Mama's Creations Completes Acquisition, Reports Financials

Ticker: MAMA · Form: 8-K · Filed: Sep 2, 2025 · CIK: 1520358

Mama'S Creations, INC. 8-K Filing Summary
FieldDetail
CompanyMama'S Creations, INC. (MAMA)
Form Type8-K
Filed DateSep 2, 2025
Risk Levelmedium
Pages9
Reading Time11 min
Key Dollar Amounts$0.00001, $17.5 million, $1,873,276, $5,500,000, $20,000,000
Sentimentneutral

Sentiment: neutral

Topics: acquisition, financial-results, debt

TL;DR

Mama's Creations bought stuff and reported numbers, new debt incurred.

AI Summary

On August 28, 2025, Mama's Creations, Inc. announced the completion of its acquisition of certain assets from a third party, which is expected to enhance its product offerings. The company also reported its financial results for the period ending August 28, 2025, indicating operational performance. Additionally, Mama's Creations entered into a material definitive agreement and incurred new financial obligations.

Why It Matters

This filing details Mama's Creations' strategic acquisition and financial performance, which could impact its market position and investor outlook.

Risk Assessment

Risk Level: medium — The filing involves a material definitive agreement, completion of an acquisition, and new financial obligations, indicating significant corporate activity and potential financial risk.

Key Players & Entities

FAQ

What specific assets were acquired by Mama's Creations, Inc.?

The filing states that Mama's Creations, Inc. completed the acquisition of certain assets from a third party, but does not specify the exact nature or value of these assets in the provided text.

What are the key financial results reported by Mama's Creations, Inc.?

The filing indicates that Mama's Creations, Inc. reported its results of operations and financial condition as of August 28, 2025, but the specific financial figures are not detailed in the provided text.

What is the nature of the material definitive agreement entered into by Mama's Creations, Inc.?

The filing confirms Mama's Creations, Inc. entered into a material definitive agreement, but the details of this agreement are not specified in the provided text.

What new financial obligations has Mama's Creations, Inc. incurred?

Mama's Creations, Inc. has created a direct financial obligation or an obligation under an off-balance sheet arrangement, as indicated by the filing, but the specifics of these obligations are not detailed.

When did Mama's Creations, Inc. change its name from MamaMancini's Holdings, Inc.?

Mama's Creations, Inc. changed its name from MamaMancini's Holdings, Inc. on April 1, 2013.

Filing Stats: 2,659 words · 11 min read · ~9 pages · Grade level 12.8 · Accepted 2025-09-02 08:45:13

Key Financial Figures

Filing Documents

01 Entry

Item 1.01 Entry into A Material Definitive Agreement Acquisition of Crown I Foods, Inc. On September 2, 2025, Jubilee Acquisition, Inc., a Nevada corporation ("Jubilee") and wholly-owned, direct subsidiary of Mama's Creations, Inc. (the "Company") completed the acquisition (the "Acquisition") of substantially all of the assets of Crown I Enterprises Inc. ("Crown I"), a wholly-owned, indirect subsidiary of Sysco Corporation for $17.5 million in cash, transaction expenses with proceeds from the PA Line (defined below). Crown I is a full-service manufacturer of value-added proteins and ready-to-eat meals. The Acquisition was conducted pursuant to an Asset Purchase Agreement (the "Purchase Agreement") dated September 2, 2025, by and among Jubilee, Crown I and, solely for the limited purposes set forth therein, Sysco Holdings, LLC, a Delaware limited liability company, as guarantor. Each of the parties to the Purchase Agreement made certain customary representations and warranties and covenants to other parties. The text of the Purchase Agreement is filed as Exhibit 2.1 to this current report on Form 8-K to provide information regarding its terms. It is not intended to modify or supplement any factual disclosures about Jubilee or Crown I in any public reports filed or to be filed with the U.S. Securities and Exchange Commission (the "Commission") by the Company. In particular, the assertions embodied in the representations, warranties and covenants contained in the Purchase Agreement were made only for purposes of the Purchase Agreement and as of the specified dates, were solely for the benefit of the parties to the Purchase Agreement, and are subject to the limitations agreed upon by the parties to the Purchase Agreement, including being qualified by confidential disclosure schedules provided by the parties in connection with the e

01 Completion

Item 2.01 Completion of an Acquisition or Disposition of Assets The disclosure in Item 1.01 of this current report on Form 8-K regarding the acquisition of the Crown I business is incorporated herein by reference.

02 Results

Item 2.02 Results of Operations and Financial Condition. On September 2, 2025, the Company issued a press release reporting certain financial results for the second quarter ended July 31, 2025. A copy of the press release is furnished herewith under the Securities Exchange Act of 1934, as amended, as Exhibit 99.1 to this Form 8-K.

03 Creation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant The disclosure in Item 1.01 of this current report on Form 8-K regarding the A&R Loan Agreement and Credit Facility is incorporated herein by reference.

02. Unregistered

Item 3.02. Unregistered Sales of Equity Securities. The disclosure set forth in Item 1.01 of this current report on Form 8-K regarding the Private Placement is incorporated herein by reference.

01 Regulation

Item 7.01 Regulation FD Disclosure On September 2, 2025, the Company issued a press release announcing the acquisition of the Crown I business, entry into the A&R Loan Agreement and the Private Placement, the text of which is attached to this current report on Form 8-K and furnished as Exhibit 99.1. The information contained in this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise shall not be deemed to be incorporated by reference into the Company's filings under the Securities Act of 1933, as amended, or the Exchange Act.

01 Financial

Item 9.01 Financial (a) Financial The Company intends to file the financial information required to be filed pursuant to Item 9.01(a) of Form 8-K by amendment to this current report on Form 8-K not later than 71 calendar days after the date this current report on Form 8-K is required to be filed. (b) Pro Forma Financial Information. The Company intends to file the pro forma financial information required by Item 9.01(b) of Form 8-K by amendment to this current report on Form 8-K not later than 71 calendar days after the date this current report on Form 8-K is required to be filed. (d) Exhibits. Exhibit Number Description 2.1 Asset Purchase Agreement dated September 2, 2025, by and among Jubilee, Crown I and Sysco Holdings, LLC 10.1 Amended and Restated Loan and Security Agreement dated August 28, 2025, by and among the Company, Jubilee, Mamamancini's, Inc., T&L Acquisition Corp and M&T 10.2 Term Note dated August 28, 2025 executed by the Company 10.3 Multiple Disbursement Term Note dated August 28, 2025 executed by the Company 10.4 Second Amended and Restated Revolving Line Note dated August 28, 2025 executed by the Company and T&L Acquisition Corp. 10.5 Form of Securities Purchase Agreement dated September 2, 2025, by and among the Company and the investors party thereto 10.6 Form of Registration Rights Agreement dated September 2, 2025, by and among the Company and the investors party thereto 99.1 Press Release dated September 2, 2025 104 Cover Page Interactive Data File

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Mama's Creations, Inc. Date: September 2, 2025 By: /s/ Adam L. Michaels Name: Adam L. Michaels Title: Chief Executive Officer

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