MamaMancini's Holdings Inc (MMMB)

[Bayguy]

SECTION 1 - REGISTRANT’S BUSINESS AND OPERATIONS



Item 1.01 Entry into a Material Definitive Agreement.



On June 28, 2020, MamaMancini’s Holdings, Inc. (the “Company”), a marketer and distributor of specialty pre-prepared all-natural foods signed a definitive agreement to acquire a 24 percent (24%) minority interest in Chef Inspirational Foods, Inc. (“CIF”), a leading developer, innovator, marketer and sales company selling fresh and frozen prepared foods, for an investment of $1.2 million, at an implied enterprise value for CIF of $5 million. The investment consists of $500,000 in cash and $700,000 in MamaMancini’s common stock.



The Company also was granted the option to purchase the remaining seventy-six percent (76%) interest in CIF within one year of June 28, 2022. The option purchase price is an additional $3.8 million, of which $3.5 million would be paid in cash and $300,000 in common stock, which would be paid within a two-year period from June 28, 2022.



Founded in 2008, CIF sells fresh and frozen prepared foods for the supermarket, club store, and distributor trade across the United States. The company’s specialty is the Deli Department for prepared salads, prepared entrees and olives, with a unique line of different artisan flavors and styles. CIF is based in West Palm Beach, Florida, and Long Island, NY.