1847 HOLDINGS LLC 1847 Holdings LLC (NYSEAM:EFSH) entered into a Securities Purchase Agreement to acquire Master Cutlery, Inc. on August 28, 2023. The purchase price consists of (i) $1.00, and (ii) the payment of outstanding indebtedness of Master Cutlery and transaction expenses, provided that such amount does not exceed $4,500,000. The Target generated unaudited revenue in excess of $20 million and positive EBITDA in 2022.
The Agreement contains customary representations and warranties of the Company and Master Cutlery relating to their respective businesses, in each case generally subject to knowledge and materiality qualifiers. Additionally, the closing of the Agreement is subject to customary closing conditions, including, without limitation, the receipt of all authorizations and consents; the receipt of any required consents of any third parties; the release of any security interests; the Company obtaining the requisite acquisition financing; and delivery of certificates and other closing documents required for the transfer of the equity interests of Master Cutlery to the Company. The acquisition is expected to be funded without the issuance of any common stock or dilutive equity and is expected to be completed before the end of the third quarter of 2023, subject to customary closing conditions.
