Current Report Filing (8-k)
July 17 2017 - 6:03AM
Edgar (US Regulatory)
United
States
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
8-K
Current
Report
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
July
13, 2017
Date
of Report (Date of earliest event reported)
iFresh,
Inc.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
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001-38013
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102-80-6434
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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2-39 54th Avenue
Long Island City, NY
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11101
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant's
telephone number, including area code:
(718) 628 6200
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐
Written
communications pursuant to Rule 425 under the Securities Act
☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item
2.01 Completion of Acquisition or Disposition of Assets.
On
July 13, 2017, iFresh Inc. (the “Company”) purchased Mia Supermarket in Orlando FL, a 20,370 square-foot grocery store
located at 2415 E. Colonial Drive, from Michael Farmers Supermarket, LLC. The new store, which will be called iFresh E. Colonial,
will be the first iFresh store in Orlando and its second in Florida. iFresh purchased the supermarket for $1,050,000 in cash.
The purchase included the business, lease, equipment and inventory of the store.
Also
on July 13, 2017, the Company purchased all of the shares of iFresh Glen Cove Inc. (“Glen Cove”) from Long Deng, the
Company’s Chairman and Chief Executive Officer, for 50,000 shares of the Company’s common stock. The transaction was
approved by the Company’s independent audit committee and the price was agreed to be based upon a review of the assets and
financial statements of Glen Cove. Glen Cove is setting up a 22,859 square-foot grocery store in Garden City, NY. To be located
at 192 Glen Cove Road, within the Roosevelt Field Mall business district, this will be the Company’s first store in Long
Island and its sixth in New York. The Company expects iFresh Glen Cove to open in the first quarter of 2018.
Item
3.02 Unregistered Sales of Equity Securities.
In
connection with the acquisition of Glen Cove described in Item 2.01, above, the Company issued 50,000 shares of its common stock
as consideration to the former stockholder of Glen Cove. The securities were issued pursuant to Section 4(a)(2) of the Securities
Act of 1933, as amended, as the transactions did not involve a public offering.
Item
9.01 Financial Statements and Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated July 14, 2017
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iFRESH, INC.
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By:
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/s/ Long Deng
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Name:
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Long Deng
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Title:
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Chairman and Chief Executive Officer
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