MamaMancini’s Acquires Minority Interest in Chef Inspirational Foods

Rhea-AI Summary

MamaMancini's Holdings (NASDAQ: MMMB) has signed an agreement to acquire a 24% minority interest in Chef Inspirational Foods for $1.2 million, which includes $500,000 in cash and $700,000 in common stock. Chef Inspirational Foods, a leading developer of fresh and frozen prepared foods, expects gross sales of $30 million for 2022. This investment is expected to be immediately accretive to net income and enhances MamaMancini's logistics and product development. MamaMancini's retains an option to purchase the remaining interest within a year for an additional $3.8 million.

Positive

• Investment expected to be immediately accretive to net income.
• Enhances logistics and product development capabilities.
• Retention of purchase option for remaining 76% interest provides strategic flexibility.

Negative

• None.

$1.2 Million, Immediately Accretive Investment is Highly Symbiotic with MamaMancini’s Subsidiary T&L Creative Salads

MamaMancini’s Retains Option to Purchase Remainder of Company within 12 Months

EAST RUTHERFORD, NJ, June 30, 2022 (GLOBE NEWSWIRE) -- MamaMancini's Holdings, Inc. (NASDAQ: MMMB), a marketer and distributor of specialty pre-prepared all-natural foods, today announced it has signed a definitive agreement to acquire a 24 percent 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.

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. Based in West Palm Beach, Florida, and Long Island, NY, CIF expects 2022 gross sales of $30 million.

“Our investment in a minority interest in CIF brings an experienced, dynamic team which complements our logistics, product development and innovation capabilities with a robust sales presence – all while providing a strong level of vertical integration given T&L is an anchor supplier of CIF,” said Carl Wolf, Chief Executive Officer of MamaMancini's. “We expect our investment into CIF to be immediately accretive to net income, while our option to purchase the remainder of the company at a set price provides significant optionality and upside potential. We are excited about the opportunity this acquisition provides to advance our capabilities with a national, innovative, fully integrated food development company with exceptional marketing and sales teams driving incredible penetration across its retail channels.

“This acquisition marks another milestone in our growth through acquisition strategy, as we continue to advance promising candidates through our due diligence pipeline. We continue to see attractive multiples in the food space with complementary food product companies generating positive EBITDA with products and capabilities that are symbiotic to our existing distribution network. Our line of credit with M&T Bank allows us a high degree of flexibility in pursuing acquisitions such as CIF, enabling us to preserve our cash and fund the acquisitions with cash flows from the acquired companies. I look forward to continued operational execution in the months ahead as we continue our rapid pace of integration of these operations,” concluded Wolf.

Jeffrey Siegel, Chief Executive Officer of Chef Inspirational Foods, added: “This transaction will provide MamaMancini’s with extensive sales capabilities and reach into new geographies for its wide product portfolio. With T&L already serving as one of our major suppliers, this was a natural fit and we look forward to working closely with the MamaMancini’s team to further scale their products with key national accounts in the months ahead.”

MamaMancini’s retains the option to purchase the remaining 76% interest in CIF within one year. The 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.

About Chef Inspirational Foods

Founded in 2008, Chef Inspirational Foods is a leading developer, innovator, marketer and sales company selling 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. For more information visit www.chefinspirationalfoods.com

About MamaMancini’s Holdings, Inc.

MamaMancini's Holdings, Inc. (NASDAQ: MMMB) is a marketer and distributor of specialty pre-prepared, all-natural foods. MamaMancini’s broad product portfolio consists of meatballs, meatloaf, sausages and pasta bowls with beef, turkey, chicken and pork varieties – as well as an assortment of chicken-based dishes, olives, savory products and salads through its T&L Creative Salads and Olive Branch subsidiaries. The Company’s products are sold in over 45,000 locations nationwide, including at regional delis and well-known retailers such as Sam’s Club, ALDI Markets, Schnuck Markets, Whole Foods, Publix, ShopRite, Stop & Shop, Costco and Albertsons – as well as through national distributors such as Sysco and United Natural Foods. The Company also maintains a direct-to-consumer presence on QVC. For more information, please visit www.mamamancinis.com.

Forward-Looking Statements

This press release may contain "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. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "may," "future," "plan" or "planned," "will" or "should," "expected," "anticipates," "draft," "eventually" or "projected." You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in the Company's 10-K for the fiscal year ended January 31, 2022 and other filings made by the Company with the Securities and Exchange Commission.

Investor Relations Contact:
Lucas A. Zimmerman
Director
MZ Group - MZ North America
(949) 259-4987
MMMB@mzgroup.us
www.mzgroup.us

FAQ

What is the acquisition amount for MamaMancini's Holdings and Chef Inspirational Foods?

MamaMancini's Holdings is acquiring a 24% interest in Chef Inspirational Foods for $1.2 million.

How will the acquisition impact MamaMancini's Holdings financially?

The investment is expected to be immediately accretive to net income for MamaMancini's Holdings.

What is the future potential of the acquisition for MamaMancini's?

MamaMancini’s retains an option to purchase the remaining 76% interest in Chef Inspirational Foods within one year for an additional $3.8 million.

What is Chef Inspirational Foods known for?

Chef Inspirational Foods specializes in fresh and frozen prepared foods, particularly in the Deli Department for prepared salads and entrees.

What revenue does Chef Inspirational Foods expect for 2022?

Chef Inspirational Foods expects gross sales of $30 million for 2022.