Fixed Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure		43
JP Morgan \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	102,294	106,079
JP Morgan \| Level 1 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	0	0
JP Morgan \| Level 2 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	102,294	106,079
JP Morgan \| Level 3 \| Variable Rate Debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt instrument, fair value disclosure	$ 0	$ 0

Balance Sheet Components - Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 205,142	$ 185,641
Less: accumulated depreciation	(59,069)	(52,505)
Property and equipment, net	146,073	133,136
Property and equipment, at cost	32,400	22,200
Finance lease, accumulated depreciation	$ 13,100	10,300
Weighted average discount rate	6.60%
Total future minimum lease payments under finance leases	$ 31,500
Future minimum lease payments.	16,200
Finance lease	$ 15,800
Finance lease term	10 years
Minimum
Property, Plant and Equipment [Line Items]
Lease maturity	4 years
Maximum
Property, Plant and Equipment [Line Items]
Lease maturity	6 years
Automobiles
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 47,859	37,256
Buildings(2)
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	63,045	63,045
Building improvements
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	22,677	22,014
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	419	474
Land
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	49,929	49,929
Machinery and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	13,232	11,532
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 7,981	$ 1,391

Derivative Financial Instruments (Details) $ in Millions			9 Months Ended
Derivative Financial Instruments (Details) $ in Millions	Dec. 19, 2021	Aug. 20, 2019 USD ($) derivative termLoan	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)	Mar. 15, 2023 USD ($)	Dec. 19, 2019 USD ($)
Derivative [Line Items]
Number of mortgage term loans \| termLoan		2
Derivative Asset, Noncurrent, Statement of Financial Position [Extensible Enumeration]			Other long-term assets
Derivative Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]			Other long-term liabilities
Derivative asset				$ 0.4
Derivative liability			$ 2.5	$ 1.6
Mortgage-Secured Term Loans
Derivative [Line Items]
Derivative, fixed interest rate					4.11%
Mortgage-Secured Term Loans \| East West Bank
Derivative [Line Items]
Basis spread on variable rate		2.29%
Derivative, fixed interest rate		4.23%
Mortgage-Secured Term Loans \| Bank of America
Derivative [Line Items]
Basis spread on variable rate	2.50%		2.50%
Derivative, fixed interest rate						4.50%
Interest Rate Swap
Derivative [Line Items]
Number of derivatives \| derivative		2
Interest Rate Swap \| Not Designated as Hedging Instrument
Derivative [Line Items]
Derivative liability, notional amount		$ 1.1			$ 120.0	$ 2.7
Interest Rate Swap Two \| Not Designated as Hedging Instrument
Derivative [Line Items]
Derivative liability, notional amount		$ 2.6

Derivative Financial Instruments	9 Months Ended
Derivative Financial Instruments	Sep. 30, 2024
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Financial Instruments	Note 7 - Derivative Financial Instruments Derivative Instruments The Company utilizes interest rate swaps ("IRS") for the sole purpose of mitigating interest rate fluctuation risk associated with floating rate debt instruments (as defined in Note 8 - Debt). The Company does not use any other derivative financial instruments for trading or speculative purposes. On August 20, 2019, HF Foods entered into two IRS contracts with East West Bank (the "EWB IRS") for initial notional amounts of $1.1 million and $2.6 million, respectively. On April 20, 2023, the Company amended the corresponding mortgage term loans, which pegged the two mortgage term loans to 1-month Term SOFR (Secured Overnight Financing Rate) + 2.29% per annum for the remaining duration of the term loans. The amended EWB IRS contracts fixed the two term loans at 4.23% per annum until maturity in September 2029. On December 19, 2019, HF Foods entered into an IRS contract with Bank of America (the "BOA IRS") for an initial notional amount of $2.7 million in conjunction with a newly contracted mortgage term loan of corresponding amount. On December 19, 2021, the Company entered into the Second Amendment to Loan Agreement, which pegged the mortgage term loan to Term SOFR + 2.5%. The BOA IRS was modified accordingly to fix the SOFR based loan to approximately 4.50%. The term loan and corresponding BOA IRS contract mature in December 2029. On March 15, 2023, the Company entered into an amortizing IRS contract with JPMorgan Chase for an initial notional amount of $120.0 million, effective from March 1, 2023 and expiring in March 2028, as a means to partially hedge its existing floating rate loans exposure. Pursuant to the agreement, the Company will pay the swap counterparty a fixed rate of 4.11% in exchange for floating payments based on Term SOFR. The Company evaluated the aforementioned IRS contracts currently in place and did not designate those as cash flow hedges. Hence, the fair value changes of these IRS contracts are accounted for and recognized as a change in fair value of interest rate swap contracts in the condensed consolidated statements of operations and comprehensive income (loss). As of September 30, 2024, the Company determined that the fair values of the IRS contracts were $0.3 million in an asset position and $2.5 million in a liability position. As of December 31, 2023, the fair values of the IRS contracts were $0.4 million in an asset position and $1.6 million in a liability position. The Company includes these in other long-term assets and other long-term liabilities, respectively, on the consolidated balance sheets. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as consider counterparty credit risk in its assessment of fair value. The inputs used to determine the fair value of the IRS are classified as Level 2 on the fair value hierarchy.

Related Party Transactions - Narrative (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Feb. 28, 2021 renewalPeriod
Kirnland \| Buildings(2)
Related Party Transaction [Line Items]
Operating lease, term of contract (in years)					5 years
Rental income	$ 100	$ 100	$ 200	$ 300
Asahi Food, Inc. \| Buildings(2)
Related Party Transaction [Line Items]
Rental income	$ 40	$ 40	$ 100	$ 100
Term of contract					1 year
Number of renewal periods \| renewalPeriod					4
Length of renewal term option					1 year
Enson Seafood GA, Inc. (formerly known as GA-GW Seafood, Inc.)
Related Party Transaction [Line Items]
Accounts receivables reserved percentage	1		1
HF Foods \| Shareholder
Related Party Transaction [Line Items]
Ownership of noncontrolling interest at September 30, 2024	10.00%		10.00%
HF Foods \| Mr. Zhou Min Ni (“Mr. Ni”), Former Co-Chief Executive Officer and various trusts
Related Party Transaction [Line Items]
Ownership of noncontrolling interest at September 30, 2024	1000.00%		1000.00%

Commitments and Contingencies - Narrative (Details)				1 Months Ended	3 Months Ended	9 Months Ended
Commitments and Contingencies - Narrative (Details)	Sep. 30, 2024 USD ($) extension	Apr. 30, 2024 USD ($) extension	Feb. 10, 2021 USD ($)	Mar. 31, 2024 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($) property lease installment	Dec. 31, 2023 USD ($)	Oct. 25, 2023 USD ($)
Loss Contingencies [Line Items]
Payment of a civil monetary penalty					$ 3,900,000
Operating lease right-of-use assets	$ 14,981,000				$ 14,981,000	$ 14,981,000	$ 12,714,000
Amount committed for construction project				$ 7,000,000
AnHeart construction				$ 3,800,000
275 Fifth Avenue, New York, New York
Loss Contingencies [Line Items]
Number of extensions \| extension		2
Extension term		5 years
Operating lease monthly rent		$ 45,000
4795 Innovative Way, Powder Springs, Georgia
Loss Contingencies [Line Items]
Operating lease, term of contract (in years)	10 years 5 months				10 years 5 months	10 years 5 months
Number of extensions \| extension	3
Extension term	5 years
Operating lease monthly rent	$ 120,000
Minimum
Loss Contingencies [Line Items]
Payment to construct building			$ 2,500,000
AnHeart and Minsheng Case
Loss Contingencies [Line Items]
Amount receivable								$ 474,000
Monthly Sublease Income						$ 40,000
Monthly installments						$ 11,250
Monthly installment period \| installment						24
Lease Fifth Avenue, Manhattan, New York
Loss Contingencies [Line Items]
Number of leases \| lease						2
Number of properties \| property						2
Lease guarantee liability activity					$ 5,400,000
Operating lease right-of-use assets	$ 4,900,000				4,900,000	$ 4,900,000
Gain on lease assumption					$ 5,400,000
Lease for 273 Fifth Avenue, Manhattan,New York
Loss Contingencies [Line Items]
Operating lease, term of contract (in years)	30 years				30 years	30 years
Lease for 275 Fifth Avenue, Manhattan,New York
Loss Contingencies [Line Items]
Operating lease, term of contract (in years)	15 years				15 years	15 years

Balance Sheet Components (Tables)

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Accounts, Notes, Loans and Financing Receivable

Accounts receivable, net consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Accounts receivable	$	53,805	$	49,643
Less: allowance for expected credit losses	(2,077)		(2,119)
Accounts receivable, net	$	51,728	$	47,524

Schedule of Financing Receivable, Allowance for Credit Loss

Movement of allowance for expected credit losses was as follows:


	Nine Months Ended September 30,
(In thousands)	2024		2023
Beginning balance	$	2,119	$	1,442

(Decrease) increase in provision for expected credit losses	(40)		56
Bad debt write-offs	(2)		(24)
Ending balance	$	2,077	$	1,474

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Prepaid expenses	$	4,531	$	4,591
Advances to suppliers	3,698		3,340
Other current assets	1,783		2,214
Prepaid expenses and other current assets	$	10,012	$	10,145

Schedule of Property and Equipment

Property and equipment, net consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Automobiles(1)	$	47,859	$	37,256
Buildings(2)	63,045		63,045
Building improvements	22,677		22,014
Furniture and fixtures	419		474
Land	49,929		49,929
Machinery and equipment	13,232		11,532
Construction in progress	7,981		1,391
Subtotal	205,142		185,641
Less: accumulated depreciation	(59,069)		(52,505)
Property and equipment, net	$	146,073	$	133,136

_________________

(1) The cost and accumulated depreciation of property and equipment related to finance leases was $32.4 million and $13.1 million at September 30, 2024 and $22.2 million and $10.3 million at December 31, 2023, which primarily relates to Automobiles. During the nine months ended September 30, 2024, the Company entered into finance leases for automobiles which mature in 4 to 6 years and have a weighted average discount rate of 6.6%. The total future minimum lease payments under finance leases as of September 30, 2024 is $31.5 million. As of September 30, 2024, the Company had additional automobile leases that had not yet commenced which totaled $16.2 million in future minimum lease payments.

(2) The Company entered into a finance lease on September 30, 2024 for a new Atlanta, GA based distribution center which will commence during 2025 and totaled $15.8 million in future minimum lease payments over 10 years.

Schedule of Long-Term Investments

Long-term investments consisted of the following:


(In thousands)	Ownership as of September 30, 2024	September 30, 2024		December 31, 2023
Asahi Food, Inc. ("Asahi")	49%	$	574	$	588
Pt. Tamron Akuatik Produk Industri ("Tamron")	12%	1,800		1,800
Total long-term investments		$	2,374	$	2,388

Schedule of Accrued Expenses and Other Liabilities

Accrued expenses and other liabilities consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Accrued compensation	$	6,090	$	7,941
Accrued professional fees	854		1,353

Accrued interest and fees	1,089		1,276
Self-insurance liability	2,999		1,723
Other	8,652		4,994
Total accrued expenses and other liabilities	$	19,684	$	17,287

Balance Sheet Components - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Jun. 30, 2024	Sep. 30, 2024	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Depreciation	$ 2,600,000	$ 2,400,000		$ 7,700,000	$ 7,300,000
Other than temporary impairment			$ 0	0
Asset impairment charges				$ 0	$ 1,200,000

Balance Sheet Components - Schedule of Long-Term Investments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Schedule of Equity Method Investments [Line Items]
Long-term investments	$ 2,374	$ 2,388
Asahi Food, Inc. ("Asahi")
Schedule of Equity Method Investments [Line Items]
Equity method investment, ownership percentage	49.00%
Long-term investments	$ 574	588
Pt. Tamron Akuatik Produk Industri ("Tamron")
Schedule of Equity Method Investments [Line Items]
Equity method investment, ownership percentage	12.00%
Long-term investments	$ 1,800	$ 1,800

- Definition

This item represents the carrying amount on the entity's balance sheet of its investment in common stock of an equity method investee. This is not an indicator of the fair value of the investment, rather it is the initial cost adjusted for the entity's share of earnings and losses of the investee, adjusted for any distributions (dividends) and other than temporary impairment (OTTI) losses recognized.

+ References + Details

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2 - Summary of Significant Accounting Policies

Basis of Presentation and Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. All adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included.

The condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the related notes thereto that are included in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 26, 2024 (the “2023 Annual Report”). There have been no material changes to the Company’s significant accounting policies as compared to the significant accounting policies described in the 2023 Annual Report.

All significant intercompany balances and transactions have been eliminated in consolidation. For consolidated entities where we own or are exposed to less than 100% of the economics, the Company records net income (loss) attributable to noncontrolling interest in its condensed consolidated statements of operations and comprehensive loss equal to the percentage of the economic or ownership interest retained in such entity by the respective noncontrolling party.

Variable Interest Entities

GAAP provides guidance on the identification of a variable interest entity (“VIE”) and financial reporting for an entity over which control is achieved through means other than voting interests. The Company evaluates each of its interests in an entity to determine whether or not the investee is a VIE and, if so, whether the Company is the primary beneficiary of such VIE. In determining whether the Company is the primary beneficiary, the Company considers if the Company (1) has power to direct the activities that most significantly affect the economic performance of the VIE, and (2) has the obligation to absorb losses or the right to receive the economic benefits of the VIE that could be potentially significant to the VIE. If deemed the primary beneficiary, the Company consolidates the VIE.

The Company previously disclosed one VIE, AnHeart, Inc. (“AnHeart”), for which the Company was not the primary beneficiary and therefore did not consolidate. Effective April 30, 2024, the Company assumed the lease for which AnHeart was a lessee and the Company was a guarantor, and as such, it no longer recognizes AnHeart as a VIE as of September 30, 2024. See Note 13 - Commitments and Contingencies for additional information on AnHeart.

Noncontrolling Interests

GAAP requires that noncontrolling interests in subsidiaries and affiliates be reported in the equity section of the Company’s condensed consolidated balance sheets. In addition, the amounts attributable to the net income (loss) of those noncontrolling interests are reported separately in the condensed consolidated statements of operations and comprehensive loss.

As of September 30, 2024 and December 31, 2023, noncontrolling interest equity consisted of the following:


($ in thousands)	Ownership of noncontrolling interest at September 30, 2024	September 30, 2024		December 31, 2023
HF Foods Industrial, LLC ("HFFI")(a)	N/A	$	—	$	(759)
Min Food, Inc.	39.75%	2,184		1,715
Monterey Food Service, LLC	35.00%	366		366
Total		$	2,550	$	1,322

_______________

Uses of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during each reporting period. Actual results could differ from those estimates. Significant accounting estimates reflected in the Company’s condensed consolidated financial statements include, but are not limited to, inventory reserves, impairment of long-lived assets, impairment of goodwill, and the purchase price allocation and fair value of assets and liabilities acquired with respect to business combinations.

Recent Accounting Pronouncements

In November 2024, the FASB issued Accounting Standards Update (ASU) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. The guidance requires additional disclosure of certain amounts included in the expense captions presented on the Statement of Operations as well as disclosures about selling expenses. This guidance is effective on a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027. The Company is in the process of assessing the impact the adoption of this guidance will have on the Company’s financial statement disclosures.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires enhanced disclosures about segment expenses on an annual and interim basis. This standard is effective for the Company’s consolidated financial statements for the year ending December 31, 2024 and for interim periods beginning in 2025. The impact of the adoption of this ASU is not expected to have a material effect on the Company’s financial position, or operations, however, the Company is currently evaluating the impact of this standard on its disclosures to the consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities to disclose specific categories in its annual effective tax rate reconciliation and disaggregated information about significant reconciling items by jurisdiction and by nature. This guidance also requires entities to disclose their income tax payments (net of refunds) to international, federal, and state and local jurisdictions. This guidance is effective for fiscal years beginning after December 15, 2024, and requires prospective application with the option to apply it retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on the consolidated financial statements and disclosures.

Revenue (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following table presents the Company's net revenue disaggregated by principal product categories:


	Three Months Ended September 30,								Nine Months Ended September 30,
($ in thousands)	2024				2023				2024				2023
Seafood	$	98,826	33	%	$	87,475	31	%	$	292,751	33	%	$	271,748	32	%
Asian Specialty	74,269		25	%	74,384		26	%	231,971		26	%	228,545		26	%
Meat and Poultry	64,538		21	%	54,787		19	%	186,080		21	%	162,848		19	%
Produce	31,670		11	%	29,578		11	%	95,924		10	%	93,425		11	%
Packaging and Other	15,797		5	%	17,342		6	%	47,816		5	%	54,775		6	%
Commodity	13,289		5	%	17,887		7	%	41,843		5	%	56,279		6	%
Total	$	298,389	100	%	$	281,453	100	%	$	896,385	100	%	$	867,620	100	%

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 13 - Commitments and Contingencies From time to time, the Company is a party to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business. When the Company becomes aware of a claim or potential claim, it assesses the likelihood of any loss or exposure. In accordance with authoritative guidance, the Company records loss contingencies in its financial statements only for matters in which losses are probable and can be reasonably estimated. Where a range of loss can be reasonably estimated with no best estimate in the range, the Company records the minimum estimated liability. If the loss is not probable or the amount of the loss cannot be reasonably estimated, the Company discloses the nature of the specific claim if the likelihood of a potential loss is reasonably possible and the amount involved is material. The Company continuously assesses the potential liability related to its pending litigation and revises its estimates when additional information becomes available. Adverse outcomes in some or all of these matters may result in significant monetary damages or injunctive relief against the Company that could adversely affect its ability to conduct business. There also exists the possibility of a material adverse effect on the Company’s financial statements for the period in which the effect of an unfavorable outcome becomes probable and reasonably estimable. Legal costs associated with loss contingencies are expensed as incurred. On June 6, 2024, the SEC announced that it had accepted an Offer of Settlement submitted by the Company in order to resolve the previously disclosed formal, non-public SEC investigation of allegations that the Company and certain of its current and former directors and officers violated the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder by making allegedly false and misleading statements. Under the settlement, without admitting or denying the SEC’s findings in this matter, the Company consented to the entry of an administrative civil cease-and-desist order by the SEC (the “Order”) with respect to violations of Sections 17(a) of the Securities Act, and of Sections 10(b), 13(a), 13(b)(2)(A), 13(b)(2)(B), and 14(a) of the Securities Exchange Act of 1934, as amended, and Rules 10b-5, 12b-20, 13a-1, 13a-11, 13a-13, 13a-15(a), and 14a-9 thereunder, resulting from the materially false and misleading disclosures and other fraudulent conduct implemented by its former Chairman and CEO Zhou Min Ni and former CFO Jian Ming “Jonathan” Ni. During the quarter ended June 30, 2024 the Company agreed to and paid a civil monetary penalty of $3.9 million, which was recorded in other income (expense), net in the Company’s condensed consolidated statements of operations and comprehensive income (loss). The Order states that, in determining to accept the Company’s Offer of Settlement, the SEC considered the numerous remedial actions promptly undertaken by the Company and its cooperation during the investigation. The Company’s resolution follows charges brought by the SEC against the two former executives in a District Court action filed on June 3, 2024. As a result of the SEC’s district court complaint against them, the two former executives agreed to pay civil fines and disgorgement, and agreed to be subject to officer and director bars. Zhou Min Ni also agreed to a conduct-based injunction which enjoins him from directly or indirectly participating in the management of, or otherwise exercising any control of influence over the Company. The Special Litigation Committee of the Board of Directors previously obtained a monetary settlement from the former executives that was ratified by the Delaware Chancery Court. AnHeart Lease Guarantee The Company provided a guarantee for two separate leases for two properties located in Manhattan, New York, at 273 Fifth Avenue and 275 Fifth Avenue, for 30 years and 15 years, respectively. The Company previously determined that AnHeart was a VIE as a result of the guarantee. However, the Company concluded it was not the primary beneficiary of AnHeart and therefore did not consolidate, because it did not have the power to direct the activities of AnHeart that most significantly impact AnHeart's economic performance. During the quarter ended June 30, 2024, the Company assumed the lease for 275 Fifth Avenue and no longer recognized AnHeart as a VIE. As a result of the lease assumption, the lease guarantee liability of $5.4 million was reversed and an operating lease right-of-use asset and liability of $4.9 million was recorded on the condensed consolidated balance sheets. As a result of the reversal, a gain of $5.4 million was recorded to other expense (income), net on the condensed consolidated statements of operations and comprehensive income (loss). On February 10, 2021, the Company entered into an Assignment and Assumption of Lease Agreement (“Assignment”), dated effective as of January 21, 2021, with AnHeart and Premier 273 Fifth, LLC, pursuant to which it assumed the lease of the premises at 273 Fifth Avenue (the “273 Lease Agreement”). At the same time, the closing documents were delivered to effectuate the amendment of the 273 Lease Agreement pursuant to an Amendment to Lease (the “Lease Amendment”). The Assignment and the Lease Amendment were negotiated in light of the Company’s guarantee obligations as guarantor under the Lease Agreement. The Company agreed to observe all the covenants and conditions of the Lease Agreement, as amended, including the payment of all rents due. Under the terms of the Lease Agreement and the Assignment, the Company has undertaken to construct, at its own expense, a building on the premises at a minimum cost of $2.5 million. The Lease Amendment permits subletting of the premises, and the Company intends to sublease the newly constructed premises to defray the rental expense undertaken pursuant to its guaranty obligations. In March 2024, the Company began construction of a multi-use facility on 273 Fifth Avenue and committed $7.0 million for the completion of the construction project. The Company incurred $3.8 million in construction costs which was recorded in construction in progress within property and equipment, net in the Company’s condensed consolidated balance sheet as of September 30, 2024. The Company expects to complete construction in June 2025. On January 17, 2022, the Company received notice that AnHeart had defaulted on its obligations as tenant under the lease for 275 Fifth Avenue. On February 7, 2022, the Company undertook its guaranty obligations by assuming responsibility for payment of monthly rent and other tenant obligations, including past due rent as well as property tax obligations beginning with the January 2022 rent due. On February 25, 2022, the Company instituted a legal action to pursue legal remedies against AnHeart and Minsheng. In March 2022, the Company agreed to stay that litigation against AnHeart in exchange for AnHeart’s payment of certain back rent from January to April 2022 and its continued partial payment of monthly rent. AnHeart subsequently defaulted on these obligations. On October 25, 2023, the Company commenced a new legal action by filing a complaint in New York County Supreme Court to pursue legal remedies against AnHeart and Minsheng (the “2023 Action”). As of the filing of the new summons and complaint, AnHeart and Minsheng are indebted to the Company in the amount of $474,000. AnHeart and the Company have since reached a settlement agreement (the “Settlement Agreement”) for AnHeart to pay the Company $40,000 a month in rent through December 2024 and commence regular monthly rental payments in accordance with the lease for 275 Fifth Avenue. The Settlement Agreement also provides that AnHeart will pay twenty-four monthly installments of $11,250 from January 2025 through December 2026 as payment for all back rent due. Effective April 30, 2024, the Company through its subsidiary assumed the lease of a building located on the premises of 275 Fifth Avenue, New York, New York. The Company was the guarantor of this lease under a lease guarantee agreement dated July 2018, and in February 2022, upon receiving notice of default, the Company undertook its lease guarantee obligations. The assumption of the lease had no impact on the Company’s obligations as guarantor. The lease covers certain portions of the ground floor, lower lever, and second floor of the building. The lease term ends on April 30, 2034 and is renewable at the option of the Company for up to two additional five-year terms. The Company shall pay rent of approximately $45,000 per month with provisions for yearly increases. On September 30, 2024, the Company entered into the lease of a new distribution center located on the premises of 4795 Innovative Way, Powder Springs, Georgia. The lease term commences February 1, 2025 for a period of 10 years and five months and is renewable at the option of the Company for up to three additional five-year terms. The company shall pay rent of approximately $120,000 per month with provisions for yearly increases.

Debt (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt at September 30, 2024 and December 31, 2023 is summarized as follows:


($ in thousands)
Bank Name	Maturity	Interest Rate at September 30, 2024	September 30, 2024		December 31, 2023
Bank of America (a)	October 2026 - December 2029	4.34% - 7.95%	$	2,216	$	2,362
East West Bank (b)	August 2027 - September 2029	7.46% - 8.50%	5,558		5,675

JPMorgan Chase (c)	January 2030	7.18%	102,520		106,337
Other finance institutions (d)	July 2024	N/A	—		45
Total debt, principal amount			110,294		114,419
Less: debt issuance costs			(226)		(258)
Total debt, carrying value			110,068		114,161
Less: current portion			(5,410)		(5,450)
Long-term debt			$	104,658	$	108,711

_______________

(a)Loan balance consists of real estate term loan and equipment term loan, collateralized by one real property and specific equipment. The real estate term loan is pegged to TERM SOFR + 2.5%.

(b)Real estate term loans with East West Bank are collateralized by three real properties. Balloon payments of $2.2 million and $3.4 million are due at maturity in 2027 and 2029, respectively.

(d)Secured by vehicles.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 470
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-Name Accounting Standards Codification
-Section 55
-Paragraph 69B
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Reference 3: http://www.xbrl.org/2003/role/exampleRef
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
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-Paragraph 3
-Subparagraph (SX 210.12-04(a))
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Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
-Section 45
-Paragraph 2
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Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-6

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 7
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-7

+ Details

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities:
Net loss	$ (4,161)	$ (5,383)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation and amortization expense	19,932	19,551
Asset impairment charges	0	1,200
Provision for credit losses	(40)	56
Deferred tax benefit	(1,175)	(2,467)
Change in fair value of interest rate swap contracts	959	(2,094)
Stock-based compensation	1,961	2,605
Non-cash lease expense	2,955	2,668
Lease guarantee income	(5,548)	(305)
Other non-cash expense	522	168
Changes in operating assets and liabilities:
Accounts receivable	(4,105)	997
Accounts receivable - related parties	23	(115)
Inventories	(13,890)	4,349
Prepaid expenses and other current assets	133	(14,074)
Other long-term assets	734	(2,878)
Accounts payable	(658)	22,618
Accounts payable - related parties	(323)	(1,039)
Operating lease liabilities	(3,015)	(2,511)
Accrued expenses and other liabilities	2,397	(2,722)
Net cash (used in) provided by operating activities	(3,299)	20,624
Cash flows from investing activities:
Purchase of property and equipment	(9,435)	(3,495)
Proceeds from sale of property and equipment	12	900
Net cash used in investing activities	(9,423)	(2,595)
Cash flows from financing activities:
Payments for tax withholding related to vested stock awards	(173)	0
Checks issued not presented for payment	7,524	(15,058)
Proceeds from line of credit	1,120,318	891,510
Repayment of line of credit	(1,112,012)	(896,959)
Repayment of long-term debt	(4,125)	(4,653)
Repayment of obligations under finance leases	(2,597)	(1,974)
Cash distribution to shareholders	0	(884)
Net cash provided by (used in) financing activities	8,935	(28,018)
Net decrease in cash	(3,787)	(9,989)
Cash at beginning of the period	15,232	24,289
Cash at end of the period	11,445	14,300
Supplemental disclosure of non-cash investing and financing activities:
Right-of-use assets obtained in exchange for operating lease liabilities	5,222	1,024
Property acquired in exchange for finance leases	10,646	1,285
Dissolution of noncontrolling interests	772	0
Capital expenditures included in accounts payable	607	0
Note receivable related to property and equipment sales	$ 0	$ 300

Balance Sheet Components

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Components

Note 4 - Balance Sheet Components

Accounts receivable, net consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Accounts receivable	$	53,805	$	49,643
Less: allowance for expected credit losses	(2,077)		(2,119)
Accounts receivable, net	$	51,728	$	47,524

Movement of allowance for expected credit losses was as follows:


	Nine Months Ended September 30,
(In thousands)	2024		2023
Beginning balance	$	2,119	$	1,442

(Decrease) increase in provision for expected credit losses	(40)		56
Bad debt write-offs	(2)		(24)
Ending balance	$	2,077	$	1,474

Prepaid expenses and other current assets consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Prepaid expenses	$	4,531	$	4,591
Advances to suppliers	3,698		3,340
Other current assets	1,783		2,214
Prepaid expenses and other current assets	$	10,012	$	10,145

Property and equipment, net consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Automobiles(1)	$	47,859	$	37,256
Buildings(2)	63,045		63,045
Building improvements	22,677		22,014
Furniture and fixtures	419		474
Land	49,929		49,929
Machinery and equipment	13,232		11,532
Construction in progress	7,981		1,391
Subtotal	205,142		185,641
Less: accumulated depreciation	(59,069)		(52,505)
Property and equipment, net	$	146,073	$	133,136

_________________

Depreciation expense was $2.6 million and $2.4 million for the three months ended September 30, 2024 and 2023, respectively. Depreciation expense was $7.7 million and $7.3 million for the nine months ended September 30, 2024 and 2023, respectively. During the nine months ended September 30, 2023, the Company impaired machinery and recognized impairment expense of $1.2 million in distribution, selling and administrative expense in the condensed consolidated statements of operations and comprehensive income.

Long-term investments consisted of the following:


(In thousands)	Ownership as of September 30, 2024	September 30, 2024		December 31, 2023
Asahi Food, Inc. ("Asahi")	49%	$	574	$	588
Pt. Tamron Akuatik Produk Industri ("Tamron")	12%	1,800		1,800
Total long-term investments		$	2,374	$	2,388

The investment in Tamron is accounted for using the measurement alternative under Accounting Standards Codification (“ASC”) Topic 321 Investments—Equity Securities, which is measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments, if any. The investment in Asahi is accounted for under the equity method due to the fact that the Company has significant influence but does not exercise control over this investee. The Company determined there was no impairment as of September 30, 2024 for these investments.

Accrued expenses and other liabilities consisted of the following:


(In thousands)	September 30, 2024		December 31, 2023
Accrued compensation	$	6,090	$	7,941
Accrued professional fees	854		1,353

Accrued interest and fees	1,089		1,276
Self-insurance liability	2,999		1,723
Other	8,652		4,994
Total accrued expenses and other liabilities	$	19,684	$	17,287

Related Party Transactions

9 Months Ended

Sep. 30, 2024

Related Party Transactions

Note 11 - Related Party Transactions

The Company makes regular purchases from and sales to various related parties. Related party affiliations were attributed to transactions conducted between the Company and those business entities partially or wholly owned by the Company, the Company's officers and/or shareholders who owned no less than 10% shareholdings of the Company.

Mr. Xiao Mou Zhang (“Mr. Zhang”), the Chief Executive Officer through October 24, 2024 and current member of the Board of Directors of the Company (see Note 14 - Subsequent Events to the condensed consolidated financial statements in this Quarterly Report on Form 10-Q for additional information), and certain of his immediate family members have ownership interests in various related parties involved in (i) the distribution of food and related products to restaurants and other retailers and (ii) the supply of fresh food, frozen food, and packaging supplies to distributors. Mr. Zhang does not have any involvement in negotiations with any of the above-mentioned related parties.

The Company believes that Mr. Zhou Min Ni (“Mr. Ni”), the Company’s former Co-Chief Executive Officer, together with various trusts for the benefit of Mr. Ni's four children, are collectively beneficial owners of more than 10% of the outstanding shares of the Company’s common stock, and he and certain of his immediate family members have ownership interests in related parties involved in (i) the distribution of food and related products to restaurants and other retailers and (ii) the supply of fresh food, frozen food, and packaging supplies to distributors.

The related party transactions as of September 30, 2024 and December 31, 2023 and for the three and nine months ended September 30, 2024 and 2023 are identified as follows:

Related Party Sales, Purchases, and Lease Agreements

Purchases

Below is a summary of purchases of goods and services from related parties recorded for the three and nine months ended September 30, 2024 and 2023:


			Three Months Ended September 30,				Nine Months Ended September 30,
	(In thousands)	Nature	2024		2023		2024		2023
(a)	Asahi Food, Inc.	Trade	$	20	$	13	$	76	$	52
(b)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	Trade	1,136		2,045		4,049		6,858


(c)	Enson Seafood GA, Inc. (formerly “GA-GW Seafood, Inc.”)	Trade	N/A		—		N/A		37





(c)	Ocean Pacific Seafood Group, Inc.	Trade	49		73		189		315




(c)	Rainfield Ranches, LP	Trade	64		80		159		116
	Total		$	1,269	$	2,211	$	4,473	$	7,378

_______________

(a)The Company, through its subsidiary Mountain Food, LLC, owns an equity interest in this entity.

(b)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

Sales

Below is a summary of sales to related parties recorded for the three and nine months ended September 30, 2024 and 2023:


		Three Months Ended September 30,				Nine Months Ended September 30,
	(In thousands)	2024		2023		2024		2023
(a)	ABC Food Trading, LLC	$	475	$	367	$	1,309	$	1,682
(b)	Asahi Food, Inc.	152		275		439		661
(a)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	92		149		680		675
(c)	Eagle Food Service, LLC	—		—		—		1,942




(d)	First Choice Seafood, Inc.	7		8		20		24
(d)	Fortune One Foods, Inc.	44		19		151		42

(e)	N&F Logistics, Inc.	—		—		—		6
(f)	Union Food LLC	—		—		—		27

	Total	$	770	$	818	$	2,599	$	5,059

_______________

(a)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

(b)The Company, through its subsidiary Mountain Food, LLC, owns an equity interest in this entity.

(c)Tina Ni, one of Mr. Zhou Min Ni’s family members, owns an equity interest in this entity indirectly through its parent company.

(d)Mr. Zhou Min Ni owns an equity interest in this entity indirectly through its parent company.

(e)Mr. Zhou Min Ni owns an equity interest in this entity.

(f)Tina Ni, one of Mr. Zhou Min Ni’s family members, owns an equity interest in this entity.

Lease Agreements

The Company leases various facilities to related parties.

In 2020, the Company renewed a warehouse lease from Yoan Chang Trading Inc. under an operating lease agreement which expired on December 31, 2020. In February 2021, the Company executed a new five-year operating lease agreement with Yoan Chang Trading Inc., effective January 1, 2021 and expiring on December 31, 2025. Rent expense, which is included in distribution, selling and administrative expenses in the condensed consolidated statements of operations and comprehensive income (loss), was $0.1 million and $0.1 million for the three months ended September 30, 2024 and 2023, respectively and $0.2 million and $0.3 million for the nine months ended September 30, 2024 and 2023, respectively.

Beginning 2014, the Company leased a warehouse to Asahi Food, Inc. under a commercial lease agreement which was rescinded March 1, 2020. A new commercial lease agreement for a period of one year was entered into, expiring February 28, 2021, with a total of four renewal periods with each term being one year. Rental income was $0.04 million and $0.04 million for the three months ended September 30, 2024 and 2023, respectively and $0.1 million and $0.1 million for the nine months ended September 30, 2024 and 2023, respectively. Rental income is included in other income in the condensed consolidated statements of operations and comprehensive income (loss).

Related Party Balances

Accounts Receivable - Related Parties, Net

Below is a summary of accounts receivable with related parties recorded as of September 30, 2024 and December 31, 2023, respectively:


	(In thousands)	September 30, 2024		December 31, 2023
(a)	ABC Food Trading, LLC	$	97	$	94
(b)	Asahi Food, Inc.	116		69
(a)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	7		84

(c)	Enson Seafood GA, Inc. (formerly known as GA-GW Seafood, Inc.)	N/A		59
(d)	Fortune One Foods, Inc.	6		—
(e)	Union Food LLC	—		2




	Total	$	226	$	308

_______________

(a)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

(b)The Company, through its subsidiary Mountain Food, LLC, owns an equity interest in this entity.

(c)No longer considered a related party as of January 1, 2024 since Mr. Zhou Min Ni disposed his equity interest in this entity.

(d)Mr. Zhou Min Ni owns an equity interest in this entity indirectly through its parent company.

(e)Tina Ni, one of Mr. Zhou Min Ni’s family members, owns an equity interest in this entity.

The Company has reserved for 100% of the accounts receivable due from Enson Seafood GA, Inc. as of December 31, 2023. During the nine months ended September 30, 2024 it was determined that Enson Seafood GA, Inc. is no longer a related party due to Mr. Ni having sold all of his equity interest to a third party. All other accounts receivable from these related parties are current and considered fully collectible. No additional allowance is deemed necessary as of September 30, 2024 and December 31, 2023.

Accounts Payable - Related Parties


	(In thousands)	September 30, 2024		December 31, 2023
(a)	Conexus Food Solutions LLC (formerly known as Best Food Services, LLC)	$	53	$	379








	Others	21		18
	Total	$	74	$	397

_______________

(a)An equity interest is held by three Irrevocable Trusts for the benefit of Mr. Zhang's children.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

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+ Details

Fair Value Measurements

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 5 - Fair Value Measurements

The following table presents the Company's hierarchy for its assets and liabilities measured at fair value on a recurring basis as of the dates indicated:


	September 30, 2024								December 31, 2023
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
	Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs				Quoted Prices in Active Markets for Identical Assets		Significant Other Observable Inputs		Significant Unobservable Inputs
	(In thousands)
Assets:
Interest rate swaps	$	—	$	304	$	—	$	304	$	—	$	412	$	—	$	412

Liabilities:
Interest rate swaps	$	—	$	2,452	$	—	$	2,452	$	—	$	1,601	$	—	$	1,601

The Company follows the provisions of ASC Topic 820 Fair Value Measurement which clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows:

•Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date.

•Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data.

•Level 3 - Inputs are unobservable inputs which reflect the reporting entity’s own assumptions about what assumptions market participants would use in pricing the asset or liability based on the best available information.

Any transfers of assets or liabilities between Level 1, Level 2, and Level 3 of the fair value hierarchy will be recognized at the end of the reporting period in which the transfer occurs. There were no transfers between fair value levels in any of the periods presented herein.

The carrying amounts reported in the condensed consolidated balance sheets for cash, accounts receivable, other current assets, accounts payable, checks issued not presented for payment and accrued expenses and other liabilities approximate their fair value based on the short-term maturity of these instruments.

See Note 7 - Derivative Financial Instruments for additional information regarding the Company’s interest rate swaps.

Carrying Value and Estimated Fair Value of Outstanding Debt - The following table presents the carrying value and estimated fair value of the Company’s outstanding debt as described in Note 8 - Debt, including the current portion, as of the dates indicated:


	Fair Value Measurements
(In thousands)	Level 1		Level 2		Level 3		Carrying Value
September 30, 2024
Fixed rate debt:

Bank of America	$	—	$	—	$	116	$	126



Variable rate debt:
JPMorgan Chase	$	—	$	102,294	$	—	$	102,294
Bank of America	$	—	$	2,090	$	—	$	2,090
East West Bank	$	—	$	5,558	$	—	$	5,558

December 31, 2023
Fixed rate debt:

Bank of America	$	—	$	—	$	151	$	169


Other finance institutions	$	—	$	—	$	43	$	45
Variable rate debt:
JPMorgan Chase	$	—	$	106,079	$	—	$	106,079
Bank of America	$	—	$	2,193	$	—	$	2,193
East West Bank	$	—	$	5,675	$	—	$	5,675

See Note 8 - Debt for additional information regarding the Company's debt.

Nonrecurring Fair Values

There were no assets carried at nonrecurring fair value at September 30, 2024 and December 31, 2023.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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