The targeted acquisition is estimated to have a business value of approximately $10 million and projected 2024 gross revenues of up to $7 million
NORTH BERGEN, NJ, Aug. 26, 2024 (GLOBE NEWSWIRE) -- Free Flow, Inc. (FFLO:OTCPK), which is incorporated in the state of Delaware as Free Flow USA, Inc., today announced that the Company has entered into a Letter of Intent (LOI) to acquire an over-the-counter pharmaceutical wholesaler/contract manufacturer with gross revenues of $4.4 million in 2023 and projected 2024 revenues of approximately $7 million. Under terms of the agreement, the acquired company will be a wholly owned subsidiary of FFLO and, along with additional potential acquisitions in the pharmaceutical industry, is expected to become the primary focus of the Company’s operations. Concurrently, FFLO is exploring the potential acquisition of another entity in the same line of business with annual sales of over $70 million.
Terms of the LOI include an independent business valuation (ASC 805 verification for business combinations) and an independent audit, as required by the Securities and Exchange Commission regulations. Both the valuation and audit, which are required before closing, are expected to be complete within 90 days, but the LOI allows for time extensions, as needed, to complete these steps.
The initial targeted acquisition possesses a current customer base extending over twenty pharmaceutical food, drug and mass merchandiser chain stores. Additional information on the acquisition target, including the company name and details on its business, operations, and plans for future growth, will be disclosed at or near the closing date.
In recognition of the change in Company focus, the board of directors has appointed Ravinder Tikoo. M.D, a board-certified neurologist, as director and chairman of the board. FFLO’s chief executive officer, Mr. Sabir Saleem, and independent director, Mr. Shah Wali Khan, will remain on the board as directors and will work with Dr. Tikoo to oversee and guide the Company.
After graduating with honors with a BS in Chemistry and Biochemistry from the University of Iowa, Dr. Tikoo continued his education there and received his medical degree in 1991. He completed an internship in general medicine at Northwestern University Medical Center, followed by a residency in neurology at the New York Hospital/Cornell Medical Center. Dr. Tikoo then completed a fellowship in neurology, also at Cornell Medical Center. From 1997 to 2001, Dr. Tikoo served as Assistant Neurology Attending/Instructor in Neurology for the New York University Medical Center, Department of Neurology, and from 2002 to 2017, he served as Assistant Clinical Professor at the New York Hospital/Weill Medical College of Cornell University in New York. Dr. Tikoo has also been in private practice in New Jersey since 2008.
A Current Report on Form 8-K detailing Dr. Tikoo’s appointment to FFLO’s Board of Directors will be filed with the Securities and Exchange Commission in the coming days.
“We are extremely pleased to welcome Dr. Tikoo to our management team as Chairman of the Board and look forward to his contribution as we navigate this new direction for the Company,” stated Mr. Saleem. “Dr. Tikoo’s expertise and extensive experience in the medical field will be critical as we work toward a close of our initial acquisition and potentially target others in the pharmaceutical industry.”
In addition to the LOI and appointment of a new board chairman, FFLO filed an amendment to its Articles of Incorporation in the state of Delaware to change the Company’s name to Free Flow USA, Inc. The change became effective on May 28, 2024.
A new corporate headquarters has also been established in North Bergen, New Jersey. Additional information on recent and anticipated Company changes will be included in the upcoming Form 8-K filings and future press releases.
ABOUT FREE FLOW, INC.
Free Flow, Inc., incorporated in Delaware as Free Flow USA, Inc., creates and acquires operating subsidiaries with the goal of maximizing shareholder value through long-term growth. The Company currently maintains holdings in the scrap metal processing and operating salvage yard business and has entered into a Letter of Intent to acquire its first subsidiary in the pharmaceutical industry. Additional businesses in the pharmaceutical industry are expected to be identified and subsequently targeted for potential future acquisition.
Forward- Looking Statements
The information in this press release includes "forward-looking statements" pursuant to the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995. All statements, other than statements of present or historical fact included in this press release, regarding the proposed Business Transaction, the ability of the parties to consummate the proposed Business Transaction, the benefits and timing of the proposed Business Transaction, as well as the future operations and financial performance, estimated financial position, estimated revenues and losses, projections of market opportunity and market share, projected costs, prospects, plans and objectives of management are forward-looking statements. Such statements are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995 and are based on the management of FFLO’s belief or interpretation of information currently available.
These forward-looking statements are based on various assumptions, whether or not identified herein, and on the current expectations of FFLO’s management and are not predictions of actual performance. Because forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions, whether or not identified in this press release, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. These forward-looking statements should not be relied upon as representing FFLO’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.