Onfolio Holdings Inc. Completes Asset Purchase Agreement with Eastern Standard LLC

Onfolio Holdings Inc. (NASDAQ: ONFOW) recently announced the completion of an Asset Purchase Agreement with Eastern Standard LLC, a Delaware limited liability company. The agreement, which was formalized on October 18, 2024, involved Onfolio Holdings Inc.’s majority-owned subsidiary, Eastern Standard Delaware, acquiring assets from Eastern Standard Pennsylvania, a Pennsylvania-based limited liability company, as well as individuals Mark Gisi, James Keller, and Vincent Giordano.

Under the terms of the Asset Purchase Agreement, Eastern Standard Delaware acquired all the assets utilized in the digital marketing services business of Eastern Standard Pennsylvania, including integrated branding and digital customer experiences, for a total purchase price of $2,160,000. Upon closing, Onfolio Holdings Inc. obtained a 70% ownership stake in Eastern Standard Delaware by contributing $1,250,000 through secured promissory notes and $410,000 in Series A Preferred Shares. Additionally, entities within the Company’s special purpose vehicle funding program secured a 20% ownership interest in Eastern Standard Delaware by providing $500,000 in cash. Eastern Standard Pennsylvania retained a 10% roll-over equity interest in the acquired entity.

To seal the agreement, a Closing Letter Agreement was executed and is attached as Exhibit 2.2 to the Form 8-K filing. The secured promissory notes include a Short Term Promissory Note of $400,000, a Promissory Note of $850,000, and a Guaranty Agreement made by the Company to ensure payment obligations related to the Asset Purchase Agreement.

The Company further disclosed the transaction through a press release issued on October 22, 2024, as per Regulation FD requirements. This press release is available as Exhibit 99.1 in the filed Form 8-K.

Investors and interested parties are advised to review the complete details of the transaction provided in the Form 8-K filing, including the Asset Purchase Agreement and related exhibits. As per the filing, the financial statements of the acquired businesses and pro forma financial information will be submitted by amendment within the specified timeline.

This information is not deemed as “filed” for regulatory purposes under the Securities Exchange Act of 1934, nor does it carry liability under that section or serve as a reference in subsequent filings, unless specifically noted otherwise.

Keep abreast of further developments by monitoring the events and factors detailed in the Company’s most recent filings, particularly those under “Risk Factors” in the Form 10-K and Form 10-Q reports.

For more details, interested parties can access the complete Form 8-K filing on the Securities and Exchange Commission’s website under the Company’s profile.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Onfolio’s 8K filing here.

Onfolio Company Profile

Onfolio Holdings, Inc acquires and develops internet businesses. It provides website management, digital, advertising, and content placement services on its websites; and product sales on various sites. The company was founded in 2018 and is based in Wilmington, Delaware.