Item 1.01 Entry into a Material Definitive Agreement.
The Purchase Agreement contains customary representations, warranties, and
covenants of the Sellers and the Company. The Purchase Agreement also includes
restrictive covenants from the Sellers for the benefit of the Company. The
transaction closed on
There is no material relationship between the Company, on the one hand, and Sellers, on the other hand, other than in respect of the Purchase Agreement.
A copy of the Purchase Agreement is filed as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing description of the Purchase Agreement is qualified in its entirety by reference to the full text of such Purchase Agreement.
Item 2.01. Completion of Acquisition or Disposition of Assets.
On
Item 8.01. Other Events.
On
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 2.1 Asset Purchase Agreement, datedOctober 12, 2022 , by and among (i)Healthy Choice Markets IV, LLC , aFlorida limited liability company, (ii)Dean's Natural Food Market ofShrewsbury, Inc. , aNew Jersey corporation,Green's Natural Foods, Inc. , aDelaware corporation,Dean's Natural Food Market ofChester, LLC , aNew Jersey limited liability company,Dean's Natural Food Market ofBasking Ridge, LLC , aNew Jersey limited liability company, andDean's Natural Food Market , Inc., aNew Jersey corporation, (iii)Jimmy C. Mathews , an individual resident ofTexas ,Starmak Consulting, LLC , aTexas limited liability company,Red Oak Equity Partners, LLC , aTexas limited liability company,Hudson Equity Partners, LLC , aTexas limited liability company, and (iv) Shine Paul, as the Seller Representative (the exhibits and schedules to Exhibit 2.1 have been omitted in accordance with Item 601(b)(2) of Regulation S-K.The Company agrees to furnish supplementally to theSEC , upon request, a copy of all omitted exhibits and schedules). 99.1 Press release of HCMC issued onOctober 17, 2022 .
© Edgar Online, source