Statistiche di base
| LEI | 549300WRMUYUP8KYFH93 |
| CIK | 1680873 |
SEC Filings
SEC Filings (Chronological Order)
| May 11, 2026 |
Exhibit 99.1 HF Foods Reports First Quarter 2026 Financial Results Net Revenue increased 4.5% to $312.0 million GAAP Net Income increased 188.6% to $1.4 million Adjusted Net Income decreased 3.6% to $3.4 million Adjusted EBITDA increased 3.8% to $ $10.1 million Las Vegas, NV – May 11, 2026 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading distributor of international fo |
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| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS G |
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| May 11, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2026 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| April 24, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 3, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2026 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| April 3, 2026 |
exhibit101-hffoodsxamend 4917-2189-2758v4 1075.279 JOINDER AND AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This JOINDER AND AMENDMENT NO. 5 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of March 30, 2026, by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corporation ("B&R"), RONGCHENG TRADING, LLC, |
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| March 16, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-38180 HF Foods Group Inc. (Exact name of registrant as specified i |
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| March 16, 2026 |
Exhibit 21.1 HF FOODS GROUP INC. Subsidiaries Entity Name State of Incorporation 273 Fifth Avenue, L.L.C. Delaware A & Kie, LLC Arizona American Fortune Foods, Inc. California Asahi Food, Inc (ownership 49%) Colorado B & L Trading, LLC Washington B&B Trucking Services, Inc. Florida B&R Global Holdings, Inc. Delaware B&R Global Services, LLC Delaware B&R Group Logistics Holding LLC Delaware B&R Rea |
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| March 16, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2026 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| March 16, 2026 |
Exhibit 99.1 HF Foods Reports Full Year 2025 and Fourth Quarter Results Net Revenue increased 2.2% to $1,228.3 million for the Full Year 2025 GAAP Net Loss decreased 18.3% to $39.3 million for the Full Year 2025 Adjusted Net Income increased 20.9% to $16.9 million for the Full Year 2025 Adjusted EBITDA increased 6.9% to $ $45.0 million for Full Year 2025 Las Vegas, NV – March 16, 2026 – HF Foods G |
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| February 2, 2026 |
Exhibit 10.3 [●], 2026 To: [Key EMPLOYEES Other Than the Chief Executive Officer AND VICE PRESIDENTS] Subject: Participation in the HF Foods Group Inc. Severance Plan Dear [●]: In consideration for your dedication to HF Foods Group Inc. (the “Company”, and together with its subsidiaries, the “HFFG”) and continued service, the Company hereby agrees to enter into this letter agreement with you (the |
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| February 2, 2026 |
Exhibit 10.1 February 2, 2026 To: Paul McGarry Subject: Participation in the HF Foods Group Inc. Severance Plan Dear Paul: In consideration for your dedication to HF Foods Group Inc. (the “Company”, and together with its subsidiaries, the “HFFG”) and continued service, the Company hereby agrees to enter into this letter agreement with you (the “Letter Agreement”), formalizing the terms of the HF F |
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| February 2, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2026 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| February 2, 2026 |
Exhibit 10.2 HF FOODS GROUP INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION Amended and Restated as of January 27, 2026 * * *IMPORTANT * * * Please read this booklet in its entirety. This document describes benefits available under the Severance Plan and summarizes situations in which those benefits may be reduced, delayed, forfeited, or denied, as well as your rights and responsibilities and the |
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| January 20, 2026 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2026 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| November 10, 2025 |
Exhibit 99.1 HF Foods Reports Solid Third Quarter 2025 Financial Results Net Revenue increased 2.9% to $307.0 million GAAP Net Loss decreased 77.2% to $0.9 million Adj. EBITDA up 42% to $11.7 million Las Vegas, NV – November 10, 2025 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading distributor of international foodservice solutions to Asian restaurants and other busine |
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| November 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOO |
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| November 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 10, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| November 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| November 5, 2025 |
Exhibit 10.1 SEPARATION AGREEMENT This Transition and Separation Agreement (the “Agreement”) is between HF Foods Group Inc., a Delaware corporation (the “Company”) and Cindy Yao (“Executive,” and together with the Company, collectively referred to as the “Parties”). This Agreement will become effective upon the “Effective Date,” as specified in Section 15(a) of this Agreement. In consideration of |
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| October 16, 2025 |
Exhibit 10.2 October 13, 2025 Paul McGarry Re: Amendment to your Offer of Employment Dear Paul, The purpose of this letter agreement is to amend the terms of the Offer of Employment entered into between you and LE060 B&R Global Services, LLC, a subsidiary of HF Foods Group Inc. (the “Company”), dated February 6, 2025 (the “Offer Letter”) to reflect our mutual understanding about your new role as i |
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| October 16, 2025 |
Exhibit 10.1 02/06/2025 Paul McGarry Re: Offer of Employment Dear Paul, LE060 B&R Global Services, LLC ("Company") is pleased to extend an offer of employment to you for the position described below and based upon the terms outlined. Please review this offer of employment in its entirety and contact me with any questions concerning its contents. Welcome to the HF Family! Your employment as a/an Co |
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| October 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 13, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| October 16, 2025 |
HF Foods Group Announces Leadership Changes Exhibit 99.1 HF Foods Group Announces Leadership Changes LAS VEGAS – October 16, 2025 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading distributor of international foodservice solutions to Asian restaurants and other businesses across the United States, today announced the appointment of Jeffery Taylor to its Board of Directors. Mr. Taylor brings over 27 years of senio |
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| September 29, 2025 |
Exhibit 99.1 HF Foods Group Announces Agreement to Acquire Chicago Distribution Facility Strategic development expected to reduce facility costs, expand capacity and support long-term growth Acquisition follows HF Foods’ establishment of an At-the-Market equity offering program to provide liquidity for, among other items, capital expenditures, and possible acquisitions or business expansion LAS VE |
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| September 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 29, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 8 |
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| September 25, 2025 |
HF Foods Group Inc. Announces $100 Million At-The-Market (ATM) Equity Offering Program Exhibit 99.1 HF Foods Group Inc. Announces $100 Million At-The-Market (ATM) Equity Offering Program LAS VEGAS – September 25, 2025 — HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants across the United States, announced today that it has established an At-The-Market (“ATM”) equity offering program under which it may sell, from time to |
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| September 25, 2025 |
HF Foods Group Inc. Shares of Common Stock SALES AGREEMENT Exhibit 10.1 HF Foods Group Inc. Shares of Common Stock SALES AGREEMENT September 25, 2025 D.A. DAVIDSON & Co. 757 Third Avenue Suite 1902 New York, New York 10177 ROTH CAPITAL PARTNERS, LLC 888 San Clemente Drive, Suite 400 Newport Beach, CA 92660 Ladies and Gentlemen: HF Foods Group Inc., a Delaware corporation (the “Company”), confirms as follows its agreements with D.A. Davidson & Co. and Roth |
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| September 25, 2025 |
Up to $100,000,000 Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-281918 PROSPECTUS SUPPLEMENT (To Prospectus dated September 17, 2024) Up to $100,000,000 Common Stock We entered into a sales agreement dated September 25, 2025 (the “Sales Agreement”) with D.A. Davidson & Co. and Roth Capital Partners, LLC, as the sales agents (the “Sales Agents”), relating to the issuance and sale of shares of our common stoc |
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| September 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 8 |
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| August 11, 2025 |
Exhibit 99.1 HF Foods Reports Second Quarter 2025 Financial Results Reports Quarterly Record Net Revenue and Gross Profit Las Vegas, NV – August 11, 2025 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading distributor of international foodservice solutions to Asian restaurants and other businesses across the United States, reported its unaudited financial results for the |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2 |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS GR |
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| July 7, 2025 |
Amended and Restated HF Foods Group Inc. Severance Plan. Exhibit 10.1 DB1/ 157521591.12 HF FOODS GROUP INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION Amended and Restated as of July 1, 2025 2 DB1/ 157521591.12 * * *IMPORTANT * * * Please read this booklet in its entirety. This document describes benefits available under the Severance Plan and summarizes situations in which those benefits may be reduced, delayed, forfeited, or denied, as well as your r |
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| July 7, 2025 |
Agreement for the Severance Plan. Exhibit 10.2 DB1/ 157550130.8 [●], 2025 To: [KEY EXECUTIVES OTHER THAN THE CHIEF EXECUTIVE OFFICER] Subject: Participation in the HF Foods Group Inc. Severance Plan Dear [●]: In consideration for your dedication to HF Foods Group Inc. (the “Company”, and together with its subsidiaries, the “HFFG”) and continued service, the Company hereby agrees to enter into this letter agreement with you (the “L |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| June 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| June 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| May 12, 2025 |
Exhibit 99.1 HF Foods Reports First Quarter 2025 Financial Results Year over year growth in Net Revenue and Gross Profit Las Vegas, NV – May 12, 2025 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading distributor of international foodservice solutions to Asian restaurants and other businesses across the United States, reported its unaudited financial results for the quar |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS G |
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| May 12, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 7, 2025 |
As filed with the Securities and Exchange Commission on April 7, 2025 As filed with the Securities and Exchange Commission on April 7, 2025 Registration No. |
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| March 17, 2025 |
Exhibit 19.1 HF FOODS GROUP, INC. INSIDER TRADING POLICY Last Revised March 13, 2025 HF Foods Group, Inc. (“HFFG” or “Company”) is a reporting company under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”) and therefore must abide by U.S. securities laws and regulations. This Insider Trading Policy (“Policy”) describes the Company’s standards on trading, and causing the tr |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-38180 HF Foods Group Inc. (Exact name of registrant as specified i |
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| March 17, 2025 |
Exhibit 4.7 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of HF Foods Group Inc. (the "Company," "us," "we," or "our") is a summary and does not purport to be complete. It is subject to, and qualified in its entirety by, reference to our Second Amended a |
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| March 17, 2025 |
Exhibit 21.1 HF FOODS GROUP INC. Subsidiaries Entity Name State of Incorporation 273 Fifth Avenue, L.L.C. Delaware A & Kie, LLC Arizona American Fortune Foods, Inc. California Asahi Food, Inc (ownership 49%) Colorado B & L Trading, LLC Washington B&B Trucking Services, Inc. Florida B&R Global Holdings, Inc. Delaware B&R Global Services, LLC Delaware B&R Group Logistics Holding LLC Delaware B&R Rea |
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| March 17, 2025 |
Amendment No. 3 to Third Amended and Restated Credit Agreement, dated as of September 18, 2024 AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is entered into as of September 18, 2024, by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corporation ("B&R"), RONGCHENG TRADING, LLC, a California limited liability company ("Rongcheng"), CAPITA |
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| March 13, 2025 |
Exhibit 99.1 HF Foods Reports Fourth Quarter and Full Year 2024 Financial Results Net Revenue Increased 8.7% and 4.6% for the Fourth Quarter and Full Year 2024, Respectively Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Las Vegas, NV – March 13, 2025 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants acro |
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| March 13, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| March 6, 2025 |
March 6, 2025 Cindy Yao Chief Financial Officer HF Foods Group Inc. 6325 South Rainbow Boulevard , Suite 420 Las Vegas , Nevada 89118 Re: HF Foods Group Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-38180 Dear Cindy Yao: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclos |
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| March 5, 2025 |
HF FOODS GROUP INC. 6325 S RAINBOW BLVD. SUITE 420 LAS VEGAS, NV 89118 March 5, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Aamira Chaudhry Lyn Shenk Re: HF Foods Group Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-38180 Dear Ms. Chaudhry and Mr. Shenk: HF Foods Gr |
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| February 18, 2025 |
Amendment No. 4 to Third Amended and Restated Credit Agreement, dated as of February 12, 2025 Exhibit 10.1 JOINDER AND AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This JOINDER AND AMENDMENT NO. 4 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") dated as of February 12, 2025, by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corporation ("B&R"), RONGCHENG TRADING, LLC, a California limited liability com |
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| February 18, 2025 |
Exhibit 99.1 HF Foods Group Inc. Secures Revolving Credit Agreement of Up to $125 Million Amended agreement to provide enhanced financial flexibility to help support HF Foods’ growth strategy LAS VEGAS – February 18, 2025 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants across the United States, announced today it has amended its C |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| January 23, 2025 |
January 23, 2025 Cindy Yao Chief Financial Officer HF Foods Group Inc. 6325 South Rainbow Boulevard , Suite 420 Las Vegas , Nevada 89118 Re: HF Foods Group Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-38180 Dear Cindy Yao: We have reviewed your December 30, 2024 response to our comment letter and have the following comment(s). Please respond to this letter within ten busines |
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| December 30, 2024 |
Christopher Peterson +1 212.836.8861 Direct [email protected] December 30, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Aamira Chaudhry Lyn Shenk Re: HF Foods Group Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-38180 Ladies and Gentlemen: Dear Ms |
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| December 19, 2024 |
As filed with the Securities and Exchange Commission on December 19, 2024 As filed with the Securities and Exchange Commission on December 19, 2024 Registration No. |
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| December 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| December 19, 2024 |
Exhibit 99.1 HF Foods Group Inc. Names Felix Lin Chief Executive Officer Seasoned HF Foods Executive with Deep Industry Relationships and Knowledge of Food Distribution Business Additional Appointments Made to People & Technology and Distribution Roles as HF Foods Continues to Make Progress on Strategic Transformation Plan LAS VEGAS – December 19, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foo |
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| December 19, 2024 |
between HF Foods Group Inc. and Xi Lin Exhibit 10.1 EMPLOYMENT AGREEMENT FOR FELIX LIN THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between HF Foods Group Inc. (the “Company”) and Felix Lin (the “Executive”) effective as of January 1, 2025 (the “Effective Date”). WHEREAS, the Company desires to employ the Executive as its Chief Executive Officer and the Executive desires to serve in such capacity on behalf of the |
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| December 19, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) HF Foods Group Inc. |
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| December 16, 2024 |
December 16, 2024 Cindy Yao Chief Financial Officer HF Foods Group Inc. 6325 South Rainbow Boulevard , Suite 420 Las Vegas , Nevada 89118 Re: HF Foods Group Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-38180 Dear Cindy Yao: We have limited our review of your filing to the financial statements and related disclosures and have the following comment(s). Please respond to this l |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| November 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 21, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| November 22, 2024 |
Exhibit 10.1 COOPERATION AGREEMENT This Cooperation Agreement (this “Agreement”), dated as of November 18, 2024, is by and among Zhou Min Ni, Raymond Ni, Fai Lam, in his capacity as Trustee of the Irrevocable Trust for Raymond Ni, Amanda Ni, in her capacity as Trustee of each of the Irrevocable Trust for Amanda Ni, the Irrevocable Trust for Ivy Ni and the Irrevocable Trust for Tina Ni, Weihui Kwok |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 8 |
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| November 12, 2024 |
Amendment No. 2 to Third Amended and Restated Credit Agreement, dated Exhibit 10.1 AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 2 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is entered into as of July 15, 2024, by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corporation ("B&R"), RONGCHENG TRADING, LLC, a California limited liability company ("Rongcheng") |
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| November 12, 2024 |
Exhibit 99.1 HF Foods Reports Third Quarter 2024 Financial Results Increase in Net Revenue as Company Continues to Execute Operational Transformation Plan Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Las Vegas, NV – November 12, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants across the United St |
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| November 12, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOO |
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| November 12, 2024 |
Exhibit 10.2 LEASE AGREEMENT BETWEEN CH REALTY IX-NDG ATLANTA FREEMAN INTERMODAL, L.P., AS LANDLORD, AND HF FOODS GROUP, INC., AS TENANT DATED SEPTEMBER 30, 2024 4795 INNOVATIVE WAY, POWDER SPRINGS, GEORGIA 30127 Approved Georgia Industrial Lease Form Based On Master Lease Version 22 BASIC LEASE INFORMATION Lease Date: September 30, 2024 Landlord: CH REALTY IX-NDG ATLANTA FREEMAN INTERMODAL, L.P., |
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| October 28, 2024 |
Exhibit 99.1 HF Foods Announces CEO Transition Current President and Chief Operating Officer Felix Lin Named Interim Chief Executive Officer LAS VEGAS — October 28, 2024 — HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants across the United States, today announced the appointment of Felix Lin as Interim Chief Executive Officer (CEO). M |
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| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81- |
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| September 12, 2024 |
HF Foods Group Inc. 6325 South Rainbow Boulevard Suite 420 Las Vegas, Nevada 89118 HF Foods Group Inc. 6325 South Rainbow Boulevard Suite 420 Las Vegas, Nevada 89118 September 12, 2024 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Scott Anderegg Re: HF Foods Group Inc. Registration Statement on Form S-3 Filed September 4, 2024 File No. 333- 281918 Acceleration Request Dear Mr. Anderegg: In accord |
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| September 11, 2024 |
September 11, 2024 Xiao Mou Zhang Chief Executive Officer HF Foods Group Inc. 6325 South Rainbow Boulevard, Suite 420 Las Vegas, NV 89118 Re: HF Foods Group Inc. Registration Statement on Form S-3 Filed September 4, 2024 File No. 333-281918 Dear Xiao Mou Zhang: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regardi |
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| September 4, 2024 |
As filed with the Securities and Exchange Commission on September 4, 2024 As filed with the Securities and Exchange Commission on September 4, 2024 Registration No. |
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| September 4, 2024 |
Exhibit 4.5 HF FOODS GROUP INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions. 1 Section 1.2. Incorporation by Reference of Trust Indenture Act. 4 Section 1.3. Rules of Construction. 4 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Series. 5 Section 2.2. Establishment of Terms of Series of Securities. |
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| September 4, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) HF Foods Group Inc. |
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| August 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS GR |
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| August 6, 2024 |
Exhibit 99.1 HF Foods Reports Second Quarter 2024 Financial Results Increase in Net Revenue, Gross Profit, Gross Profit Margin, Net Income and Adjusted EBITDA Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Las Vegas, NV – August 6, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods” or the “Company”), a leading food distributor to Asian restaurants across the United S |
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| August 6, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| July 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-2717 |
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| July 5, 2024 |
HF Foods Appoints Dr. Yujie Wang to its Board of Directors Exhibit 99.1 HF Foods Appoints Dr. Yujie Wang to its Board of Directors LAS VEGAS, July 5, 2024 (GLOBE NEWSWIRE) - HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United States, today announced the appointment of Dr. Yujie Wang to the Company’s board of directors effective immediately. Simultaneously with the appointment |
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| July 5, 2024 |
HFFG / HF Foods Group Inc. / Zhang Xiao Mou - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 2) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) HF Foods Group Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 40417F109 (CUSIP Number) Zhang Xiao Mou HF Foods Group Inc. 6325 So |
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| June 28, 2024 |
HF Foods Appoints Maria Ross to its Board of Directors Exhibit 99.1 HF Foods Appoints Maria Ross to its Board of Directors LAS VEGAS, June 28, 2024 (GLOBE NEWSWIRE) - HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United States, today announced the appointment of Maria Ross to the Company’s board of directors effective immediately. Simultaneously with the appointment of Ms. |
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| June 28, 2024 |
Form of Director Letter Agreement Exhibit 10.1 HF FOODS GROUP INC. 6325 South Rainbow Boulevard, Suite 420 Las Vegas, Nevada 89118 [•], 2024 [•] [•] Re: Independent Director Offer Letter Dear [•]: HF Foods Group Inc., a Delaware corporation (the “Company” or “we”), is pleased to offer you, subject to the following conditions, a position as a member of its Board of Directors (the “Board”). We believe your background and experience |
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| June 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-271 |
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| June 10, 2024 |
HF Foods Announces Settlement with SEC Exhibit 99.1 HF Foods Announces Settlement with SEC LAS VEGAS, June 10, 2024 (GLOBE NEWSWIRE) - HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United States, today announced the final resolution of the previously disclosed formal, non-public investigation by the staff of the U.S. Securities and Exchange Commission (“SEC |
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| June 10, 2024 |
HF Foods Appoints Lisa Lim and Charlotte Westfall to its Board of Directors Exhibit 99.1 HF Foods Appoints Lisa Lim and Charlotte Westfall to its Board of Directors LAS VEGAS, June 10, 2024 (GLOBE NEWSWIRE) - HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United States, today announced the appointment of Lisa Lim and Charlotte Westfall to the Company’s board of directors effective June 7, 2024. |
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| June 10, 2024 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-2717 |
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| June 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-2717 |
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| June 5, 2024 |
Form of Performance Awards Agreement Exhibit 4.3 HF FOODS GROUP INC. 2018 OMNIBUS EQUITY INCENTIVE PLAN PERFORMANCE AWARDS AGREEMENT THIS AGREEMENT made as of (the “Grant Date”), by and between HF Foods Group Inc. (the “Company”), and (the “Grantee”). WITNESSETH: WHEREAS, the Company has adopted and maintains the HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan effective August 10, 2018, which has been amended as of June 3, 202 |
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| June 5, 2024 |
As filed with the Securities and Exchange Commission on June 5, 2024 As filed with the Securities and Exchange Commission on June 5, 2024 Registration No. |
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| June 5, 2024 |
Form of Restricted Stock Unit Award Agreement Exhibit 4.2 HF FOODS GROUP INC. 2018 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT THIS AGREEMENT made as of (the “Grant Date”), by and between HF Foods Group Inc. (the “Company”), and (the “Grantee”). WITNESSETH: WHEREAS, the Company has adopted and maintains the HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan effective August 10, 2018, which has been amended as of Ju |
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| June 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-2717 |
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| June 5, 2024 |
Separation Agreement, effective May 31, 2024, between HF Foods Group Inc. and Carlos Rodriguez. Exhibit 10.1 SEPARATION AGREEMENT This Separation Agreement (the "Agreement") is between HF Foods Group Inc., a Delaware corporation (the "Company"), and Carlos Rodriguez ("Executive"), (collectively referred to as the "Parties"). This Agreement is effective on the date both Parties sign it, provided Executive does not revoke the Agreement within seven (7) days in accordance with Section 8 of this |
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| June 5, 2024 |
Calculation of Filing Fee Table Exhibit 107.1 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) HF Foods Group Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common stock, par value |
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| June 5, 2024 |
First Amendment to HF Foods Group Inc. 2018 Omnibus Equity Incentive Plan Exhibit 4.4 FIRST AMENDMENT TO HF FOOD GROUP INC. 2018 OMNIBUS EQUITY INCENTIVE PLAN WHEREAS, HF Food Group Inc. (the “Company”), a Delaware corporation, sponsors the HF Food Group Inc. 2018 Omnibus Equity Incentive Plan (the “Plan”); WHEREAS, pursuant to Section 12.1 of the Plan, the Board of Directors of the Company (the “Board”) may amend the Plan from time to time, subject to any requirement f |
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| June 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-2717 |
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| May 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS G |
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| May 8, 2024 |
Exhibit 99.1 HF Foods Reports First Quarter 2024 Financial Results Highest Net Revenue Ever Recorded During First Quarter of $295.7 Million Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Las Vegas, NV – May 8, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United States, reported unaud |
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| May 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27178 |
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| May 6, 2024 |
Exhibit 10.2 AMENDMENT TO LEASE This Amendment to Lease (the "Amendment") dated as of the 21 day of January, 2021 by and between 825 Broadway Realty, LLC, Samayabeneli RE LLC, AS 2 East 30, LLC, 273 Yoco LLC, and UBA 2 East 30, LLC, as tenants in common, having an address c/o Premier Equities Management, LLC, 1151 Broadway, Suite 2S, New York, New York 10001 (collectively, "Landlord"), and Anheart |
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| May 6, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-27 |
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| May 6, 2024 |
Exhibit 10.3 825 Broadway Realty, LLC, Samayabeneli RE LLC, AS 2 East 30, LLC, 273 Yoco LLC, and UBA 2 East 30, LLC c/o Premier Equities Management, LLC 1151 Broadway, Suite 2S New York, New York 10001 April 5, 2024 Anheart Inc. 135-15 40th Road, Suite 402 Flushing, New York 11354 273 Fifth Avenue, L.L.C. 135-15 40th Road, Suite 402 Flushing, New York 11354 RE: CONSENT TO ASSIGNMENT OF LEASE “Buil |
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| May 6, 2024 |
825 Broadway Raalty,LLC Samayabeneli RE LLC AS 2 East 30, LLC 273YocoLLC OBA 2 East 30, LLC, as tenants in common to Anheart Inc. |
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| April 25, 2024 |
HF Foods Appoints Cindy Yao as Chief Financial Officer Exhibit 99.1 HF Foods Appoints Cindy Yao as Chief Financial Officer Las Vegas, NV – April 25, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United States, today announced that Cindy Yao has been named Chief Financial Officer, effective May 1, 2024. “Cindy's extensive experience, especially having spent a decade |
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| April 25, 2024 |
Offer Letter, dated April 22, 2024, by and among HF Foods Group Inc. and Cindy Yao. Exhibit 10.1 Certain information in this document indicated with “[REDACTED]” has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. HF FOODS GROUP INC 6325 S. Rainbow Blvd., Las Vegas, NV 89118 April 19, 2024 Cindy Yao [REDACTED] Re: Offer of Employment – Chief Financial Officer Dear Cindy: HF Foods Group, Inc. (herein |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-27 |
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| April 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81-271 |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 2) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 HF Foods Group Inc. (Exact name of registrant as specified in its charter) Delaware 81-2717873 (State of incorporation or organization) (I.R.S. Employer Identification No.) 6325 |
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| April 12, 2024 |
Exhibit 4.2 AMENDMENT TO RIGHTS AGREEMENT This AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”) is entered into as of April 11, 2024, by and between HF Foods Group Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), a New York limited liability trust company (the “Rights Agent”). The Company and the Rights Agent are re |
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| April 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 HF Foods Group Inc. (Exact name of registrant as specified in its charter) Delaware 81-2717873 (State of incorporation or organization) (I.R.S. Employer Identification No.) 6325 |
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| April 11, 2024 |
Exhibit 4.2 AMENDMENT TO RIGHTS AGREEMENT This AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”) is entered into as of April 11, 2024, by and between HF Foods Group Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), a New York limited liability trust company (the “Rights Agent”). The Company and the Rights Agent are re |
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| March 26, 2024 |
Exhibit 21.1 HF FOODS GROUP INC. Subsidiaries Entity Name State of Incorporation 273 Fifth Avenue, L.L.C. Delaware A & Kie, LLC Arizona American Fortune Foods, Inc. California Asahi Food, Inc Colorado B & L Trading, LLC Washington B&B Trucking Services, Inc. Florida B&R Global Holdings, Inc. Delaware B&R Global Services, LLC Delaware B&R Group Logistics Holding LLC Delaware B&R Realty, LLC Califor |
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| March 26, 2024 |
Policy for the Recovery of Erroneously Awarded Compensation Exhibit 97.1 COMPENSATION CLAWBACK POLICY HF FOODS GROUP INC. Effective October 2, 2023 The Board of Directors (the “Board”) of HF Foods Group Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to adopt this Clawback Policy (the “Policy”), which provides for the recovery of certain incentive compensation in the event of a Restatement (as defined belo |
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| March 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-38180 HF Foods Group Inc. (Exact name of registrant as specified i |
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| March 26, 2024 |
Description of Registrant's Securities Exhibit 4.5 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of HF Foods Group Inc. (the "Company," "us," "we," or "our") is a summary and does not purport to be complete. It is subject to, and qualified in its entirety by, reference to our Second Amended a |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| March 14, 2024 |
Exhibit 99.1 HF Foods Reports Fourth Quarter and Full Year 2023 Financial Results Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Company Continues to Execute Comprehensive, Operational Transformation Plan to Drive Growth and Cost Savings Las Vegas, NV – March 14, 2024 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asia |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| February 9, 2024 |
Amendment No. 1 to Third Amended and Restated Credit Agreement, dated as of February 6, 2024 Exhibit 10.1 AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This AMENDMENT NO. 1 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is entered into as of February 6, 2024, by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corporation ("B&R"), RONGCHENG TRADING, LLC, a California limited liability company ("Rongchen |
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| February 9, 2024 |
HF Foods Appoints Felix Lin as President of the Company Exhibit 99.1 HF Foods Appoints Felix Lin as President of the Company LAS VEGAS, Feb. 9, 2024 (GLOBE NEWSWIRE) — HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants throughout the United States (“HF Foods”, or the “Company”), is pleased to announce the appointment of Mr. Xi Lin (aka Felix Lin) as President of the Company, in addition to his current role as the Compan |
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| February 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2024 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware (State or other Jurisdiction of incorporation) 001-38180 (Commission File No.) 81- |
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| December 22, 2023 |
HFFG / HF Foods Group Inc. / Ni Zhou Min - SC 13D/A Activist Investment SC 13D/A 1 nizhsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) HF Foods Group Inc. (Name of Issuer) Common Stock, par value $.0001 (Title of Class of Securities) 40417F109 (CUSIP Number) F. Reid Avett Womble Bond Dickinson (US) LLP 2001 K Street, NW, Suite 900 Washington D.C. 20006 |
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| November 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOO |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| November 9, 2023 |
Exhibit 10.1 Execution Version IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JAMES C. BISHOP, derivatively on behalf of HF FOODS GROUP INC., Plaintiff, v. ZHOU MIN NI, XIAO MOU ZHANG, CAIXUAN XU, JIAN MING NI, ZHEHUI NI, HONG WANG, CHAN SIN WONG, and REN HUA ZHENG, Defendants, and HF FOODS GROUP INC., Nominal Defendant. C.A. No. 2022-0736-JTL STIPULATION OF SETTLEMENT This Stipulation of Settl |
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| November 9, 2023 |
Exhibit 99.1 HF Foods Reports Third Quarter 2023 Financial Results Pre-Recorded Earnings Call Webcast Available on Investor Relations Website Announces Comprehensive, Operational Transformation Plan to Drive Growth and Cost Savings Las Vegas, NV – November 9, 2023 – HF Foods Group Inc. (NASDAQ: HFFG) (“HF Foods”, or the “Company”), a leading food distributor to Asian restaurants across the United |
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| August 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS GR |
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| August 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| August 9, 2023 |
Exhibit 99.1 HF Foods Reports Second Quarter 2023 Financial Results First Half Record Net Revenue Focus is to Reduce Cost Structure and Transform Operations Las Vegas, NV – August 9, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods”, “HF Group” or the “Company”), reported financial results for the second quarter and six |
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| June 5, 2023 |
HF Foods Holds Combined 2022-2023 Annual Meeting of Stockholders Exhibit 99.1 HF Foods Holds Combined 2022-2023 Annual Meeting of Stockholders Las Vegas, NV – June 5, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods”, “HF Group” or the “Company”), announced that it held its Combined 2022-2023 Annual Meeting of Stockholders (the “Annual Meeting”) on June 1, 2023. The Annual Meeting was |
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| June 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| May 17, 2023 |
Exhibit 99.1 HF Foods Files Complaint in US District Court to Protect Stockholders and Employees HF Foods Takes Legal Action to Stop Group Attempting to Illegally Seize Control of the Company In Response, Group Withdraws Slate of Nominees in Connection with Annual Meeting Las Vegas, NV – May 17, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the U |
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| May 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| May 17, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Information Required in Proxy Statement Schedule 14a Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| May 10, 2023 |
Exhibit 99.1 HF Foods Reports First Quarter 2023 Financial Results First Quarter Net Revenue up 6% to $293.9 Million Plan in Place to Reduce Cost Structure and Continue Focus on Improving Operations Las Vegas, NV – May 10, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods”, “HF Group” or the “Company”), reported financial |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-2717 |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS G |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| May 8, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| May 5, 2023 |
Exhibit 99.3 Joint Filing Agreement In accordance with Rule 13d-k(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the securities of HF Foods Group Inc. and further agree that this Joint Filing Agreement be included as an Exhibit to such |
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| May 5, 2023 |
The Company’s response dated April 11, 2023. Exhibit 99.2 BY EMAIL AND OVERNIGHT MAIL Mr. Weihui Kwok 616 Atwarter Dr. Smyrna GA, 30082 [email protected] Mr. Yuanyuan Wu 9973 Timbers Dr. Blue Ash, OH 45242-5551 [email protected] Re: Notice to the Secretary of Intention to Nominate Persons for Election as Directors at the 2022-2023 Annual Meeting of Stockholders of HF Foods Group Inc. Dear Messrs. Kwok and Wu: The Board of Directors ( |
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| May 5, 2023 |
Exhibit 99.1 April 10, 2023 By Email and Personal Delivery Secretary HF FOODS GROUP INC. 6325 South Rainbow Boulevard, Suite 420 Las Vegas, Nevada Re: Notice to the Secretary of Intention to Nominate Persons for Election as Directors at the 2022-2023 Annual Meeting of Stockholders of f HF Foods Group Inc. Greetings, We, Weihui Kwok and Yuanyuan Wu (the “Proposing Shareholders”), pursuant to Sectio |
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| May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Information Required in Proxy Statement Schedule 14a Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confide |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 26, 2023 |
HF Foods Announces Proposed Settlement of Stockholder Derivative Complaint Exhibit 99.1 HF Foods Announces Proposed Settlement of Stockholder Derivative Complaint Las Vegas, NV – April 26, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods” or the “Company”), today announced that the Company has entered into a proposed settlement of a previously disclosed pending stockholder derivative complaint |
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| April 26, 2023 |
First Amendment to Amended and Restated Bylaws, dated April 25, 2023 Exhibit 3.1 FIRST AMENDMENT TO AMENDED AND RESTATED BYLAWS OF HF FOODS GROUP INC. Approved by the Board of Directors and Effective as of April 25, 2023 This First Amendment to Amended and Restated Bylaws has been duly adopted and approved by the Board of Directors of HF Foods Group Inc., a Delaware corporation (the “Corporation”), as authorized by the Certificate of Incorporation of the Corporatio |
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| April 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| April 12, 2023 |
8-A12B 1 d433817d8a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 HF Foods Group Inc. (Exact name of registrant as specified in its charter) Delaware 81-2717873 (State of incorporation or organization) (I.R.S. Employer Identifica |
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| April 12, 2023 |
EX-4.1 Exhibit 4.1 PREFERRED STOCK RIGHTS AGREEMENT Dated as of April 11, 2023 between HF FOODS GROUP INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent TABLE OF CONTENTS Section 1 Certain Definitions A-1 Section 2 Appointment of Rights Agent A-9 Section 3 Issuance of Rights Certificates A-9 Section 4 Form of Rights Certificates A-11 Section 5 Countersignature and Registration |
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| April 12, 2023 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND PRIVILEGES OF SERIES A PARTICIPATING PREFERRED STOCK OF HF FOODS GROUP INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware HF Foods Group Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), in accordance with the provisions |
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| April 12, 2023 |
EX-4.1 Exhibit 4.1 PREFERRED STOCK RIGHTS AGREEMENT Dated as of April 11, 2023 between HF FOODS GROUP INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Rights Agent TABLE OF CONTENTS Section 1 Certain Definitions A-1 Section 2 Appointment of Rights Agent A-9 Section 3 Issuance of Rights Certificates A-9 Section 4 Form of Rights Certificates A-11 Section 5 Countersignature and Registration |
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| April 12, 2023 |
HF Foods Adopts Limited Duration Stockholder Rights Plan EX-99.1 4 d425223dex991.htm EX-99.1 Exhibit 99.1 HF Foods Adopts Limited Duration Stockholder Rights Plan LAS VEGAS, April 11, 2023 — HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods” or the “Company”), today announced that the Board of Directors (the “Board”) has approved the adoption of a limited duration stockholder rights p |
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| April 12, 2023 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATION OF RIGHTS, PREFERENCES AND PRIVILEGES OF SERIES A PARTICIPATING PREFERRED STOCK OF HF FOODS GROUP INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware HF Foods Group Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), in accordance with the provisions |
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| April 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware 001-38180 81-2717873 (State or other jurisdiction of incorporation) (Commission File |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-38180 HF Foods Group Inc. (Exact name of registrant as specified i |
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| March 31, 2023 |
Exhibit 99.1 HF Foods Announces Filing of 2022 Annual Report and Date of Combined 2022 & 2023 Annual Meeting of Stockholders Annual Meeting to be held on June 1, 2023 Holding of Annual Meeting Will Resolve Final Pending Nasdaq Delisting Determination Las Vegas, NV – March 31, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Fo |
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| March 31, 2023 |
Exhibit 21.1 HF FOODS GROUP INC. Subsidiaries Entity Name State of Incorporation Other Names under which Company Does Business HF Group Holding Corp. Delaware Han Feng, Inc. North Carolina Morning First Delivery, Inc. North Carolina R&N Holdings, LLC North Carolina R&N Charlotte, LLC North Carolina Chinesetg, Inc. New York HG Realty, LLC Georgia New Southern Food Distributors, Inc. Florida B&B Tru |
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| March 31, 2023 |
Description of Registrant's Securities Exhibit 4.4 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of HF Foods Group Inc. (the "Company," "us," "we," or "our") is a summary and does not purport to be complete. It is subject to, and qualified in its entirety by, reference to our Second Amended a |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| March 16, 2023 |
Exhibit 99.1 HF Foods Reports Fourth Quarter and Full Year 2022 Financial Results Full Year Net Revenue up 47% to $1.2 Billion Distribution Network Services Over 15,000 Customers Across 46 States Las Vegas, NV – March 16, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (“HF Foods”, “HF Group” or the “Company”), reported unaudited |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81-27 |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| January 31, 2023 |
Description of Registrant's Securities Exhibit 4.4 DESCRIPTION OF THE REGISTRANT'S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF CAPITAL STOCK The following description of the capital stock of HF Foods Group Inc. (the "Company," "us," "we," or "our") is a summary and does not purport to be complete. It is subject to, and qualified in its entirety by, reference to our Second Amended a |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS GR |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOO |
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| January 31, 2023 |
Exhibit 21.1 HF FOODS GROUP INC. Subsidiaries Entity Name State of Incorporation Other Names under which Company Does Business 1 HF Group Holding Corp. Delaware 2 Han Feng, Inc. North Carolina 3 Morning First Delivery, Inc. North Carolina 4 R&N Holdings, LLC North Carolina 5 R&N Charlotte, LLC North Carolina 6 Chinesetg, Inc. New York 7 New Southern Food Distributors, Inc. Florida 8 B&B Trucking S |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-38180 HF Foods Group Inc. (Exact name of registrant as specified i |
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| January 31, 2023 |
Exhibit 10.45 SEPARATION AGREEMENT AND RELEASE OF CLAIMS THIS SEPARATION AGREEMENT AND RELEASE OF CLAIMS ("Agreement") is entered into by and between B&R Global Holdings, Inc. ("Company") and Caixuan Xu ("Xu") (collectively, the "Parties") to resolve all matters relating to Xu's employment with Company and her separation of employment from Company. RECITALS WHEREAS, Company and Xu executed an Empl |
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| January 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001-38180 HF FOODS G |
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| January 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| January 19, 2023 |
HF Foods Appoints Prudence Kuai to its Board of Directors EX-99.1 3 ex991-pressrelease11823.htm EX-99.1 Exhibit 99.1 HF Foods Appoints Prudence Kuai to its Board of Directors Las Vegas, NV – January 19, 2023 – HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants throughout the United States (“HF Foods”, “HF Group” or the “Company”), has appointed Prudence Kuai, a 25-year veteran of the healthcare industry and a thought lead |
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| January 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2023 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| January 19, 2023 |
Letter Agreement, dated January 17, 2022, by and among HF EX-10.1 2 ex101-letteragreement11823.htm EX-10.1 Exhibit 10.1 HF FOODS GROUP INC. 6325 South Rainbow Boulevard, Suite 420 Las Vegas, Nevada 89118 January 17, 2023 Ms. Prudence Kuai [Redacted] Re: Independent Director Offer Letter Dear Prudence: HF Foods Group Inc., a Delaware corporation (the “Company” or “we”), is pleased to offer you, subject to the following conditions, a position as a member o |
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| January 5, 2023 |
HF Foods Group Inc. Amended and Restated Severance Plan Exhibit 10.1 HF FOODS GROUP INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION Amended and Restated as of December 30, 2022 * * *IMPORTANT * * * Please read this booklet in its entirety. This document describes benefits available under the Severance Plan and summarizes situations in which those benefits may be reduced, delayed, forfeited, or denied, as well as your rights and responsibilities and th |
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| January 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2022 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| November 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2022 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81 |
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| November 17, 2022 |
Exhibit 99.1 PRESS RELEASE DATED NOVEMBER 17, 2022 HF FOODS ANNOUNCES RECEIPT OF ADDITIONAL NON-COMPLIANCE LETTER FROM NASDAQ AND EXTENSION OF STAY OF DELISTING PROCEEDINGS UNTIL JANUARY 31, 2023 Las Vegas, NV ? November 17, 2022 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (?HF Foods? or the ?Company?), announced today that the Com |
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| November 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| November 4, 2022 |
Exhibit 3.02 AMENDED AND RESTATED BY-LAWS OF HF FOODS GROUP INC. ? A Delaware Corporation ? AMENDED AND RESTATED BY-LAWS OF HF FOODS GROUP INC. ARTICLE I OFFICES SECTION 1.1 Principal Office. The registered office of HF Foods Group Inc. (the ?Corporation?) shall be located in such place as may be provided from time to time in the Second Amended and Restated Certificate of Incorporation of the Corp |
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| November 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2022 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| October 31, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2022 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 81- |
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| October 31, 2022 |
Consent Under Third Amended and Restated Credit Agreement, dated October 26, 2022 13834800v3 10/26/2022 8:50 AM 1075.279 CONSENT UNDER THIRD AMENDED AND RESTATED CREDIT AGREEMENT This CONSENT UNDER THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this "Consent") is entered into as of October 26, 2022 by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corporation ("B&R"), RONGCHENG TRADING, LLC, a California limited liability compa |
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| October 4, 2022 |
PRESS RELEASE DATED OCTOBER 4, 2022 Exhibit 99.1 PRESS RELEASE DATED OCTOBER 4, 2022 HF FOODS ANNOUNCES RECEIPT OF DELISTING DETERMINATION FROM NASDAQ; REQUESTS HEARING Las Vegas, NV ? October 4, 2022 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (?HF Foods? or the ?Company?), announced today that the Company received a Staff Delisting Determination (the ?Staff Determi |
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| October 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2022 HF FOODS GROUP INC. (Exact name of registrant as specified in its charter) Delaware State or other Jurisdiction of incorporation ) 001-38180 (Commission File No.) 8 |
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| September 12, 2022 |
United States securities and exchange commission logo September 12, 2022 Carlos Rodriguez Chief Financial Officer HF Foods Group Inc. |
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| August 17, 2022 |
PRESS RELEASE DATED AUGUST 17, 2022 Exhibit 99.1 PRESS RELEASE DATED AUGUST 17, 2022 HF FOODS ANNOUNCES RECEIPT OF ADDITIONAL NON-COMPLIANCE LETTER FROM NASDAQ Las Vegas, NV ? August 17, 2022 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (?HF Foods? or the ?Company?), announced today that the Company received an additional notification letter from the Listing Qualifica |
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| August 17, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File |
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| August 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Form N-SAR For the Transition Period Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| July 14, 2022 |
Exhibit 99.1 HF Foods Appoints Carlos Rodriguez as Chief Financial Officer Las Vegas, NV ? July 14, 2022 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants throughout the United States (?HF Foods?, ?HF Group? or the ?Company?), is pleased to announce the appointment of Mr. Carlos A. Rodriguez as Chief Financial Officer, effective on or before August 1, 2022. Mr. |
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| July 14, 2022 |
Offer Letter, dated July 8, 2022, by and among HF Foods Group, Inc. and Carlos A. Rodriguez HF FOODS GROUP INC 6325 S. Rainbow Blvd., Las Vegas, NV 89117 July 1, 2022 Carlos A. Rodriguez San Gabriel, CA Re: Offer of Employment ? Chief Financial Officer Dear Carlos: HF Foods Group, Inc. (hereinafter, the ?Company?) is pleased to extend an offer of employment to you for the position described below and based upon the terms outlined. Please take the time necessary to read this offer of empl |
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| July 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File Nu |
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| July 7, 2022 |
Letter Agreement, dated June 30, 2022, by and among HF Foods Group Inc. and Jose Maroto marotoletteragreement-fu |
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| July 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File N |
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| July 7, 2022 |
Exhibit 99.1 HF Foods Appoints Jose Maroto to its Board of Directors Las Vegas, NV ? July 7, 2022 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants throughout the United States (?HF Foods?, ?HF Group? or the ?Company?), has appointed Jose Maroto to the Company?s board of directors effective July 1, 2022. Mr. Maroto is a 29-year veteran in the foodservice industr |
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| May 24, 2022 |
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| May 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File Nu |
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| May 18, 2022 |
Exhibit 99.1 HF FOODS ANNOUNCES RECEIPT OF ADDITIONAL NON-COMPLIANCE LETTER FROM NASDAQ Las Vegas, NV ? May 18, 2022 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (?HF Foods? or the ?Company?), announced today that the Company received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market, LLC (? |
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| May 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File Nu |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2022 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Form N-SAR For the Transition Period Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File Num |
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| April 25, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File |
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| April 25, 2022 |
1 17618573v10 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this ?Agreement?) is entered as of the day of April , 2022, by and among: (a) (i) Sealand Food, Inc. |
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| April 20, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File |
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| April 20, 2022 |
Offer of Employment for Felix Lin dated April 15, 2022 HF FOODS GROUP INC 6325 S. Rainbow Blvd., Las Vegas, NV 89117 April 15, 2022 Felix Lin 179 Broadleaf Drive Macon, GA 31210 Re: Offer of Employment ? Chief Operating Officer Dear Felix: HF Foods Group, Inc. (hereinafter, the ?Company?) is pleased to extend an offer of employment to you for the position described below and based upon the terms outlined. Please take the time necessary to read this of |
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| April 15, 2022 |
April 15, 2022 VIA EDGAR Re: HF Foods Group Inc. Form 10-K for the Year Ended December 31, 2020 Filed March 16, 2021 File No. 001-38180 Dear Mr. Shapiro and Mr. Jones: On behalf of our client, HF Foods Group Inc. (?HF Foods? or the ?Company?), we submit this letter setting forth the responses of the Company to the comments provided by the staff (the ?Staff?) of the Securities and Exchange Commissi |
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| April 7, 2022 |
PRESS RELEASE DATED APRIL 7, 2022 Exhibit 99.1 PRESS RELEASE DATED APRIL 7, 2022 HF FOODS ANNOUNCES RECEIPT OF NON-COMPLIANCE LETTER FROM NASDAQ Las Vegas, NV ? April 7, 2022 ? HF Foods Group, Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the United States (?HF Foods? or the ?Company?), announced today that the Company received a notification letter from the Listing Qualifications Department of The Na |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File N |
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| April 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File |
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| April 1, 2022 |
13305085v8 3/30/2022 11:07 AM 1075.279 THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of March 31, 2022 among HF FOODS GROUP INC., B&R GLOBAL HOLDINGS, INC. and certain of their Affiliates The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., as Sole Bookrunner and Sole Lead Arranger ASSET BASED LENDING -i- TABLE OF CONTENTS Page ARTICLE I |
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| March 30, 2022 |
United States securities and exchange commission logo March 30, 2022 Kong Hian Lee Chief Financial Officer HF Foods Group Inc. |
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| March 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Form N-SAR For the Transition Period Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. |
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| March 4, 2022 |
Christopher Peterson +1 212.836.8861 Direct [email protected] March 4, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Robert Shapiro Mr. Doug Jones Re: HF Foods Group Inc. Form 10-K for the Year Ended December 31, 2020 Filed March 16, 2021 Form 10-Q for the Fiscal Q |
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| February 24, 2022 |
Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2022 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission Fi |
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| February 17, 2022 |
Christopher Peterson +1 212.836.8861 Direct [email protected] February 17, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Mr. Robert Shapiro Mr. Doug Jones Re: HF Foods Group Inc. Form 10-K for the Year Ended December 31, 2020 Filed March 16, 2021 Form 10-Q for the Fisc |
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| February 3, 2022 |
United States securities and exchange commission logo February 3, 2022 Kong Hian Lee Chief Financial Officer HF Foods Group Inc. |
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| January 4, 2022 |
1 17323316v14 EXECUTION VERSION ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this ?Agreement?) is entered as of the 30th day of December, 2021 (the ?Closing Date?), by and among: (a) (i) Great Wall Seafood Supply, Inc. |
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| January 4, 2022 |
HF Foods Acquires Leading Seafood Supplier Great Wall Group HF Foods Acquires Leading Seafood Supplier Great Wall Group Las Vegas, NV ? January 4, 2022 ? HF Foods Group Inc. |
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| January 4, 2022 |
13157744v6 12/30/2021 12:33 PM 1075.279 CONSENT, WAIVER, JOINDER AND AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT This CONSENT, WAIVER, JOINDER AND AMENDMENT NO. 3 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is entered into as of December 30, 2021 by and among HF FOODS GROUP INC., a Delaware corporation ("HF"), B&R GLOBAL HOLDINGS, INC., a Delaware corpora |
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| January 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 30, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission Fi |
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| December 22, 2021 |
Robert Shapiro December 22, 2021 Page 1 Via Edgar December 22, 2021 Robert Shapiro Division of Corporation Finance Office of Trade & Services U. |
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| December 20, 2021 |
Letter Agreement by and between HF Foods Group Inc. and Valerie P. Chase, dated December 10, 2021 HF FOODS GROUP INC. 19319 Arenth Avenue City of Industry, CA 91748 December 10, 2021 Ms. Valerie Chase [Address Redacted] Re: Independent Director Offer Letter Dear Valerie: HF Foods Group Inc., a Delaware corporation (the ?Company? or ?we?), is pleased to offer you, subject to the following conditions, a position as a member of its Board of Directors (the ?Board?). We believe your background and |
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| December 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission |
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| December 15, 2021 |
HF Foods Appoints Valerie P. Chase to its Board of Directors HF Foods Appoints Valerie P. Chase to its Board of Directors Las Vegas, NV ? December 15, 2021 ? HF Foods Group Inc. (NASDAQ: HFFG), a leading food distributor to Asian restaurants across the Southeast, Pacific and Mountain West regions of the United States (?HF Foods?, ?HF Group? or the ?Company?), has appointed Valerie P. Chase, an accounting and finance executive with over 15 years of public co |
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| December 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission Fi |
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| December 8, 2021 |
Via Edgar December 8, 2021 Robert Shapiro Division of Corporation Finance Office of Trade & Services U. |
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| November 23, 2021 |
United States securities and exchange commission logo November 23, 2021 Kong Hian Lee Chief Financial Officer HF Foods Group Inc. |
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| November 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number |
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| November 9, 2021 |
OMB APPROVAL Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hour per response 2. |
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| September 10, 2021 |
Letter from Friedman LLP to the Securities and Exchange Commission dated September 10, 2021 September 10, 2021 United States Securities and Exchange Commission 100 F Street, N. |
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| September 10, 2021 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 8, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission Fi |
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| September 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission Fi |
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| September 9, 2021 |
Continuing Guaranty HF FOODS GROUP INC.Name of Guarantor: 6001 W MARKET STREETGuarantor's Address: GREENSBORO, NC 27409 Page 1 of 6 Limitation. The Guarantor's obligation under this Guaranty is UNLIMITED. the foregoing transactions. measures of economic risk or value, or other benchmarks against which payments or deliveries are to be made, or any combination of currencies, commodities, equity secu |
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| August 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark one) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number: 001 |
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| August 4, 2021 |
Employment Agreement between Christine Chang and HF Foods Group Inc., dated as of July 29, 2021 |
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| August 4, 2021 |
HF Foods Group Inc. Severance Plan HF FOODS GROUP INC. SEVERANCE PLAN AND SUMMARY PLAN DESCRIPTION AUGUST 2, 2021 * * *IMPORTANT * * * Please read this booklet in its entirety. This document describes benefits available under the Severance Plan and summarizes situations in which those benefits may be reduced, delayed, forfeited, or denied, as well as your rights and responsibilities and the procedures and deadlines for filing a cla |
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| August 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File N |
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| August 4, 2021 |
Press Release dated August 4, 2021 HF Foods Group Announces the Appointment of Christine Chang as General Counsel and Chief Compliance Officer CITY OF INDUSTRY, CA ? August 4, 2021 ? HF Foods Group Inc. |
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| July 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File N |
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| June 18, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2021 HF FOODS GROUP INC (Exact Name of Registrant as Specified in Charter) Delaware State or Other Jurisdiction of Incorporation of Organization) 001-38013 (Commission File N |
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| June 15, 2021 |
As filed with the Securities and Exchange Commission on June 14, 2021 As filed with the Securities and Exchange Commission on June 14, 2021 Registration No. |