Onfolio Holdings, Inc (ONFO): M&A transaction — Onfolio acquires RevenueZen for $1.1M; adds $227K adj. EBITDA, expects $150K synergy

Onfolio Holdings, Inc

Total purchase price $1,105,000: $240k cash, $425k preferred shares, $440k 11% secured note due Dec 2025.
RevenueZen had ~$1.4M revenue and $227k unaudited adjusted EBITDA in 2023.
Five founders received 12% roll-over equity in subsidiary and 270k options at $0.51/share.
Onfolio expects $150k annual synergy from redirecting outsourced work to its own companies.

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Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Onfolio Holdings, Inc incurred loan of $440,000 with RevenueZen at 11% maturing December 31, 2025.

Instrument: loan
Principal: $440,000
Counterparty: RevenueZen
Rate: 11%
Maturity: December 31, 2025
Event: incurrence

Exact text from the filing

and a $440,000 11% interest only secured promissory note made by RevenueZen Delaware due December 31, 2025 (the “ Promissory Note ”).

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Onfolio Holdings, Inc completed an acquisition involving RevenueZen LLC for $1,105,000 (closed 2023-12-31).

Action: acquisition
Counterparty: RevenueZen LLC
Consideration: $1,105,000
Closing: 2023-12-31

Exact text from the filing

to sell to RevenueZen Delaware the RevenueZen Business, all as more fully described in the Asset Purchase Agreement. The aggregate purchase price for the RevenueZen Business was $1,105,000, consisting of $240,000 in cash at closing, $425,000 in Onfolio Series A Preferred Shares, and a $440,000 11% interest only secured promissory note made by RevenueZen Delaware due

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Onfolio Holdings, Inc entered into Asset Purchase Agreement with RevenueZen LLC valued at $1,105,000 aggregate purchase price: $240,000 cash, $425,000 Series A Preferred Shares, $440,000 pro (effective 2023-12-31).

Action: entry
Agreement: asset purchase
Counterparty: RevenueZen LLC
Value: $1,105,000 aggregate purchase price: $240,000 cash, $425,000 Series A Preferred Shares, $440,000 pro
Effective: 2023-12-31

Exact text from the filing

On December 31, 2023, Onfolio Holdings Inc. (the “ Company ”) and RevenueZen LLC, a Delaware limited liability company (" RevenueZen Delaware ") and subsidiary of the Company entered into and closed an asset purchase agreement (the " Asset Purchase Agreement ") with RevenueZen LLC, an Oregon limited liability company (" RevenueZen "), for the purchase of substantially all of the assets utilized in the operation of the RevenueZen business.

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283 debt financings filed in the last 30 days. Browse all debt financings →

Onfolio Holdings, Inc filing history →

Source: SEC EDGAR

accession 0001654954-24-000162

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