TANDY LEATHER FACTORY INC : Results of Operations and Financial Condition, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits (form 8-K)

Item 2.02. Results of Operations and Financial Condition

On August 10, 2020, Tandy Leather Factory, Inc. (the “Company”) issued a press
release (the “August 10 Press Release”) announcing certain financial results as
described in the next paragraph. A copy of the August 10 Press Release is
attached as Exhibit 99.1.

Year-to-date sales through July 2020 were $31 million, down 27% from the same
period in 2019. The decline was largely due to the impact of the COVID-19
pandemic, which required the Company to temporarily close all of its retail
stores in March 2020; stores have been gradually reopening since late May 2020.
Total sales for July 2020 were $5.1 million, down 5% from the same period last
year. Cost savings initiatives, together with reductions in employment costs
from furloughed employees as a result of COVID-19 that we discussed in our June
Annual Meeting and press release, are estimated to save $2-3 million in
operating expenses through July. Impairment charges recognized in the first
quarter of 2020 are expected to be $2.5 million, primarily related to operating
lease assets. Cash and short-term securities at the end of July were $11.5
million.

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or

Standard; Transfer of Listing.

On August 11, 2020, Tandy Leather Factory, Inc. (the “Company”) received a
delisting determination letter from The Nasdaq Stock Market LLC (“Nasdaq”)
notifying it that trading in the Company’s shares will be suspended on Nasdaq
effective with the open of business on August 13, 2020, and that the Company’s
common stock will be delisted from Nasdaq via Nasdaq’s filing of a Form 25 with
the Securities and Exchange Commission (the “SEC”) once all applicable Nasdaq
review and appeal periods have expired. The Company is considering whether to
appeal the determination.

In accordance with the terms of the earlier decision issued on behalf of the
Nasdaq Hearings Panel (the “Panel”), the Company was required to file all
outstanding periodic reports with the SEC by no later than August 10, 2020;
however, the Company was unable to do so. August 10, 2020 represented the full
extent of the Panel’s discretion in this matter and, as a result, the Panel was
required to issue a delisting determination under the Nasdaq Listing Rules.

The Company expects that its common stock may remain eligible to trade on the
Over-the Counter Markets’ “Pink Sheets” under the current symbol “TLF” effective
with the open of business on August 13, 2020. The Company intends to reapply
for Nasdaq listing once it has made the required filings.

The Company previously announced in the August 10 Press Release that it had not
completed the required filings by August 10, 2020.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

  No.      Exhibit
    99.1   Press Release dated August 10, 2020

Forward Looking Statements

Certain statements contained in this report and other materials the Company
files with the SEC, as well as information included in oral statements or other
written statements made or to be made by the Company, other than statements of
historical fact, are forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. Forward-looking statements generally are
accompanied by words such as “may,” “will,” “could,” “should,” “anticipate,”
“believe,” “budgeted,” “expect,” “intend,” “plan,” “project,” “potential,”
“estimate,” “continue,” “outlook,” “forecast” or “future,” variations thereof or
other similar statements. Please refer to the Company’s Annual Report on Form
10-K for the fiscal year ended December 31, 2018 for additional information
concerning these and other uncertainties that could negatively impact the
Company. The Company assumes no obligation to update or otherwise revise its
forward-looking statements, except as required by law.

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