C06989-2023 |
Title of Each Class | Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding | |
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COMMON SHARES | 1,024,446,888 | |
PREFERRED SHARES | 400,000,000 |
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Subject of the Disclosure |
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Completion of Acquisition of Freshness First Pty., Ltd. |
Background/Description of the Disclosure |
The effort to acquire Freshness First Pty, Ltd., an Australian company, began in late 2018 when the then ANI Board authorized the expansion of the company's business operations in Australia through acquisition of existing companies. Freshness First is engaged in the business of trading of fresh and processed fruits and vegetables in the state of Queensland, operating under its 100% owned and controlled subsidiaries: (i) BSK Pty Ltd., doing business under the brand “Field Cuisine”, and (ii) Michsul Pty Ltd., doing business under the brand "Bou Samra Fruits & Vegetables” servicing major institutional clients across the State. It was acquired by ANI on September 15,2023. |
Date of Approval by Board of Directors |
Oct 25, 2018 |
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Rationale for the transaction including the benefits which are expected to be accrued to the Issuer as a result of the transaction | |
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The acquisition of Freshness First is consistent with ANI's primary mandate of involvement in agriculture-related activities, and gives it a footprint on the vast and promising Australian landscape to explore. |
Date | Sep 15, 2023 |
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Description of the Transaction |
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Assignment of one (1) share in Freshness First for AUS$1.00, which represents the assignor's total share in said company. The contract is governed by the laws of Queensland, AUS. |
Manner |
Payment in Cash |
Description of the assets involved |
Fruit processing equipment and receivables |
Nature and amount of consideration given or received |
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AUS$1.00 |
Principle followed in determining the amount of consideration |
Negotiated terms, upon considerations that the business is still on its track to profitability and the fact that ANI has infused around AUD$1Million to support the business and try to nurture it back to health. The business has an acceptable net asset of AUD$ 900 thousand. |
Terms of payment |
Cash |
Conditions precedent to closing of the transaction, if any |
None |
Any other salient terms |
None |
Name | Nature of any material relationship with the Issuer, their directors/ officers, or any of their affiliates | |
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ANTONIO L. TIU | Stockholder and director of ANI |
Effect(s) on the business, financial condition and operations of the Issuer, if any |
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None expected, since Freshness First operates independently of ANI. ANI continues to operate the companies as independent subsidiaries, as it is committed to maintaining the business’s current thrust, ensuring that they can continue to deliver a sound business model in their current market. On the other hand, by leveraging the resources of the broader ANI Group, the company will benefit from the network and achieve better profitability sooner. |
Other Relevant Information |
NONE |
Source(s) of funds |
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INTERNAL |
If any asset so acquired by the issuer or its subsidiaries constituted plant, equipment or other physical property, state the nature of the business in which the assets were used by the persons from whom acquired and whether the issuer intends to continue such use or intends to devote the assets to other purposes, indicating such other purposes |
All acquired assets shall be exclusively dedicated to the business of Freshness First of trading in fresh and processed agricultural products in Queensland, AUS. |
Name | ROSANA PLANCO |
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Designation | Compliance Officer |