Dickmo, I was wondering about that. (Someone had to fund about $5 million in losses for Oct thru Feb)
Is it your take they sold it for free to former founder?
I have no doubt that IVFH minus FD is positive EBITDA, it always was.
Pro Forma
De-consolidation Cash EBITDA Nine Months Ended Sept 30 2015
Net Income (Loss) (163,842 )
Equity related expenses (1) 1,729,293
Interest on Notes Payable 47,146
Depreciation & amortization of certain assets (2) 273,671
Amortization of discounts(3) 396,678
Cash EBITDA * 2,282,946
Where the heck that 2.28 million positive EBITDA in PR came from on first 9 months, is beyond me?, unless they have retroactively taken FD out, which is deceptive without saying so.
Looked at 8k and indeed it was for free or less. The consideration to Innovative Food Holdings consisted primarily of a restructuring of our loans, which includes the ability to convert to additional amounts of TFD under certain circumstances.
Ah found this at bottom Sales Price
Pursuant to the terms of a Stock Purchase Agreement (the “Stock Purchase Agreement”), Innovative Food Holdings, Inc. (“Innovative”) sold The Fresh Diet, Inc. (“The Fresh Diet”) effective February 23, 2016. The sales price under the terms of the Stock Purchase Agreement was $8,700,010, consisting of notes in the amount of $8,700,000 and $10 cash. A reserve in the amount of $8,700,000 is reflected against these notes in the pro forma condensed balance sheets as of September 30, 2015 and December 31, 2014:
Cash $ 10
Notes receivable 8,700,000
Reserve (8,700,000 )
Net sales price $ 10
Assets disposed $ 6,374,853
Liabilities disposed (10,998,216 )
Net assets and liabilities disposed (4,623,363 )
So if FD pays back the loans, very iffy, IVFH may actually may get their money back. Love the $10 cash aspect. Not.
It looks like a deal was primarily to prevent bankruptcy of IVFH, get rid of liabilities. 11 million of liabilities in this case. The reserve for 100% of loan indicates the low likelihood of being paid.
