|9 Months Ended|
Sep. 30, 2015
Note 9 – Acquisitions
On January 25, 2015, Sand/Land of Florida Enterprises, Inc., a Florida corporation and a wholly-owned subsidiary of National Waste Management Holdings, Inc. (the “Company”), entered into a commercial property purchase agreement (the “Agreement”) with Nova Resources, LLC (“Nova”), a Florida limited liability company, to acquire a certain commercial and industrial construction and demolition landfill (the “Transaction”) located at 3890 Grover Cleveland, County of Citrus, Homosassa, Florida 34465 (the “Property”) for $2,500,000, on an “as is” basis. The Property services regions in and around Citrus County, Florida. The Property is approximately eighty (80) acres and is permitted by the State of Florida Department of Environmental Protection as a “Construction and Demolition Landfill”.
Pursuant to the terms of the Agreement, the Company agreed to pay an initial non-refundable down payment of $25,000 on January 25, 2015 (the “Initial Payment Day”) and may pay up to five additional non-refundable monthly payments of $25,000 due on the 15th day of each month (the “Extension Payment”) following the Initial Payment Day to extend the closing date for an additional thirty (30) days. Each extension payment shall be credited towards the total amount payable to Nova, with any remaining balance due no later than thirty (30) days after the fifth extension payment. The Agreement may be terminated at the election of either party in the event that the transaction does not close.
Nova agreed to certain non-compete provision for a period of five (5) years from the closing date. Nova also agreed to provide, at the closing date, certain completed permit applications.
The Transaction is not subject to any realty commission and has not closed as of September 30, 2015 or the date of this filing. The Company has a third party making the deposit payments as discussed in Note 7 and Note 8. As of September 30, 2015, the third party had made nine payments of $25,000, totaling $225,000. This agreement was extended for an additional six months through February 26th, 2016. The deal was not closed as of September 30, 2015 or through the date of this filing.
Related Party Acquisitions Subsequent to September 30, 2015
As discussed in Note 10, Subsequent Events, subsequent to September 30, 2015, the Company closed on a related party acquisition and entered into a letter of intent to acquire a second related party business. The Company closed on the acquisition of Waste Recovery Enterprises, LLC (“WRE”), a related party acquisition, on October 15 2015 for $250,000 in cash and 2,750,000 shares of the Company’s restricted stock. The Company entered into a letter of intent to buy Gateway Rolloff Services, LP (“Gateway”) on November 1, 2015. The terms of the letter of intent for Gateway include a purchase price of $450,000 and a total of 2,400,000 shares of National Waste Management Holdings, Inc. The acquisition is planned to close during November, 2015.
The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).
Reference 1: http://www.xbrl.org/2003/role/presentationRef