Black Ridge Oil & Gas, Inc. announced that it has entered into an asset purchase agreement with S-FDF LLC, owned by entrepreneurs Ira Goldfarb and Claudia Goldfarb, to acquire the assets related to S-FDF LLC’s freeze drier technology and freeze dried fruits and vegetables for human consumption. The closing of the asset purchase is expected to occur on Oct. 1, 2020 with the company renamed Sustain:Us.
Sustain:Us will produce and sell freeze dried fruits and vegetables to national and local retail partners and directly to consumers, with first sales expected in December. Sustain:Us’ proprietary freeze-drying equipment and process will be installed and used at its 20,000 sq. ft. leased production facility in Irving, Texas. Freeze dried foods is a $54 billion global industry that is expected to grow at an average rate of 8.3% per year through 2024 (source: Technavio).
Transaction Highlights
• Goldfarbs will contribute $2.5 million of cash and certain assets and agreements owned by S-FDF LLC
• Goldfarbs will receive 1,120,000 common shares of Black Ridge, subject to certain adjustments
• Upon closing, current Black Ridge shareholders will own 58.8% of the pro forma shares outstanding and the Goldfarbs will own 41.2% of the 2,720,424 pro forma shares outstanding
•  Ira Goldfarb will join Black Ridge to become executive chairman and chairman of the board of directors
• Claudia Goldfarb will become chief executive officer
• Black Ridge CEO and interim CFO Ken DeCubellis will become president and CFO
• Current Black Ridge board members Lyle Berman, Bradley Berman, Ben Oehler and Joe Lahti will remain on the board
Black Ridge expects to retain the company’s previous net operating loss carryover of approximately $26.8 million to offset future taxable income.