Item 1.01 Entry into a Material Definitive Agreement.
On September 26, 2022, Endonovo Therapeutics, Inc. ("we", "us" or the "Company")
entered into an Asset Purchase Agreement (the "APA") by and among the Company,
Western Star Concrete, LLC ("Western Star"), and Mark Gabriel Salmons (the
"Owner") pursuant to which the Company will acquire substantially all of the
assets and assume certain liabilities of Western Star. Western Star is engaged
in the business of providing and laying of concrete primarily for residential
tract developers. This includes but is not limited to the building/laying of
foundations, retaining walls, driveways, patios, sidewalks and barn pads. The
purchase price formula under the APA is four times Western Star's EBITDA for the
12 full months prior to closing subject to certain adjustments as set forth in
the APA. Closing is conditioned on the satisfactory completion of the parties'
due diligence and the completion of an audit of Western Star's financial
statements for the years ended December 31, 2021 and December 31, 2020
consistent with the requirements of being a subsidiary of a publicly held
company subject to the reporting requirements of the Securities Exchange Act of
1934, as amended, and the closing is anticipated to be held on or about December
15, 2022. If the unaudited financial information provided to us, which indicated
an EBITDA of approximately $6,300,000, is confirmed without any adjustments
required by the audit process, the purchase price to the Company would be
approximately $25,200,000 plus expenses which we intend to pay through the
raising of debt and equity financing. No assurance can be given that we will be
able to raise the required financing on terms that are acceptable to us and
beneficial to our shareholders.
The foregoing is only a summary of the terms of the APA which is included as an
exhibit to this report.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements
None
(b) Exhibits
No. Description
10.1 Asset Purchase Agreement
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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