The transaction for MamaMancini's is expected to be completed by Nov.1.
EAST RUTHERFORD, N.J. – MamaMancini’s Holdings Inc., a marketer and distributor of Italian cuisine products, recently signed a letter of intent to acquire Joseph Epstein Food Enterprises Inc., which has been the sole manufacturer of MamaMancini’s products.

Joseph Epstein Food Enterprises is currently owned by Carl Wolf, who also serves as president and CEO of MamaMancini’s. The letter of intent calls for the transaction to be completed on a non-dilutive basis without any cash or stock passing to the shareholders of Joseph Epstein Food Enterprises. The principal consideration for the transaction would be the cancellation of approximately $2 million of inter-company debt and the assumption of approximately $2.7 million of accrued expenses accounts payable and outstanding debt, according to MamaMancini’s.

“The company believes that the transaction on a pro-forma basis reduces cost of goods sold and is accretive to the company both in terms of earnings before Interest, taxes, depreciation and amortization (EBITDA), and net profit in the range of $1.5 to $2.0 million over the next 12 months,” MamaMancini’s said in a statement.

The company expects to complete the transaction, which is subject to the completion of due diligence and drafting and execution of a definitive merger agreement, by Nov. 1.