Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2018 | Feb. 14, 2019 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | iFresh Inc | |
Entity Central Index Key | 1,681,941 | |
Amendment Flag | false | |
Trading Symbol | IFMK | |
Current Fiscal Year End Date | --03-31 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2018 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,019 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 16,357,684 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 1,573,715 | $ 640,915 |
Accounts receivable, net | 4,111,371 | 4,903,340 |
Inventories, net | 12,322,416 | 10,905,484 |
Prepaid expenses and other current assets | 3,121,761 | 1,925,893 |
Total current assets | 21,129,263 | 18,375,632 |
Advances to related parties | 6,570,830 | 10,019,688 |
Property and equipment, net | 20,409,626 | 17,818,805 |
Intangible assets, net | 1,066,670 | 1,166,669 |
Security deposits | 1,234,773 | 1,247,106 |
Deferred income taxes | 313,832 | |
Total assets | 50,411,162 | 48,941,732 |
Current liabilities: | ||
Accounts payable | 14,826,012 | 15,561,956 |
Deferred revenue | 600,392 | 326,459 |
Bank borrowings, current, net | 21,668,093 | 17,044,486 |
Notes payable, current | 105,974 | 135,203 |
Capital lease obligations, current | 151,707 | 55,634 |
Accrued expenses | 1,914,716 | 873,949 |
Taxes payable | 1,606,504 | |
Other payables, current | 1,636,208 | 1,172,360 |
Total current liabilities | 40,903,102 | 36,776,551 |
Notes payable, non-current | 155,776 | 231,095 |
Capital lease obligations, non-current | 452,992 | 70,724 |
Deferred rent | 6,595,731 | 6,319,386 |
Other payables, non-current | 91,100 | 78,500 |
Total liabilities | 48,198,701 | 43,476,256 |
Commitments and contingencies | ||
Shareholders’ equity | ||
Preferred shares, $.0001 par value, 1,000,000 shares authorized; none issued. | ||
Common stock, $0.0001 par value; 100,000,000 shares authorized,16,264,684 and 14,220,548 shares issued and outstanding as of December 31, 2018 and March 31, 2018, respectively | 1,627 | 1,422 |
Additional paid-in capital | 14,019,266 | 9,428,093 |
Accumulated deficit | (11,808,432) | (3,964,039) |
Total shareholders’ equity | 2,212,461 | 5,465,476 |
Total liabilities and shareholders’ equity | $ 50,411,162 | $ 48,941,732 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Mar. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ .0001 | $ .0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 16,264,684 | 14,220,548 |
Common stock, shares outstanding | 16,264,684 | 14,220,548 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 30,397,501 | $ 33,702,943 | $ 89,490,417 | $ 94,595,598 |
Net sales-related parties | 906,565 | 2,160,248 | 3,186,593 | 7,136,011 |
Total net sales | 31,304,066 | 35,863,191 | 92,677,010 | 101,731,609 |
Cost of sales | 22,610,419 | 24,696,520 | 66,665,211 | 69,164,715 |
Cost of sales-related parties | 753,392 | 1,811,041 | 2,726,605 | 5,763,537 |
Retail Occupancy costs | 2,276,924 | 1,834,247 | 6,118,410 | 5,670,852 |
Gross profit | 5,663,331 | 7,521,383 | 17,166,784 | 21,132,505 |
Selling, general and administrative expenses | 7,429,877 | 7,764,416 | 24,608,895 | 22,866,321 |
Loss from operations | (1,766,546) | (243,033) | (7,442,111) | (1,733,816) |
Interest expense, net | (357,301) | (214,198) | (1,002,127) | (590,835) |
Other income | 321,538 | 133,526 | 913,678 | 1,352,941 |
Loss before income taxes | (1,802,309) | (323,705) | (7,530,560) | (971,710) |
Income tax provision (benefit) | (39,061) | 313,833 | (302,635) | |
Net Loss | $ (1,802,309) | $ (284,644) | $ (7,844,393) | $ (669,075) |
Net loss per share: | ||||
Basic | $ (0.11) | $ (0.020) | $ (0.52) | $ (0.05) |
Diluted | $ (0.11) | $ (0.020) | $ (0.52) | $ (0.05) |
Weighted average shares outstanding: | ||||
Basic | 16,154,392 | 14,166,922 | 15,080,794 | 14,167,599 |
Diluted | 16,154,392 | 14,166,922 | 15,080,794 | 14,167,599 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities | ||
Net loss | $ (7,844,393) | $ (669,075) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 1,432,173 | 1,277,863 |
Amortization expense | 236,874 | 236,874 |
Share based compensation | 837,354 | 297,536 |
Bad debt reserve | 233,448 | |
Deferred income taxes (Benefit) | 313,832 | (302,636) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 558,521 | (2,626,729) |
Inventories | (1,416,932) | (1,722,632) |
Prepaid expenses and other current assets | (1,195,868) | (1,035,249) |
Security deposits | 12,333 | (140,745) |
Accounts payable | (735,941) | 4,106,779 |
Deferred revenue | 273,933 | (67,708) |
Accrued expenses | 1,040,767 | 145,551 |
Taxes payable | (1,606,504) | (373,681) |
Deferred rent | 276,345 | 811,206 |
Other liabilities | 476,446 | (4,191,017) |
Net cash used in operating activities | (7,107,612) | (4,253,663) |
Cash flows from investing activities | ||
Cash advances to (received from) related parties | (1,341,521) | 2,254,227 |
Cash received from repayment of related party receivables | 4,790,380 | |
Acquisition of property and equipment | (3,441,064) | (2,435,012) |
Cash proceeds from acquisition of Ecompass | ||
Net cash provided by (used in) investing activities | 7,795 | (180,785) |
Cash flows from financing activities | ||
Borrowings against Term loan | 3,950,000 | 1,050,000 |
Borrowings against lines of credit | 1,750,000 | 3,200,000 |
Repayments on term loan | (1,213,268) | |
Repayments on lines of credit borrowings | (993,835) | |
Repayments on notes payable | (104,548) | (397,335) |
Payments on capital lease obligations | (103,588) | (72,378) |
Net proceeds received from issuance of stock | 3,754,021 | |
Net cash provided by financing activities | 8,032,617 | 2,786,452 |
Net increase (decrease) in cash and cash equivalents | 932,800 | (1,647,996) |
Cash and cash equivalents at beginning of the period | 640,915 | 2,550,819 |
Cash and cash equivalents at the end of the period | 1,573,715 | 902,823 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 985,771 | 541,134 |
Cash paid for income taxes | 1,606,504 | |
Supplemental disclosure of non-cash investing and financing activities | ||
Capital expenditures funded by capital lease obligations and notes payable | $ 779,837 | $ 249,411 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business iFresh (herein referred to collectively with its subsidiaries as the “Company”) is an Asian/Chinese supermarket chain with multiple retail locations and its own distribution operations, currently all located along the East Coast of the United States. The Company offers seafood, vegetables, meat, fruit, frozen goods, groceries, and bakery products through its retail stores. |
Liquidity and Going Concern
Liquidity and Going Concern | 9 Months Ended |
Dec. 31, 2018 | |
Liquidity and Going Concern [Abstract] | |
Liquidity and Going Concern | 2. Liquidity and Going Concern As reflected in the Company’s unaudited condensed consolidated financial statements, the Company had operating losses for the nine months ended December 31, 2018 and 2017 and for the fiscal years ended March 31 2018 and 2017. The Company had negative working capital of $19.8 million and $18.4 million as of December 31, 2018 and March 31, 2018, respectively. The Company did not meet the financial covenants required in the credit agreement with KeyBank National Association (“KeyBank”) as of December 31, 2018 and March 31, 2018. As of December 31, 2018, the Company has outstanding loan facilities of approximately $21.7 million due to KeyBank. Failure to maintain these loan facilities will have a significant impact on the Company’s operations. In assessing its liquidity, management monitors and analyzes the Company’s cash on-hand, its ability to generate sufficient revenue sources in the future, and its operating and capital expenditure commitments. iFresh had funded working capital and other capital requirements in the past primarily by equity contributions from shareholders, cash flow from operations, and bank loans. As of December 31, 2018, the Company also has $6.6 million of advances to and receivables from related parties that the Company intends to collect or use to offset potential future acquisitions. The Company also plans to issue additional stock in lieu of cash as part of potential future acquisitions and raise additional capital through sales of Company stock if necessary. Although the Company has been timely repaying the KeyBank facility in accordance with its terms, the Company was in default under the Credit Agreement as of December 31, 2018 and March 31, 2018. Specifically, the financial covenants of the Credit Agreement require the Company to maintain a senior funded debt to earnings before interest, tax, depreciation and amortization (“EBITDA”) ratio for the trailing 12 month period of less than 3.00 to 1.00 at the last day of each fiscal quarter. As of December 31, 2018 and March 31, 2018, this ratio was greater than 3.00 to 1.00, and the Company was therefore not in compliance with the financial covenants of the KeyBank loan. KeyBank has notified the Company that it has not waived the default and reserves all of its rights, power, privileges, and remedies under the Credit Agreement. KeyBank has not yet acted to accelerate payment of the facility. The Company’s principal liquidity needs are to meet its working capital requirements, operating expenses, and capital expenditure obligations. The Company’s ability to fund these needs will depend on its future performance, which will be subject in part to general economic, competitive, and other factors beyond its control. In particular, the Company remains in noncompliance with the financial covenants of the KeyBank loan. These conditions continue to raise substantial doubt as to the Company’s ability to remain a going concern. |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 9 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | 3. Basis of Presentation and Principles of Consolidation The Company’s unaudited condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The unaudited condensed consolidated financial statements include the financial statements of iFresh and its subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. The unaudited interim financial information as of December 31, 2018 and for the three and nine months ended December 31, 2018 and 2017 have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures, which are normally included in annual financial statements prepared in accordance with U.S. GAAP, have been omitted pursuant to those rules and regulations. The unaudited interim condensed consolidated financial information should be read in conjunction with the audited consolidated financial statements and the notes thereto for the fiscal year ended March 31, 2018. The Company has two reportable and operating segments. The Company’s Chief Executive Officer is the Chief Operating Decision Maker (“CODM”). The CODM bears ultimate responsibility for, and is actively engaged in, the allocation of resources and the evaluation of the Company’s operating and financial results. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 4. Summary of Significant Accounting Policies Significant Accounting Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s critical accounting estimates include, but are not limited to: allowance for estimated uncollectible receivables, inventory valuations, allowance for deferred tax assets, lease assumptions, impairment of long-lived assets, impairment of intangible assets, and income taxes. Actual results could differ from those estimates. Restricted Cash Restricted cash represents cash held by depository banks in order to comply with the provisions of certain debt agreements. Accounts Receivable Accounts receivable consist primarily of uncollected amounts from customer purchases (primarily from the Company’s two distribution operations), credit card receivables, and food stamp vouchers, and are presented net of an allowance for estimated uncollectible amounts. The Company periodically assesses its accounts receivable for collectability on a specific identification basis. If collectability of an account becomes unlikely, an allowance is recorded for that doubtful account. Once collection efforts have been exhausted, the account receivable is written off against the allowance. Inventories Inventories consist of merchandise purchased for resale, which are stated at the lower of cost or market. The cost method is used for wholesale and retail perishable inventories by assigning costs to each of these items based on a first-in, first-out (FIFO) basis (net of vendor discounts). The Company’s wholesale and retail non-perishable inventory is valued at the lower of cost or market using weighted average method. Operating Leases The Company leases retail stores, warehouse facilities and administrative offices under operating leases. Incentives received from lessors are deferred and recorded as a reduction of rental expense over the lease term using the straight-line method. Store lease agreements generally include rent escalation provisions. The Company recognizes escalations of minimum rents as deferred rent and amortizes these balances on a straight-line basis over the term of the lease. Capital Lease Obligations The Company has recorded capital lease obligations for equipment leases at both December 31, 2018 and March 31, 2018. In each case, the Company was deemed to be the owner under lease accounting guidance. Further, each lease contains provisions indicating continuing involvement with the equipment at the end of the lease period. As a result, in accordance with applicable accounting guidance, related assets subject to the leases are reflected on the Company’s consolidated balance sheets and amortized over the lesser of the lease term or their remaining useful lives. The present value of the lease payments associated with the equipment is recorded as capital lease obligations. Deferred financing costs The Company presents deferred financing costs as a reduction of the carrying amount of the debt rather than as an asset. Deferred financing costs are amortized over the term of the related debt using the effective interest method and reported as interest expense in the unaudited condensed consolidated financial statements. Fair Value Measurements The Company records its financial assets and liabilities in accordance with the framework for measuring fair value in accordance with U.S GAAP. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Fair value measurements of nonfinancial assets and non-financial liabilities are primarily used in the impairment analysis of intangible assets and long-lived assets. Cash and cash equivalents, restricted cash, accounts receivable, prepaid expenses and other current assets, advances to related parties, accounts payable, deferred revenue and accrued expenses approximate fair value because of the short maturity of those instruments. Based on comparable open market transactions, the fair value of the lines of credit and other liabilities, including current maturities, approximated their carrying value as of December 31, 2018 and March 31, 2018, respectively. The Company’s estimates of the fair value of line of credit and other liabilities (including current maturities) were classified as Level 2 in the fair value hierarchy. Revenue Recognition In accordance with Topic 606 revenue is recognized at the time the sale is made, at which time our walk-in customers take immediate possession of the merchandise or delivery is made to our wholesale customers. Payment terms are established for our wholesale customers based on the Company’s pre-established credit requirements. Payment terms vary depending on the customer. Based on the nature of receivables, no significant financing components exist. Sales are recorded net of discounts, sales incentives and rebates, sales taxes and estimated returns and allowances. We estimate the reduction to sales and cost of sales for returns based on current sales levels and our historical return experience. Topic 606 defines a performance obligation as a promise in a contract to transfer a distinct good or service to the customer and is considered the unit of account. The majority of our contracts have one single performance obligation as the promise to transfer the individual goods is not separately identifiable from other promises in the contracts and is, therefore, not distinct. We had no material contract assets, contract liabilities, or costs to obtain and fulfill contracts recorded on the unaudited Condensed Consolidated Balance Sheet as of December 31, 2018. For the nine months ended December 31, 2018, revenue recognized from performance obligations related to prior periods was insignificant. Revenue expected to be recognized in any future periods related to remaining performance obligations is insignificant. The following table summarizes disaggregated revenue from contracts with customers by product group: For the Nine months Ended December 31, 2018 December 31, 2017 Grocery $ 36,561,550 $ 40,976,339 Perishable goods 56,115,460 60,755,270 Total $ 92,677,010 $ 101,731,609 For the Three Months Ended December 31, 2018 December 31, 2017 Grocery $ 11,333,857 $ 14,752,728 Perishable goods 19,970,209 21,110,463 Total $ 31,304,066 $ 35,863,191 Business combination involving entities under common control The Company accounted for business acquisitions involving entities under common control under ASC 805-50-30 whereby we recognize assets acquired and liabilities assumed in an acquisition at their historical costs as of the date of acquisition. In addition, these transactions comply with the requirement in ASC 805-50-45-1 through 45-5 whereby the financial statements of the receiving entity report results of operations for the period in which the transfer occurs as though the transfer of net assets or exchange of equity interests had occurred at the beginning of the period. Results of operations for that period will thus comprise those of the previously separate entities combined from the beginning of the period to the date the transfer is completed and those of the combined operations from that date to the end of the period. Financial statements and financial information presented for prior years also shall be retrospectively adjusted to furnish comparative information. Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. An adjustment has been made to the Consolidated Balance Sheets for fiscal year ended March 31, 2018, to reclassify the long-term portion of bank loan of $15,740,733 to a short term loan due to the fact that the Company was not in compliance with the loan covenant as of March 31, 2018. This change in classification does not affect the previously reported total liability of the Company as of March 31, 2018. Recently Issued Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update No. 2016-02 (ASU 2016-02), Leases (Topic 842). ASU 2016-02 requires a lessee to record a right-of-use asset and a corresponding lease liability, initially measured at the present value of the lease payments, on the balance sheet for all leases with terms longer than 12 months, as well as the disclosure of key information about leasing arrangements. ASU 2016-02 requires recognition in the statement of operations of a single lease cost, calculated so that the cost of the lease is allocated over the lease term. ASU 2016-02 requires classification of all cash payments within operating activities in the statement of cash flows. Disclosures are required to provide the amount, timing and uncertainty of cash flows arising from leases. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. The Company does not expect the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business.” The amendments in this ASU clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Basically these amendments provide a screen to determine when a set is not a business. If the screen is not met, the amendments in this ASU first require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and second, remove the evaluation of whether a market participant could replace missing elements. These amendments take effect for public businesses for fiscal years beginning after December 15, 2017 and interim periods within those periods, and all other entities should apply these amendments for fiscal years beginning after December 15, 2018, and interim periods within annual periods beginning after December 15, 2019. The Company does not expect the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. In February 2017, the FASB issued ASU No. 2017-05, “Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets” to clarify the scope of Subtopic 610-20 and to add guidance for partial sales of nonfinancial assets. Subtopic 610-20, which was issued in May 2014 as a part of ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. For public entities, the amendments are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. For all other entities, the amendments in this Update are effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. The Company does not expect that adoption of this guidance will have a material impact on its consolidated financial statements and related disclosures. In May 2017, the FASB issued ASU 2017-09, “Scope of Modification Accounting,” which amends the scope of modification accounting for share-based payment arrangements, provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. For all entities, the ASU is effective for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The Company does not expect that adoption of this guidance will have a material impact on its consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-01, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The standard will be effective for us in the first quarter of our fiscal 2019. The Company does not expect that adoption of this guidance will have a material impact on its consolidated financial statements and related disclosures. In June 2018, the FASB issued ASU 2018-07, “Improvements to Nonemployee Share-Based Payment Accounting,” which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Under the ASU, most of the guidance on such payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. The changes take effect for public companies for fiscal years starting after December 15, 2018, including interim periods within that fiscal year. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company expects that the adoption of this ASU would not have a material impact on the Company’s consolidated financial statements. No other new accounting pronouncements issued or effective had, or are expected to have, a material impact on the Company’s consolidated financial statements. |
Accounts Receivable
Accounts Receivable | 9 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Accounts Receivable | 5. Accounts Receivable A summary of accounts receivable, net is as follows: December 31, March 31, 2018 2018 Customer purchases $ 4,113,715 $ 4,643,922 Credit card receivables 336,828 332,136 Food stamps 58,518 101,105 Others 50,026 30,945 Total accounts receivable 4,559,087 5,108,108 Allowance for bad debt (447,716 ) (204,768 ) Accounts receivable, net $ 4,111,371 $ 4,903,340 |
Inventories
Inventories | 9 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | 6. Inventories A summary of inventories, net is as follows: December 31, March 31, 2018 2018 Non-perishables $ 10,455,989 $ 9,206,442 Perishables 1,947,493 1,798,970 Inventories 12,403,482 11,005,412 Allowance for slow moving or defective inventories (81,066 ) (99,928 ) Inventories, net $ 12,322,416 $ 10,905,484 |
Advances and Receivables - Rela
Advances and Receivables - Related Parties | 9 Months Ended |
Dec. 31, 2018 | |
Advances and Receivables - Related Parties [Abstract] | |
Advances and receivables - related parties | 7. Advances and receivables - related parties A summary of advances and receivables - related parties is as follows: December 31, March 31, Entities 2018 2018 New York Mart, Inc. $ - $ 838,096 Pacific Supermarkets Inc. 798,329 1,151,338 NY Mart MD Inc. 1,803,051 3,709,493 iFresh Harwin Inc. - 557,262 Advances - related parties $ 2,601,380 $ 6,256,189 New York Mart, Inc. 605,263 1,021,572 Pacific Supermarkets Inc. 132,899 210,450 NY Mart MD Inc. 2,980,678 2,290,197 iFresh Harwin Inc 250,610 241,280 Receivables – related parties 3,969,450 3,763,499 Total advances and receivables – related parties $ 6,570,830 $ 10,019,688 The Company has advanced funds to related parties and accrued accounts receivable from related parties with the intention of converting some of these advances and receivables into deposits towards the purchase price of these entities in the planned acquisitions of some of these related parties, which are directly or indirectly owned, in whole or in part, by Mr. Long Deng, the majority shareholder and Chief Executive Officer of the Company. Accounts receivable due from related parties relate to the sales to these related parties (see Note 15). The advances and receivables are interest free, repayable on demand, and guaranteed by Mr. Long Deng. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 8. Property and Equipment December 31, March 31, 2018 2018 Furniture, fixtures and equipment $ 19,773,657 $ 17,190,356 Automobiles 2,157,240 2,125,874 Leasehold improvements 8,639,522 7,234,484 Software 6,735 6,735 Total property and equipment 30,577,154 26,557,449 Accumulated depreciation and amortization (10,167,528 ) (8,738,644 ) Property and equipment, net $ 20,409,626 $ 17,818,805 Depreciation expense for the nine months ended December 31, 2018 and 2017 was $1,432,173 and $1,277,863, respectively. For the three months ended December 31, 2018 and 2017, the depreciation expense was $488,688 and $445,196, respectively. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 9. Intangible Assets A summary of the activities and balances of intangible assets are as follows: Balance at Balance at 2018 Additions 2018 Gross Intangible Assets Acquired leasehold rights $ 2,500,000 $ - $ 2,500,000 Total intangible assets $ 2,500,000 $ - $ 2,500,000 Accumulated Amortization Total accumulated amortization $ (1,333,331 ) $ (99,999 ) $ (1,433,330 ) Intangible assets, net $ 1,166,669 $ (99,999 ) $ 1,066,670 Amortization expense was $99,999 and $99,999 for the nine months ended December 31, 2018 and 2017, respectively. For the three months ended December 31, 2018 and 2017, amortization expense was $33,333 and $33,333, respectively. Future amortization associated with the net carrying amount of definite-lived intangible assets is as follows: Year Ending December 31, 2019 $ 133,333 2020 133,333 2021 133,333 2022 133,333 2023 133,333 Thereafter 400,005 Total $ 1,066,670 |
Debt
Debt | 9 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | 10. Debt A summary of the Company’s debt is as follows: December 31, March 31, 2018 2018 Revolving Line of Credit - KeyBank National Association $ 4,950,000 3,200,000 Delayed Term Loan - KeyBank National Association 4,619,983 997,500 Term Loan - KeyBank National Association 12,648,610 13,531,361 Less: Deferred financing cost (547,500 ) (684,375 ) Total (a) 21,668,093 17,044,486 (a) Because the Company is not in compliance with the financial covenants of the KeyBank loans, the loan balance due after one year from the balance sheet date has been reclassified as short-term liability. KeyBank National Association (“KeyBank”) – Senior Secured Credit Facilities On December 23, 2016, a wholly-owned subsidiary of the Company, NYM Holding, Inc. (“NYM”), as borrower, entered into a $25 million senior secured Credit Agreement (the “Credit Agreement”) with KeyBank National Association (“KeyBank” or “Lender”). The Credit Agreement provides for (1) a revolving credit of $5,000,000 for making advance and issuance of letter of credit, (2) $15,000,000 of effective date term loan and (3) $5,000,000 of delayed draw term loan. The interest rate is equal to (1) the Lender’s “prime rate” plus 0.95%, or (b) the Adjusted LIBOR rate plus 1.95%. The termination date of the revolving credit and the maturity date of the term loans are both December 23, 2021. The Company will pay a commitment fee equal to 0.25% of the undrawn amount of the Revolving Credit Facility and 0.25% of the unused Delayed Draw Term Loan Facility. As of December 31, 2018, the Company had used $4,950,000 of the revolving line of credit. In January 2017, the Lender had fully funded $15,000,000 of the term loan. The Company is required to make fifty-nine consecutive monthly payments of principal and interest in the amount of $142,842 starting from February 1, 2017 and a final payment of the then entire unpaid principal balance of the term loan, plus accrued interest on the maturity date. On December 23, 2016, the Company used the proceeds from the loan term to pay off the outstanding balance under the Bank of America credit line agreement and HSBC line of credit. The Delayed Draw Term Loan shall be advanced on the Delayed Draw Funding Date, which is no later than December 23, 2021. The $5 million Delayed Draw Term Loan has been fully made to acquire iFresh E. Colonial, Inc. and support the Company’s daily operations. The senior secured credit facility is secured by all the Company’s assets and is jointly guaranteed by the Company and the Company’s subsidiaries and contains financial and restrictive covenants. The financial covenants require NYM to deliver audited consolidated financial statements within one hundred twenty days after each fiscal year end and to maintain a fixed charge coverage ratio not less than 1.1 to 1.0 and a senior funded debt to earnings before interest, tax, depreciation, and amortization (“EBITDA”) ratio less than 3.0 to 1.0 at the last day of each fiscal quarter, beginning with the fiscal quarter ending March 31, 2017. Except as stated below, the senior secured credit facility is subject to customary events of default. It will be an event of default if Mr. Long Deng resigns, is terminated, or is no longer actively involved in the management of NYM and a replacement reasonably satisfactory to the Lender is not made within sixty (60) days after such event takes place. Maturities of borrowings against the term loan under this credit facility for each of the next five years are as follows, assuming KeyBank does not act to accelerate payment under this credit facility: Year Ending December 31 2019 $ 1,470,116 2020 1,747,914 2021 1,787,457 2022 16,662,606 Total $ 21,668,093 Although the Company has been timely repaying the KeyBank facility in accordance with its terms, the financial covenants of the KeyBank loan require NYM to maintain a senior funded debt to EBITDA ratio of less than 3.00 to 1.00 at the last day of each fiscal quarter. As of December 31, 2018 and March 31, 2018, the Company’s senior funded debt to EBITDA ratio was greater than 3.00 to 1.00, and the Company was therefore not in compliance with the financial covenants of the KeyBank loan. |
Notes Payable
Notes Payable | 9 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Notes Payable | 11. Notes Payable Notes payables consist of the following: December 31, March 31, 2018 2018 Hitachi Capital America Corp. Secured by vehicle, 6.99%, principal and interest of $2,170 due monthly through March 10, 2019 6,436 25,083 Triangle Auto Center, Inc. Secured by vehicle, 4.02%, principal and interest of $890 due monthly through January 28, 2021 21,252 28,498 Colonial Buick GMC Secured by vehicle, 8.64%, principal and interest of $736 due monthly through February 1, 2020 9,764 15,535 Isuzu Finance of America, Inc.* Secured by vehicle, 6.99%, principal and interest of $2,200 due monthly through October 1, 2018 - 15,045 Koeppel Nissan, Inc. Secured by vehicle, 3.99%, principal and interest of $612 due monthly through January 18, 2021 14,620 19,612 Secured by vehicle, 0.9%, principal and interest of $739 due monthly through March 14, 2020 11,021 17,573 Secured by vehicle, 7.86%, principal and interest of $758 due monthly through September 1, 2022 27,166 32,216 Silver Star Motors Secured by vehicle, 4.22%, principal and interest of $916 due monthly through June 1, 2021 26,029 34,112 BMO Secured by vehicle, 5.99%, principal and interest of $1,924 due monthly through July 1, 2020 55,144 68,047 Wells Fargo Secured by vehicle, 4.01%, principal and interest of $420 due monthly through December 1, 2021 14,596 17,516 Toyota Finance Secured by vehicle, 0%, principal and interest of $632 due monthly through August, 2022 27,826 33,517 Secured by vehicle, 4.87%, principal and interest of $761 due monthly through July, 2021 25,928 31,621 Secured by vehicle, 0%, principal and interest of $633 due monthly through April 1, 2022 21,968 27,924 Total Notes Payable $ 261,750 $ 366,298 Current notes payable (105,974 ) (135,203 ) Long-term notes payable, net of current maturities $ 155,776 $ 231,095 *The amount is fully repaid upon maturity All notes payables are secured by the underlying financed automobiles. Maturities of the notes payables for each of the next five years are as follows: Year Ending December 31, 2019 $ 105,974 2020 89,663 2021 54,024 2022 12,089 Total $ 261,750 |
Capital Lease Obligations
Capital Lease Obligations | 9 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Capital lease obligations | 12. Capital lease obligations The following capital lease obligations are included in the consolidated balance sheets: December 31, March 31, 2018 2018 Capital lease obligations: Current $ 151,707 $ 55,634 Long-term 452,992 70,724 Total obligations $ 604,699 $ 126,358 Interest expense on capital lease obligations for the nine months ended December 31, 2018 and 2017 amounted to $34,259 and $6,213, respectively. For the three months ended December 31, 2018 and 2017, amounted to $10,013 and $2,254 respectively. Future minimum lease payments under the capital leases are as follows: Year Ending December 31, 2019 $ 199,182 2020 175,103 2021 153,765 2022 146,831 2023 46,767 Total minimum lease payments 721,648 Less: Amount representing interest (116,949 ) Total $ 604,699 |
Segment Reporting
Segment Reporting | 9 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | 13. Segment Reporting ASC 280, “Segment Reporting,” establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments, and major customers in financial statements for details on the Company’s business segments. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Company’s CODM for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. Management, including the CODM, reviews operation results by the revenue of different products or services. Based on management’s assessment, the Company has determined that it has two operating segments as defined by ASC 280, consisting of wholesale and retail operations. The primary financial measures used by the Company to evaluate performance of individual operating segments are sales and income before income tax provision. The following tables present summary information by segment for the three and nine months ended December 31, 2018 and 2017, respectively: Nine months ended December 31, 2018 Wholesale Retail Total Net sales $ 13,940,908 $ 78,736,102 $ 92,677,010 Cost of sales 10,469,830 58,921,986 69,391,816 Retail occupancy costs - 6,118,410 6,118,410 Gross profit $ 3,471,078 $ 13,695,706 $ 17,166,784 Interest expense, net $ (11,334 ) $ (990,793 ) $ (1,002,127 ) Depreciation and amortization $ 181,380 $ 1,487,667 $ 1,669,047 Capital expenditures $ 28,613 $ 4,192,288 $ 4,220,901 Segment income (loss) before income tax provision (benefit) $ 36,983 $ (7,567,539 ) $ (7,530,556 ) Income tax provision (benefit) $ 43,831 $ 270,002 $ 313,833 Segment assets $ 11,236,146 $ 39,175,016 $ 50,411,162 Nine months ended December 31, 2017 Wholesale Retail Total Net sales $ 20,426,869 $ 81,304,740 $ 101,731,609 Cost of sales 15,600,495 59,327,757 74,928,252 Retail occupancy costs - 5,670,852 5,670,852 Gross profit $ 4,826,374 $ 16,306,131 $ 21,132,505 Interest expense, net $ (20,490 ) $ (570,345 ) $ (590,835 ) Depreciation and amortization $ 189,396 $ 1,325,341 $ 1,514,737 Capital expenditure $ 60,712 $ 2,623,711 $ 2,684,423 Segment income before income tax provision $ 665,940 $ (1,637,651 ) $ (971,710 ) Income tax provision (benefit) $ 243,701 $ (546,336 ) $ (302,635 ) Segment assets $ 12,605,082 $ 36,404,816 $ 49,009,898 The following tables present summary information by segment for the three months ended December 31, 2018 and 2017, respectively: Three months ended December 31, 2018 Wholesale Retail Total Net sales $ 4,323,321 $ 26,980,745 $ 31,304,066 Cost of sales 3,129,400 20,234,411 23,363,811 Retail occupancy costs - 2,276,924 2,276,924 Gross profit $ 1,193,921 $ 4,469,410 $ 5,663,331 Interest expense, net $ (3,368 ) $ (353,933 ) $ (357,301 ) Depreciation and amortization $ 63,990 $ 526,469 $ 590,459 Capital expenditures $ 10,300 $ 510,228 $ 520,528 Segment loss before income provision (benefit) $ (95,459 ) $ (1,706,850 ) $ (1,802,309 ) Income tax provision $ - $ - $ - Segment assets $ 11,236,146 $ 39,175,016 $ 50,411,162 Three months ended December 31, 2017 Wholesale Retail Total Net sales $ 7,670,169 $ 28,193,022 $ 35,863,191 Cost of sales 5,802,969 20,704,592 26,507,561 Retail occupancy costs - 1,834,247 1,834,247 Gross profit $ 1,867,200 $ 5,654,183 $ 7,521,383 Interest expense, net $ (2,332 ) $ (212,120 ) $ (214,452 ) Depreciation and amortization $ 58,562 $ 465,592 $ 524,154 Capital expenditure $ 38,117 $ 407,355 $ 445,472 Segment income before income provision (benefit) $ 236,372 $ (560,078 ) $ (323,706 ) Income tax provision $ 20,325 $ (59,387 ) $ (39,061 ) Segment assets $ 12,605,082 $ 36,404,816 $ 49,009,898 |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes iFresh is a Delaware holding company that is subject to U.S. income tax. NYM was incorporated on December 30, 2014, and is taxed as a corporation for income tax purposes. NYM has adopted a tax-year end of March 31. As a result of the “Contribution Agreement” entered into in December 31, 2014, NYM has elected to file a consolidated federal income tax return with its eleven subsidiaries. NYM and the shareholders of the eleven entities, as parties to the Contribution Agreement, entered into a tax-free transaction under Section 351 of the Internal Revenue Code of 1986 whereby the eleven entities became wholly owned subsidiaries of the Company. As a result of the tax-free transaction and the creation of a consolidated group, the subsidiaries are required to adopt the tax year-end of their parent, NYM. Certain of the subsidiaries incurred net operating losses (“NOL”) in tax years ending prior to the Contribution Agreement. These net operating losses are subject to the Separate Return Limitation Year (“SRLY”) rules, which limit the utilization of the losses to the subsidiaries that generated the losses. The SRLY losses are not available to offset taxable income generated by members of the consolidated group. The Company had approximately $9,959,639 and $2,429,079 of U.S. NOL carry forward as of December 31, 2018, and March 31, 2018, respectively. For income tax purpose, those NOLs will expire in the years 2031 through 2037. Based upon management’s assessment of all available evidence, the Company believes that it is more likely than not that some or all of the deferred tax assets will not be realized, and therefore, a full valuation allowance is established for deferred tax assets. The valuation allowance for deferred tax assets was $3,839,327 and $486,730 as of December 31, 2018, and March 31, 2018, respectively. Income Tax Provision (Benefit) The provision (benefit) for income taxes consists of the following components: For the nine months ended December 31 2018 2017 Current: Federal $ - $ - State - - - - Deferred: Federal 235,375 (195,102 ) State 78,458 (107,533 ) 313,833 (302,635 ) Total $ 313,833 $ (302,635 ) Tax Rate Reconciliation Following is a reconciliation of the Company’s effective income tax rate to the United States federal statutory tax rate: Nine months ended December 31, 2018 2017 Expected tax at U.S. statutory income tax rate 21 % 34 % State and local income taxes, net of federal income tax effect 14 % 14 % Other non-deductible fees and expenses 3 % 1 % Change of deferred tax reserve (44.5 %) (19 %) Other 2.3% 1 % Effective tax rate (4.2 %) 31 % Deferred Taxes The effect of temporary differences included in the deferred tax accounts are as follows: December 31, March 31, 2018 2018 Deferred Tax Assets/ (Liabilities): Deferred expenses $ 522,987 $ 68,124 Sec 263A Inventory Cap 155,676 189,100 Deferred rent 1,824,730 1,983,213 Depreciation and amortization (1,303,996 ) (1,971,247 ) Net operating losses 2,639,930 531,372 Valuation allowance (3,839,327 ) (486,730 ) Net Deferred Tax Assets $ - $ 313,832 |
Related-Party Transactions
Related-Party Transactions | 9 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 15. Related-Party Transactions Management Fees, Advertising Fees, and Sale of Non-Perishable and Perishable Products to Related Parties The following is a detailed breakdown of significant management fees, advertising fees, and sale of products for the nine months ended December 31, 2018, and December 31, 2017, respectively, to related parties that are owned directly or indirectly, in whole or in part, by Mr. Long Deng, the Company’s majority shareholder and Chief Executive Officer, and not eliminated in the unaudited condensed consolidated financial statements. In addition, the outstanding receivables due from these related parties as of December 31, 2018 and March 31, 2018 are included in Note 7, Advances and receivables – related parties (see Note 7). Nine months ended December 31, 2018 Related Parties Management Advertising Non-Perishable & Perishable New York Mart, Inc. $ 11,651 $ 880 $ 193,741 Pacific Supermarket Inc. 77,998 14,040 1,314,938 NY Mart MD Inc. 72,119 10,920 1,622,255 New York Mart El Monte Inc. 4,944 1,600 - iFresh Harwin Inc. 2,862 2,600 9,677 Spring Farm Inc. 3,702 - 2,708 Spicy Bubbles, Inc. - - - NYM Tampa Seafood Inc. 550 - Pine Court Sunrise, Inc. - - 43,274 Elhurst 8,877 860 - $ 182,703 $ 30,900 $ 3,186,592 Nine months ended December 31, 2017 Related Parties Management Advertising Non-Perishable & Perishable New York Mart, Inc. $ 42,756 $ 28,028 $ 1,656,862 Pacific Supermarkets Inc. 62,440 30,368 2,606,133 NY Mart MD Inc. 43,721 7,171 2,442,017 El Monte 8,868 800 105,177 iFresh Harwin Inc 4,240 800 141,377 Spring Farm Inc. - - 4,798 Spicy Bubbles, Inc. - - 59,395 Pine Court Chinese Bistro - - 120,252 $ 162,025 $ 67,167 $ 7,136,011 The following is a detailed breakdown of significant management fees, advertising fees, and sale of products for the three months ended December 31, 2018, and December 31, 2017, respectively, to related parties. Three months ended December 31, 2018 Related Parties Management Advertising Non-Perishable & Perishable New York Mart, Inc. $ - $ - $ - Pacific Supermarket Inc. 21,945 1,530 295,344 NY Mart MD Inc. 32,836 3,560 600,776 Pine Court Sunrise, Inc. - - 9,647 Elhurst 8,877 860 Spring Farm Inc. 3,702 797 $ 67,360 $ 5,950 $ 906,564 Three months ended December 31, 2017 Related Parties Management Advertising Non-Perishable New York Mart, Inc. $ 15,845 $ 5,770 $ 565,816 Pacific Supermarkets Inc. 22,237 6,550 749,033 NY Mart MD Inc. 16,704 2,080 755,178 El Monte 5,575 800 17,673 iFresh Harwin Inc 4,240 800 44,445 Spring Farm Inc. - - 607 Spicy Bubbles, Inc. - - 6,768 Pine Court Chinese Bistro - - 20,728 $ 64,601 $ 16,000 $ 2,160,248 Long-Term Operating Lease Agreement with a Related Party The Company leases warehouse and stores from related parties that are owned directly or indirectly, in whole or in part, by Mr. Long Deng, the Company’s majority shareholder and Chief Executive Officer. Rent incurred to the related party was $877,381 and $877,381 for the nine months ended on December 31, 2018 and 2017, respectively, and $292,460. and $523,381 for the three months ended on December 31, 2018 and 2017, respectively. |
Operating Lease Commitments
Operating Lease Commitments | 9 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Operating Lease Commitments | 16. Operating Lease Commitments The Company leases retail stores, offices, and warehouse buildings. These leases have an average remaining lease term of approximately 9 years as of December 31, 2018. Rent expense charged to operations under operating leases in the nine months ended on December 31, 2018 and 2017 amounted to $6,118,410 and $5,670,852, respectively, and $2,276,924 and $1,834,247 for the three months ended December 31, 2018 and 2017, respectively. Future minimum lease obligations for operating leases with initial terms in excess of one year as of December 31, 2018 are as follows: Non-related Related Total 2019 $ 7,364,509 $ 1,505,891 $ 8,870,400 2020 7,493,114 1,595,067 9,088,181 2021 7,208,124 1,623,333 8,830,457 2022 7,315,813 1,666,607 8,982,420 2023 7,097,124 1,678,768 8,775,892 Thereafter 46,875,356 10,655,505 57,530,861 Total payments $ 83,354,040 $ 18,724,171 $ 102,078,211 |
Contingent Liability
Contingent Liability | 9 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liability | 17. Contingent Liability The Company is exposed to claims and litigation matters arising in the ordinary course of business and uses various methods to resolve these matters in a manner that the Company believes best serves the interests of its stakeholders. These matters have not resulted in any material losses to date. Leo J. Motsis, as Trustee of the 140-148 East Berkeley Realty Trust v. Ming’s Supermarket, Inc. Ming’s Supermarket, Inc. (“Ming”), a subsidiary of the Company, is a tenant at a building located at 140-148 East Berkeley Street, Boston, Massachusetts (the “Property”), pursuant to a lease dated September 24, 1999 (the “Lease”). The Lease had a 10-year initial term, followed by an option for two additional 10-year terms. Ming has exercised that first option, and the Lease has approximately 15 years remaining if the second option is also exercised. The Lease also gives Ming a right of first refusal on any sale of the building. On February 22, 2015, a sprinkler pipe burst in the Property. This caused the Inspectional Services Department of the City of Boston (“ISD”) to inspect the Property. The ISD found a number of problems that prevented further use of the Property. The ISD notified both landlord and tenant that the Property was only permitted for use as an elevator garage and that its use as a warehouse was never permitted and that a conditional use permit must be obtained from the City of Boston to make such use lawful. Moreover, the Property was found to have major structural issues requiring repair, as well as issues with the elevator and outside glass. The result of the ISD’s findings were that Ming was ordered not to use the Property for any purpose unless and until the structural and other repairs were completed and its use as a warehouse was permitted by the Boston Zoning Board. While the Lease provides that the elevator (approximate cost $400,000) and glass repairs (approximate cost $30,000) are the responsibility of the tenant, the structural repairs (approximate cost $500,000) are the landlord’s responsibility under the Lease, unless the structural damage was caused by the tenant’s misuse of the Property. Ming retained an expert who concluded the structural damage to the building was caused by long-term water infiltration and was not the result of anything Ming did. Ming initially sought for the landlord to perform the structural repairs and agreed that upon completion of those repairs, Ming would repair the elevator and the broken glass. In addition, Ming asked the landlord to cooperate in permitting use of the Property as a warehouse. The landlord refused to either perform structural repairs or to cooperate on the permitting. As a result, as of April 2015, Ming began withholding rent, since Ming was barred from using the Property by order of the ISD. The landlord then sued Ming for breach of the Lease and unpaid rent, and Ming counterclaimed for constructive eviction and for damages resulting from the landlord’s breach of its duty to perform structural repairs under the Lease. The case was tried before a jury in August 2017. The jury awarded Ming judgment against the landlord in the amount of $795,000, plus continuing damages of $2,250 per month until the structural repairs were completed. The court found that the landlord’s actions violated the Massachusetts unfair and deceptive acts and practices statute and therefore doubled the amount of damages to $1,590,000 and further ruled that Ming should also recover costs and attorneys’ fees of approximately $250,000. The judgment required the landlord to repair the premises and obtain an occupancy permit. The landlord was responsible to Ming for damages in the amount of $2,250 per month until an occupancy permit was is issued. The judgment also accrues interest at the rate of 12% per year until paid. The landlord filed a Notice of Appeal, which will delay ultimate resolution of this matter for potentially one year or more. Ming has filed a lien against the landlord’s real estate as security for the judgment. On May 31, 2018, the ISD issued an occupancy permit, triggering Ming’s requirement to resume regular rental payments. Ming paid rent for June 2018 to the landlord. The result is a judgment in favor of Ming and against the landlord that will total approximately $1.85 million. No guaranties or predictions can be made at this time as to ultimate outcome of this case. SKKR Trading LLC d/b/a 38 Live Bait v. New Sunshine Group LLC and New York Mart Group Inc. A lawsuit was filed against New York Mart Group, Inc. (“NYMG”), a subsidiary of iFresh, and New Sunshine Group, LLC (“New Sunshine”) by SKKR Trading, LLC (“SKKR”) for breach of contract. SKKR sought from NYMG and New Sunshine damages for allegedly unpaid invoices in the amount of $116,878, a penalty of $256,000, and attorney’s fees of $80,000 to $90,000. SKKR claimed that NYMG and New Sunshine failed to pay for an order of shrimp. NYMG and New Sunshine raised various defenses, most of which centered on the arguments that NYMG and New Sunshine abandoned the Distribution Agreement and did not order, receive, or benefit from the shrimp at issue. Rather, the shrimp was ordered by a tenant of NYMG, Hong Hai, which was a completely separate entity from NYMG or New Sunshine. On March 7, 2017, the trial court entered an order granting SKKR attorneys’ fees in the amount of $40,654. The case went to trial on March 12 to 15, 2017. On April 17, 2017, the Count entered a judgment for Plaintiff against NYMG and New Sunshine in the amount of $385,471, plus interest. On September 26, 2017, the trial court entered judgment in favor of SKKR requiring NYMG and New Sunshine to pay SKKR’s attorneys’ fees and legal costs in the amount of $122,206, plus interest. NYMG appealed the judgment. Most recently, on October 26, 2018, the appellate court affirmed the trial court’s judgment in favor of SKKR and also granted SKKR’s attorneys’ fees incurred during the appeal. The trial court will determine the amount of SKKR’s appellate attorneys’ fees. The Company accrued $500,000 for the potential loss and expense associated with this case. Jendo Ermi, LP v. iFresh Inc.; iFresh Inc. v. Jendo Ermi LP On October 20, 2017, Jendo Ermi, LP filed an unlawful detainer action against iFresh, Inc. (Los Angeles Superior Court Case No.: KC069728). The case involved a dispute over property leased to iFresh, Inc. to operate a grocery store in El Monte, California. Jendo Ermi, LP claimed that iFresh, Inc. had not properly paid rents as required by the lease. On March 29, 2018, the court entered judgment in favor of Jendo and against iFresh for possession of the Premises, forfeiture of the lease, and damages in the preliminary amount of $309,009, with the final amount to be determined by the court. On April 23, 2018, iFresh filed a Notice of Appeal of the judgment. On April 26, 2018, the court entered an amended judgment in favor of Jendo and against iFresh for possession of the Premises, forfeiture of the lease, and damages in the amount of $952,692, with attorneys’ fees and costs to be determined by the court. On August 27, 2017, iFresh, Inc. filed a complaint against Jendo Ermi, LP for, among other things, fraud and breach of contract associated with the lease (Los Angeles Superior Court Case No.: BC684617). iFresh, Inc. alleged that Jendo Ermi (1) overstated the square footage of the property to obtain higher rents; (2) failed to provide certain furniture, fixtures, and equipment (FF&E) valued at approximately $300,000 that were promised under the lease; and (3) failed to disclose that parts of the building were not habitable. On May 31, 2018, the Company entered into a settlement agreement with Jendo Ermi, LP whereby iFresh agreed to transfer possession of the premises to Jendo and pay Jendo the total amount of $652,039 in satisfaction of all disputes between the parties. The Company timely transferred possession of the premises to Jendo. A third party, timely paid the full settlement amount on behalf of iFresh. Pursuant to the parties’ settlement agreement, iFresh dismissed with prejudice its action against Jendo and dismissed its appeal of the unlawful detainer judgment. Pursuant to the parties’ settlement agreement, Jendo filed an Acknowledgment of Satisfaction of Judgment with respect to the unlawful detainer judgment on November 6, 2018 and released the Company from any claims related to this transaction. HDH, LLC v. New York Mart Group Inc. A subsidiary of the Company, New York Mart Group, Inc., entered into a lease with HDH, LLC for a warehouse located at 55-01 2nd Street, Long Island City, New York 11101 for the period March 15, 2011 through February 28, 2021. The landlord sued the tenant for breaching the lease by altering the premises without the landlord’s permission and without obtaining necessary government permits. The landlord also sued the tenant for failing to pay rent and additional rent. The trial court entered a judgment on September 28, 2018. The landlord claims it is entitled to $210,062 in damages. New York Mart Group Inc. filed a notice of appeal on October 25, 2018. The appeal might take 1 to 2 years. The Company has accrued $200,000 for the potential loss and expense associated with this case. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent events | 18. Subsequent events On January 23, 2019, Mr. Long Deng (the “Seller”), CEO and a director of the Company, a company duly organized under the laws of state of Delaware and HK Xu Ding Co. Limited (the “Purchaser”), a Hong Kong limited liability company, entered into a share purchase agreement (the “Agreement”), pursuant to which Purchaser agreed to purchase from the Seller an aggregate of 8,294,989 restricted shares (“Shares”) of Common Stock of the Company, representing 51% of the total issued and outstanding shares of the Company as of December 31, 2018. The total consideration for the Shares is $7,050,740.65 of cash (“Purchase Price”) based on a per share price of $0.85. The transaction contemplated by the Agreement shall complete upon satisfaction of all closing conditions including but not limited to Purchaser’s payment of the Purchase Price and Seller’s delivery of all documents to effectuate the transfer of the Shares. On February 8, 2019, the deal was closed. The Seller sold an aggregate of 8,294,989 shares of Common Stock to the Purchaser for an aggregate sales price of $7,050,740.65, pursuant to the Agreement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Estimates | Significant Accounting Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s critical accounting estimates include, but are not limited to: allowance for estimated uncollectible receivables, inventory valuations, allowance for deferred tax assets, lease assumptions, impairment of long-lived assets, impairment of intangible assets, and income taxes. Actual results could differ from those estimates. |
Restricted Cash | Restricted Cash Restricted cash represents cash held by depository banks in order to comply with the provisions of certain debt agreements. |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of uncollected amounts from customer purchases (primarily from the Company’s two distribution operations), credit card receivables, and food stamp vouchers, and are presented net of an allowance for estimated uncollectible amounts. The Company periodically assesses its accounts receivable for collectability on a specific identification basis. If collectability of an account becomes unlikely, an allowance is recorded for that doubtful account. Once collection efforts have been exhausted, the account receivable is written off against the allowance. |
Inventories | Inventories Inventories consist of merchandise purchased for resale, which are stated at the lower of cost or market. The cost method is used for wholesale and retail perishable inventories by assigning costs to each of these items based on a first-in, first-out (FIFO) basis (net of vendor discounts). The Company’s wholesale and retail non-perishable inventory is valued at the lower of cost or market using weighted average method. |
Operating Leases | Operating Leases The Company leases retail stores, warehouse facilities and administrative offices under operating leases. Incentives received from lessors are deferred and recorded as a reduction of rental expense over the lease term using the straight-line method. Store lease agreements generally include rent escalation provisions. The Company recognizes escalations of minimum rents as deferred rent and amortizes these balances on a straight-line basis over the term of the lease. |
Capital Lease Obligations | Capital Lease Obligations The Company has recorded capital lease obligations for equipment leases at both December 31, 2018 and March 31, 2018. In each case, the Company was deemed to be the owner under lease accounting guidance. Further, each lease contains provisions indicating continuing involvement with the equipment at the end of the lease period. As a result, in accordance with applicable accounting guidance, related assets subject to the leases are reflected on the Company’s consolidated balance sheets and amortized over the lesser of the lease term or their remaining useful lives. The present value of the lease payments associated with the equipment is recorded as capital lease obligations. |
Deferred financing costs | Deferred financing costs The Company presents deferred financing costs as a reduction of the carrying amount of the debt rather than as an asset. Deferred financing costs are amortized over the term of the related debt using the effective interest method and reported as interest expense in the unaudited condensed consolidated financial statements. |
Fair Value Measurements | Fair Value Measurements The Company records its financial assets and liabilities in accordance with the framework for measuring fair value in accordance with U.S GAAP. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Fair value measurements of nonfinancial assets and non-financial liabilities are primarily used in the impairment analysis of intangible assets and long-lived assets. Cash and cash equivalents, restricted cash, accounts receivable, prepaid expenses and other current assets, advances to related parties, accounts payable, deferred revenue and accrued expenses approximate fair value because of the short maturity of those instruments. Based on comparable open market transactions, the fair value of the lines of credit and other liabilities, including current maturities, approximated their carrying value as of December 31, 2018 and March 31, 2018, respectively. The Company’s estimates of the fair value of line of credit and other liabilities (including current maturities) were classified as Level 2 in the fair value hierarchy. |
Revenue Recognition | Revenue Recognition In accordance with Topic 606 revenue is recognized at the time the sale is made, at which time our walk-in customers take immediate possession of the merchandise or delivery is made to our wholesale customers. Payment terms are established for our wholesale customers based on the Company’s pre-established credit requirements. Payment terms vary depending on the customer. Based on the nature of receivables, no significant financing components exist. Sales are recorded net of discounts, sales incentives and rebates, sales taxes and estimated returns and allowances. We estimate the reduction to sales and cost of sales for returns based on current sales levels and our historical return experience. Topic 606 defines a performance obligation as a promise in a contract to transfer a distinct good or service to the customer and is considered the unit of account. The majority of our contracts have one single performance obligation as the promise to transfer the individual goods is not separately identifiable from other promises in the contracts and is, therefore, not distinct. We had no material contract assets, contract liabilities, or costs to obtain and fulfill contracts recorded on the unaudited Condensed Consolidated Balance Sheet as of December 31, 2018. For the nine months ended December 31, 2018, revenue recognized from performance obligations related to prior periods was insignificant. Revenue expected to be recognized in any future periods related to remaining performance obligations is insignificant. The following table summarizes disaggregated revenue from contracts with customers by product group: For the Nine months Ended December 31, 2018 December 31, 2017 Grocery $ 36,561,550 $ 40,976,339 Perishable goods 56,115,460 60,755,270 Total $ 92,677,010 $ 101,731,609 For the Three Months Ended December 31, 2018 December 31, 2017 Grocery $ 11,333,857 $ 14,752,728 Perishable goods 19,970,209 21,110,463 Total $ 31,304,066 $ 35,863,191 |
Business combination involving entities under common control | Business combination involving entities under common control The Company accounted for business acquisitions involving entities under common control under ASC 805-50-30 whereby we recognize assets acquired and liabilities assumed in an acquisition at their historical costs as of the date of acquisition. In addition, these transactions comply with the requirement in ASC 805-50-45-1 through 45-5 whereby the financial statements of the receiving entity report results of operations for the period in which the transfer occurs as though the transfer of net assets or exchange of equity interests had occurred at the beginning of the period. Results of operations for that period will thus comprise those of the previously separate entities combined from the beginning of the period to the date the transfer is completed and those of the combined operations from that date to the end of the period. Financial statements and financial information presented for prior years also shall be retrospectively adjusted to furnish comparative information. |
Reclassification of Prior Year Presentation | Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. An adjustment has been made to the Consolidated Balance Sheets for fiscal year ended March 31, 2018, to reclassify the long-term portion of bank loan of $15,740,733 to a short term loan due to the fact that the Company was not in compliance with the loan covenant as of March 31, 2018. This change in classification does not affect the previously reported total liability of the Company as of March 31, 2018. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update No. 2016-02 (ASU 2016-02), Leases (Topic 842). ASU 2016-02 requires a lessee to record a right-of-use asset and a corresponding lease liability, initially measured at the present value of the lease payments, on the balance sheet for all leases with terms longer than 12 months, as well as the disclosure of key information about leasing arrangements. ASU 2016-02 requires recognition in the statement of operations of a single lease cost, calculated so that the cost of the lease is allocated over the lease term. ASU 2016-02 requires classification of all cash payments within operating activities in the statement of cash flows. Disclosures are required to provide the amount, timing and uncertainty of cash flows arising from leases. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. The Company does not expect the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805): Clarifying the Definition of a Business.” The amendments in this ASU clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. Basically these amendments provide a screen to determine when a set is not a business. If the screen is not met, the amendments in this ASU first require that to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output and second, remove the evaluation of whether a market participant could replace missing elements. These amendments take effect for public businesses for fiscal years beginning after December 15, 2017 and interim periods within those periods, and all other entities should apply these amendments for fiscal years beginning after December 15, 2018, and interim periods within annual periods beginning after December 15, 2019. The Company does not expect the adoption of this guidance will have a material impact on its unaudited condensed consolidated financial statements. In February 2017, the FASB issued ASU No. 2017-05, “Other Income—Gains and Losses from the Derecognition of Nonfinancial Assets” to clarify the scope of Subtopic 610-20 and to add guidance for partial sales of nonfinancial assets. Subtopic 610-20, which was issued in May 2014 as a part of ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), provides guidance for recognizing gains and losses from the transfer of nonfinancial assets in contracts with noncustomers. For public entities, the amendments are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. For all other entities, the amendments in this Update are effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. The Company does not expect that adoption of this guidance will have a material impact on its consolidated financial statements and related disclosures. In May 2017, the FASB issued ASU 2017-09, “Scope of Modification Accounting,” which amends the scope of modification accounting for share-based payment arrangements, provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. For all entities, the ASU is effective for annual reporting periods, including interim periods within those annual reporting periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The Company does not expect that adoption of this guidance will have a material impact on its consolidated financial statements and related disclosures. In January 2017, the FASB issued ASU 2017-01, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The standard will be effective for us in the first quarter of our fiscal 2019. The Company does not expect that adoption of this guidance will have a material impact on its consolidated financial statements and related disclosures. In June 2018, the FASB issued ASU 2018-07, “Improvements to Nonemployee Share-Based Payment Accounting,” which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Under the ASU, most of the guidance on such payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. The changes take effect for public companies for fiscal years starting after December 15, 2018, including interim periods within that fiscal year. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company expects that the adoption of this ASU would not have a material impact on the Company’s consolidated financial statements. No other new accounting pronouncements issued or effective had, or are expected to have, a material impact on the Company’s consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of disaggregated revenue from contracts with customers | For the Nine months Ended December 31, 2018 December 31, 2017 Grocery $ 36,561,550 $ 40,976,339 Perishable goods 56,115,460 60,755,270 Total $ 92,677,010 $ 101,731,609 For the Three Months Ended December 31, 2018 December 31, 2017 Grocery $ 11,333,857 $ 14,752,728 Perishable goods 19,970,209 21,110,463 Total $ 31,304,066 $ 35,863,191 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Receivables [Abstract] | |
Schedule of accounts receivable, net | December 31, March 31, 2018 2018 Customer purchases $ 4,113,715 $ 4,643,922 Credit card receivables 336,828 332,136 Food stamps 58,518 101,105 Others 50,026 30,945 Total accounts receivable 4,559,087 5,108,108 Allowance for bad debt (447,716 ) (204,768 ) Accounts receivable, net $ 4,111,371 $ 4,903,340 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories, net | December 31, March 31, 2018 2018 Non-perishables $ 10,455,989 $ 9,206,442 Perishables 1,947,493 1,798,970 Inventories 12,403,482 11,005,412 Allowance for slow moving or defective inventories (81,066 ) (99,928 ) Inventories, net $ 12,322,416 $ 10,905,484 |
Advances and Receivables - Re_2
Advances and Receivables - Related Parties (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Advances and Receivables - Related Parties [Abstract] | |
Schedule of advances and receivables - related parties | December 31, March 31, Entities 2018 2018 New York Mart, Inc. $ - $ 838,096 Pacific Supermarkets Inc. 798,329 1,151,338 NY Mart MD Inc. 1,803,051 3,709,493 iFresh Harwin Inc. - 557,262 Advances - related parties $ 2,601,380 $ 6,256,189 New York Mart, Inc. 605,263 1,021,572 Pacific Supermarkets Inc. 132,899 210,450 NY Mart MD Inc. 2,980,678 2,290,197 iFresh Harwin Inc 250,610 241,280 Receivables – related parties 3,969,450 3,763,499 Total advances and receivables – related parties $ 6,570,830 $ 10,019,688 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | December 31, March 31, 2018 2018 Furniture, fixtures and equipment $ 19,773,657 $ 17,190,356 Automobiles 2,157,240 2,125,874 Leasehold improvements 8,639,522 7,234,484 Software 6,735 6,735 Total property and equipment 30,577,154 26,557,449 Accumulated depreciation and amortization (10,167,528 ) (8,738,644 ) Property and equipment, net $ 20,409,626 $ 17,818,805 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of activities and balances of intangible assets | Balance at Balance at 2018 Additions 2018 Gross Intangible Assets Acquired leasehold rights $ 2,500,000 $ - $ 2,500,000 Total intangible assets $ 2,500,000 $ - $ 2,500,000 Accumulated Amortization Total accumulated amortization $ (1,333,331 ) $ (99,999 ) $ (1,433,330 ) Intangible assets, net $ 1,166,669 $ (99,999 ) $ 1,066,670 |
Schedule of future amortization of definite-lived intangible assets | Year Ending December 31, 2019 $ 133,333 2020 133,333 2021 133,333 2022 133,333 2023 133,333 Thereafter 400,005 Total $ 1,066,670 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Debt Instrument [Line Items] | |
Schedule of Company’s debt | December 31, March 31, 2018 2018 Revolving Line of Credit - KeyBank National Association $ 4,950,000 3,200,000 Delayed Term Loan - KeyBank National Association 4,619,983 997,500 Term Loan - KeyBank National Association 12,648,610 13,531,361 Less: Deferred financing cost (547,500 ) (684,375 ) Total (a) 21,668,093 17,044,486 (a) Because the Company is not in compliance with the financial covenants of the KeyBank loans, the loan balance due after one year from the balance sheet date has been reclassified as short-term liability. |
Credit facility [Member] | |
Debt Instrument [Line Items] | |
Schedule of maturities of borrowings against term loan under credit facility | Year Ending December 31 2019 $ 1,470,116 2020 1,747,914 2021 1,787,457 2022 16,662,606 Total $ 21,668,093 |
Notes Payable (Tables)
Notes Payable (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Short-term Debt [Line Items] | |
Schedule of secured notes payable | December 31, March 31, 2018 2018 Hitachi Capital America Corp. Secured by vehicle, 6.99%, principal and interest of $2,170 due monthly through March 10, 2019 6,436 25,083 Triangle Auto Center, Inc. Secured by vehicle, 4.02%, principal and interest of $890 due monthly through January 28, 2021 21,252 28,498 Colonial Buick GMC Secured by vehicle, 8.64%, principal and interest of $736 due monthly through February 1, 2020 9,764 15,535 Isuzu Finance of America, Inc.* Secured by vehicle, 6.99%, principal and interest of $2,200 due monthly through October 1, 2018 - 15,045 Koeppel Nissan, Inc. Secured by vehicle, 3.99%, principal and interest of $612 due monthly through January 18, 2021 14,620 19,612 Secured by vehicle, 0.9%, principal and interest of $739 due monthly through March 14, 2020 11,021 17,573 Secured by vehicle, 7.86%, principal and interest of $758 due monthly through September 1, 2022 27,166 32,216 Silver Star Motors Secured by vehicle, 4.22%, principal and interest of $916 due monthly through June 1, 2021 26,029 34,112 BMO Secured by vehicle, 5.99%, principal and interest of $1,924 due monthly through July 1, 2020 55,144 68,047 Wells Fargo Secured by vehicle, 4.01%, principal and interest of $420 due monthly through December 1, 2021 14,596 17,516 Toyota Finance Secured by vehicle, 0%, principal and interest of $632 due monthly through August, 2022 27,826 33,517 Secured by vehicle, 4.87%, principal and interest of $761 due monthly through July, 2021 25,928 31,621 Secured by vehicle, 0%, principal and interest of $633 due monthly through April 1, 2022 21,968 27,924 Total Notes Payable $ 261,750 $ 366,298 Current notes payable (105,974 ) (135,203 ) Long-term notes payable, net of current maturities $ 155,776 $ 231,095 *The amount is fully repaid upon maturity |
Notes payables [Member] | |
Short-term Debt [Line Items] | |
Schedule of maturities of notes payables | Year Ending December 31, 2019 $ 105,974 2020 89,663 2021 54,024 2022 12,089 Total $ 261,750 |
Capital Lease Obligations (Tabl
Capital Lease Obligations (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of capital lease obligations | December 31, March 31, 2018 2018 Capital lease obligations: Current $ 151,707 $ 55,634 Long-term 452,992 70,724 Total obligations $ 604,699 $ 126,358 |
Schedule of future minimum lease payments | Year Ending December 31, 2019 $ 199,182 2020 175,103 2021 153,765 2022 146,831 2023 46,767 Total minimum lease payments 721,648 Less: Amount representing interest (116,949 ) Total $ 604,699 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of information by segment reporting | Nine months ended December 31, 2018 Wholesale Retail Total Net sales $ 13,940,908 $ 78,736,102 $ 92,677,010 Cost of sales 10,469,830 58,921,986 69,391,816 Retail occupancy costs - 6,118,410 6,118,410 Gross profit $ 3,471,078 $ 13,695,706 $ 17,166,784 Interest expense, net $ (11,334 ) $ (990,793 ) $ (1,002,127 ) Depreciation and amortization $ 181,380 $ 1,487,667 $ 1,669,047 Capital expenditures $ 28,613 $ 4,192,288 $ 4,220,901 Segment income (loss) before income tax provision (benefit) $ 36,983 $ (7,567,539 ) $ (7,530,556 ) Income tax provision (benefit) $ 43,831 $ 270,002 $ 313,833 Segment assets $ 11,236,146 $ 39,175,016 $ 50,411,162 Nine months ended December 31, 2017 Wholesale Retail Total Net sales $ 20,426,869 $ 81,304,740 $ 101,731,609 Cost of sales 15,600,495 59,327,757 74,928,252 Retail occupancy costs - 5,670,852 5,670,852 Gross profit $ 4,826,374 $ 16,306,131 $ 21,132,505 Interest expense, net $ (20,490 ) $ (570,345 ) $ (590,835 ) Depreciation and amortization $ 189,396 $ 1,325,341 $ 1,514,737 Capital expenditure $ 60,712 $ 2,623,711 $ 2,684,423 Segment income before income tax provision $ 665,940 $ (1,637,651 ) $ (971,710 ) Income tax provision (benefit) $ 243,701 $ (546,336 ) $ (302,635 ) Segment assets $ 12,605,082 $ 36,404,816 $ 49,009,898 Three months ended December 31, 2018 Wholesale Retail Total Net sales $ 4,323,321 $ 26,980,745 $ 31,304,066 Cost of sales 3,129,400 20,234,411 23,363,811 Retail occupancy costs - 2,276,924 2,276,924 Gross profit $ 1,193,921 $ 4,469,410 $ 5,663,331 Interest expense, net $ (3,368 ) $ (353,933 ) $ (357,301 ) Depreciation and amortization $ 63,990 $ 526,469 $ 590,459 Capital expenditures $ 10,300 $ 510,228 $ 520,528 Segment loss before income provision (benefit) $ (95,459 ) $ (1,706,850 ) $ (1,802,309 ) Income tax provision $ - $ - $ - Segment assets $ 11,236,146 $ 39,175,016 $ 50,411,162 Three months ended December 31, 2017 Wholesale Retail Total Net sales $ 7,670,169 $ 28,193,022 $ 35,863,191 Cost of sales 5,802,969 20,704,592 26,507,561 Retail occupancy costs - 1,834,247 1,834,247 Gross profit $ 1,867,200 $ 5,654,183 $ 7,521,383 Interest expense, net $ (2,332 ) $ (212,120 ) $ (214,452 ) Depreciation and amortization $ 58,562 $ 465,592 $ 524,154 Capital expenditure $ 38,117 $ 407,355 $ 445,472 Segment income before income provision (benefit) $ 236,372 $ (560,078 ) $ (323,706 ) Income tax provision $ 20,325 $ (59,387 ) $ (39,061 ) Segment assets $ 12,605,082 $ 36,404,816 $ 49,009,898 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision (benefit) for income taxes | For the nine months ended December 31 2018 2017 Current: Federal $ - $ - State - - - - Deferred: Federal 235,375 (195,102 ) State 78,458 (107,533 ) 313,833 (302,635 ) Total $ 313,833 $ (302,635 ) |
Schedule of effective income tax rate to the United State federal statutory tax rate | Nine months ended December 31, 2018 2017 Expected tax at U.S. statutory income tax rate 21 % 34 % State and local income taxes, net of federal income tax effect 14 % 14 % Other non-deductible fees and expenses 3 % 1 % Change of deferred tax reserve (44.5 %) (19 %) Other 2.3% 1 % Effective tax rate (4.2 %) 31 % |
Schedule of deferred taxes | December 31, March 31, 2018 2018 Deferred Tax Assets/ (Liabilities): Deferred expenses $ 522,987 $ 68,124 Sec 263A Inventory Cap 155,676 189,100 Deferred rent 1,824,730 1,983,213 Depreciation and amortization (1,303,996 ) (1,971,247 ) Net operating losses 2,639,930 531,372 Valuation allowance (3,839,327 ) (486,730 ) Net Deferred Tax Assets $ - $ 313,832 |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of management fees, advertising fees and sale of non-perishable and perishable products to related parties | Nine months ended December 31, 2018 Related Parties Management Advertising Non-Perishable & Perishable New York Mart, Inc. $ 11,651 $ 880 $ 193,741 Pacific Supermarket Inc. 77,998 14,040 1,314,938 NY Mart MD Inc. 72,119 10,920 1,622,255 New York Mart El Monte Inc. 4,944 1,600 - iFresh Harwin Inc. 2,862 2,600 9,677 Spring Farm Inc. 3,702 - 2,708 Spicy Bubbles, Inc. - - - NYM Tampa Seafood Inc. 550 - Pine Court Sunrise, Inc. - - 43,274 Elhurst 8,877 860 - $ 182,703 $ 30,900 $ 3,186,592 Nine months ended December 31, 2017 Related Parties Management Advertising Non-Perishable & Perishable New York Mart, Inc. $ 42,756 $ 28,028 $ 1,656,862 Pacific Supermarkets Inc. 62,440 30,368 2,606,133 NY Mart MD Inc. 43,721 7,171 2,442,017 El Monte 8,868 800 105,177 iFresh Harwin Inc 4,240 800 141,377 Spring Farm Inc. - - 4,798 Spicy Bubbles, Inc. - - 59,395 Pine Court Chinese Bistro - - 120,252 $ 162,025 $ 67,167 $ 7,136,011 Three months ended December 31, 2018 Related Parties Management Advertising Non-Perishable & Perishable New York Mart, Inc. $ - $ - $ - Pacific Supermarket Inc. 21,945 1,530 295,344 NY Mart MD Inc. 32,836 3,560 600,776 Pine Court Sunrise, Inc. - - 9,647 Elhurst 8,877 860 Spring Farm Inc. 3,702 797 $ 67,360 $ 5,950 $ 906,564 Three months ended December 31, 2017 Related Parties Management Advertising Non-Perishable New York Mart, Inc. $ 15,845 $ 5,770 $ 565,816 Pacific Supermarkets Inc. 22,237 6,550 749,033 NY Mart MD Inc. 16,704 2,080 755,178 El Monte 5,575 800 17,673 iFresh Harwin Inc 4,240 800 44,445 Spring Farm Inc. - - 607 Spicy Bubbles, Inc. - - 6,768 Pine Court Chinese Bistro - - 20,728 $ 64,601 $ 16,000 $ 2,160,248 |
Operating Lease Commitments (Ta
Operating Lease Commitments (Tables) | 9 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of future minimum lease obligations for operating leases | Non-related Related Total 2019 $ 7,364,509 $ 1,505,891 $ 8,870,400 2020 7,493,114 1,595,067 9,088,181 2021 7,208,124 1,623,333 8,830,457 2022 7,315,813 1,666,607 8,982,420 2023 7,097,124 1,678,768 8,775,892 Thereafter 46,875,356 10,655,505 57,530,861 Total payments $ 83,354,040 $ 18,724,171 $ 102,078,211 |
Liquidity and Going Concern (De
Liquidity and Going Concern (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2018 | Mar. 31, 2018 | |
Liquidity and Going Concern (Textual) | ||
Negative working capital | $ 19,800,000 | $ 18,400,000 |
Advances and receivable from the related parties | $ 6,600,000 | |
Financial covenants, description | The financial covenants of the Credit Agreement require the Company to maintain a senior funded debt to earnings before interest, tax, depreciation and amortization ("EBITDA") ratio for the trailing 12 month period of less than 3.00 to 1.00 at the last day of each fiscal quarter. As of December 31, 2018 and March 31, 2018, this ratio was greater than 3.00 to 1.00, and the Company was therefore not in compliance with the financial covenants of the KeyBank loan. | |
KeyBank [Member] | ||
Liquidity and Going Concern (Textual) | ||
Outstanding loan facilities | $ 21,700,000 |
Basis of Presentation and Pri_2
Basis of Presentation and Principles of Consolidation (Details) | 9 Months Ended |
Dec. 31, 2018Segments | |
Basis of Presentation and Principles of Consolidation (Textual) | |
Number of reportable segments | 2 |
Number of operating segments | 2 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | ||||
Grocery | $ 11,333,857 | $ 14,752,728 | $ 36,561,550 | $ 40,976,339 |
Perishable goods | 19,970,209 | 21,110,463 | 56,115,460 | 60,755,270 |
Total | $ 31,304,066 | $ 35,863,191 | $ 92,677,010 | $ 101,731,609 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details Textual) | 12 Months Ended |
Mar. 31, 2018USD ($) | |
Summary of Significant Accounting Policies (Textual) | |
Long-term portion of bank loan | $ 15,740,733 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total accounts receivable | $ 4,559,087 | $ 5,108,108 |
Allowance for bad debt | (447,716) | (204,768) |
Accounts receivable, net | 4,111,371 | 4,903,340 |
Customer purchases [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total accounts receivable | 4,113,715 | 4,643,922 |
Credit card receivables [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total accounts receivable | 336,828 | 332,136 |
Food stamps [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total accounts receivable | 58,518 | 101,105 |
Others [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total accounts receivable | $ 50,026 | $ 30,945 |
Inventories (Details)
Inventories (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Inventory [Line Items] | ||
Inventories | $ 12,403,482 | $ 11,005,412 |
Allowance for slow moving or defective inventories | (81,066) | (99,928) |
Inventories, net | 12,322,416 | 10,905,484 |
Non-perishables [Member] | ||
Inventory [Line Items] | ||
Inventories | 10,455,989 | 9,206,442 |
Perishables [Member] | ||
Inventory [Line Items] | ||
Inventories | $ 1,947,493 | $ 1,798,970 |
Advances and Receivables - Re_3
Advances and Receivables - Related Parties (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Related Party Transaction [Line Items] | ||
Advances - related parties | $ 2,601,380 | $ 6,256,189 |
Receivables - related parties | 3,969,450 | 3,763,499 |
Total advances and receivables - related parties | 6,570,830 | 10,019,688 |
New York Mart, Inc. [Member] | ||
Related Party Transaction [Line Items] | ||
Advances - related parties | 838,096 | |
Receivables - related parties | 605,263 | 1,021,572 |
Pacific Supermarkets Inc. [Member] | ||
Related Party Transaction [Line Items] | ||
Advances - related parties | 798,329 | 1,151,338 |
Receivables - related parties | 132,899 | 210,450 |
NY Mart MD Inc. [Member] | ||
Related Party Transaction [Line Items] | ||
Advances - related parties | 1,803,051 | 3,709,493 |
Receivables - related parties | 2,980,678 | 2,290,197 |
iFresh Harwin Inc [Member] | ||
Related Party Transaction [Line Items] | ||
Advances - related parties | 557,262 | |
Receivables - related parties | $ 250,610 | $ 241,280 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 30,577,154 | $ 26,557,449 |
Accumulated depreciation and amortization | (10,167,528) | (8,738,644) |
Property and equipment, net | 20,409,626 | 17,818,805 |
Furniture, fixtures and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 19,773,657 | 17,190,356 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,157,240 | 2,125,874 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 8,639,522 | 7,234,484 |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 6,735 | $ 6,735 |
Property and Equipment (Detai_2
Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property and Equipment (Textual) | ||||
Depreciation expense | $ 488,688 | $ 445,196 | $ 1,432,173 | $ 1,277,863 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Gross Intangible Assets | ||
Acquired leasehold rights | $ 2,500,000 | $ 2,500,000 |
Total intangible assets | 2,500,000 | 2,500,000 |
Accumulated Amortization | ||
Total accumulated amortization | (1,433,330) | (1,333,331) |
Intangible assets, net | 1,066,670 | $ 1,166,669 |
Additions [Member] | ||
Gross Intangible Assets | ||
Acquired leasehold rights | ||
Total intangible assets | ||
Accumulated Amortization | ||
Total accumulated amortization | (99,999) | |
Intangible assets, net | $ (99,999) |
Intangible Assets (Details 1)
Intangible Assets (Details 1) | Dec. 31, 2018USD ($) |
Future amortization associated with the net carrying amount of definite-lived intangible assets | |
2,019 | $ 133,333 |
2,020 | 133,333 |
2,021 | 133,333 |
2,022 | 133,333 |
2,023 | 133,333 |
Thereafter | 400,005 |
Total | $ 1,066,670 |
Intangible Assets (Details Text
Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets (Textual) | ||||
Amortization expense | $ 33,333 | $ 33,333 | $ 99,999 | $ 99,999 |
Debt (Details)
Debt (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 | |
Debt Instrument [Line Items] | |||
Less: Deferred financing cost | $ (547,500) | $ (684,375) | |
Total | [1] | 21,668,093 | 17,044,486 |
Revolving Line of Credit - KeyBank National Association [Member] | |||
Debt Instrument [Line Items] | |||
Line of Credit | 4,950,000 | 3,200,000 | |
Delayed Term Loan - KeyBank National Association [Member] | |||
Debt Instrument [Line Items] | |||
Term Loan | 4,619,983 | 997,500 | |
Term Loan - KeyBank National Association [Member] | |||
Debt Instrument [Line Items] | |||
Term Loan | $ 12,648,610 | $ 13,531,361 | |
[1] | Because the Company is not in compliance with the financial covenants of the KeyBank loans, the loan balance due after one year from the balance sheet date has been reclassified as short-term liability. |
Debt (Details 1)
Debt (Details 1) - Credit Facility [Member] | Dec. 31, 2018USD ($) |
Year Ending December 31 | |
2,019 | $ 1,470,116 |
2,020 | 1,747,914 |
2,021 | 1,787,457 |
2,022 | 16,662,606 |
Total | $ 21,668,093 |
Debt (Details Textual)
Debt (Details Textual) - Senior Secured Credit Facilities [Member] - USD ($) | Feb. 01, 2017 | Dec. 23, 2016 | Jan. 31, 2017 | Dec. 31, 2018 |
Debt (Textual) | ||||
Senior secured credit agreement amount | $ 25,000,000 | |||
Revolving credit facility commitment fee, description | The Company will pay a commitment fee equal to 0.25% of the undrawn amount of the Revolving Credit Facility and 0.25% of the unused Delayed Draw Term Loan Facility. | |||
Monthly payments of principal and interest | $ 142,842 | |||
Long-term line of credit | $ 4,950,000 | |||
Credit agreement, description | The Credit Agreement provides for (1) a revolving credit of $5,000,000 for making advance and issuance of letter of credit, (2) $15,000,000 of effective date term loan and (3) $5,000,000 of delayed draw term loan. The interest rate is equal to (1) the Lender's "prime rate" plus 0.95%, or (b) the Adjusted LIBOR rate plus 1.95%. The termination date of the revolving credit and the maturity date of the term loans are both December 23, 2021. | |||
Term loan | $ 15,000,000 | |||
Delayed draw term loan | $ 5,000,000 | |||
Debt, description | The financial covenants of the KeyBank loan require NYM to maintain a senior funded debt to EBITDA ratio of less than 3.00 to 1.00 at the last day of each fiscal quarter. As of December 31, 2018 and March 31, 2018, the Company's senior funded debt to EBITDA ratio was greater than 3.00 to 1.00, and the Company was therefore not in compliance with the financial covenants of the KeyBank loan. |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 | |
Short-term Debt [Line Items] | |||
Total Notes Payable | $ 261,750 | $ 366,298 | |
Current notes payable | (105,974) | (135,203) | |
Long-term notes payable, net of current maturities | 155,776 | 231,095 | |
Secured by vehicle, 6.99%, principal and interest of $2,170 due monthly through March 10,2019 [Member] | Hitachi Capital America Corp. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 6,436 | 25,083 | |
Secured by vehicle, 4.02%, principal and interest of $890 due monthly through January 28, 2021 [Member] | Triangle Auto Center, Inc. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 21,252 | 28,498 | |
Secured by vehicle, 8.64%, principal and interest of $736 due monthly through February 1, 2020 [Member] | Colonial Buick GMC. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 9,764 | 15,535 | |
Secured by vehicle, 6.99%, principal and interest of $2,200 due monthly through October 1, 2018 [Member] | Isuzu Finance of America, Inc. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | [1] | 15,045 | |
Secured by vehicle, 3.99%, principal and interest of $612 due monthly through January 18, 2021 [Member] | Koeppel Nissan, Inc. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 14,620 | 19,612 | |
Secured by vehicle, 0.9%, principal and interest of $739 due monthly through March 14, 2020 [Member] | Koeppel Nissan, Inc. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 11,021 | 17,573 | |
Secured by vehicle, 7.86%, principal and interest of $758 due monthly through September 1, 2022 [Member] | Koeppel Nissan, Inc. [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 27,166 | 32,216 | |
Secured by vehicle, 4.22%, principal and interest of $916 due monthly through June 1, 2021 [Member] | Silver Star Motors [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 26,029 | 34,112 | |
Secured by vehicle, 5.99%, principal and interest of $1,924 due monthly through July 1, 2020 [Member] | BMO [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 55,144 | 68,047 | |
Secured by vehicle, 4.01%, principal and interest of $420 due monthly through December 1, 2021 [Member] | Wells Fargo [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 14,596 | 17,516 | |
Secured by vehicle, 0%, principal and interest of $632 due monthly through August, 2022 [Member] | Toyota Finance [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 27,826 | 33,517 | |
Secured by vehicle, 4.87%, principal and interest of $761 due monthly through July, 2021 [Member] | Toyota Finance [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | 25,928 | 31,621 | |
Secured by vehicle, 0%, principal and interest of $633 due monthly through April 1, 2022 [Member] | Toyota Finance [Member] | |||
Short-term Debt [Line Items] | |||
Total Notes Payable | $ 21,968 | $ 27,924 | |
[1] | The amount is fully repaid upon maturity |
Notes Payable (Details 1)
Notes Payable (Details 1) - Notes payables [Member] | Dec. 31, 2018USD ($) |
Maturities of notes payables for each of next five years | |
2,019 | $ 105,974 |
2,020 | 89,663 |
2,021 | 54,024 |
2,022 | 12,089 |
Total | $ 261,750 |
Notes Payable (Details Textual)
Notes Payable (Details Textual) | 9 Months Ended |
Dec. 31, 2018USD ($) | |
Secured Debt Six [Member] | Hitachi Capital America Corp. [Member] | |
Notes Payable (Textual) | |
Principal | $ 2,170 |
Interest | 6.99% |
Debt maturity date | Mar. 10, 2019 |
Secured Debt Seven [Member] | Triangle Auto Center, Inc. [Member] | |
Notes Payable (Textual) | |
Principal | $ 890 |
Interest | 4.02% |
Debt maturity date | Jan. 28, 2021 |
Secured Debt Eight [Member] | Colonial Buick GMC [Member] | |
Notes Payable (Textual) | |
Principal | $ 736 |
Interest | 8.64% |
Debt maturity date | Feb. 1, 2020 |
Secured Debt Eleven [Member] | Isuzu Finance of America, Inc. [Member] | |
Notes Payable (Textual) | |
Principal | $ 2,200 |
Interest | 6.99% |
Debt maturity date | Oct. 1, 2018 |
Secured Debt Twelve [Member] | Koeppel Nissan, Inc. [Member] | |
Notes Payable (Textual) | |
Principal | $ 612 |
Interest | 3.99% |
Debt maturity date | Jan. 18, 2021 |
Secured Debt Thirteen [Member] | Koeppel Nissan, Inc. [Member] | |
Notes Payable (Textual) | |
Principal | $ 739 |
Interest | 0.90% |
Debt maturity date | Mar. 14, 2020 |
Secured Debt Sixteen [Member] | Silver Star Motors [Member] | |
Notes Payable (Textual) | |
Principal | $ 916 |
Interest | 4.22% |
Debt maturity date | Jun. 1, 2021 |
Secured Debt Eighteen [Member] | Wells Fargo [Member] | |
Notes Payable (Textual) | |
Principal | $ 420 |
Interest | 4.01% |
Debt maturity date | Dec. 1, 2021 |
Secured Debt Seventeen [Member] | BMO [Member] | |
Notes Payable (Textual) | |
Principal | $ 1,924 |
Interest | 5.99% |
Debt maturity date | Jul. 1, 2020 |
Secured Debt Nineteen [Member] | Toyota Finance [Member] | |
Notes Payable (Textual) | |
Principal | $ 632 |
Interest | 0.00% |
Debt maturity date | Aug. 31, 2022 |
Secured Debt Fourteen [Member] | Koeppel Nissan, Inc. [Member] | |
Notes Payable (Textual) | |
Principal | $ 758 |
Interest | 7.86% |
Debt maturity date | Sep. 1, 2022 |
Secured Debt Twenty [Member] | Toyota Finance [Member] | |
Notes Payable (Textual) | |
Principal | $ 761 |
Interest | 4.87% |
Debt maturity date | Jul. 31, 2021 |
Secured Debt Twenty One [Member] | Toyota Finance [Member] | |
Notes Payable (Textual) | |
Principal | $ 633 |
Interest | 0.00% |
Debt maturity date | Apr. 1, 2022 |
Capital Lease Obligations (Deta
Capital Lease Obligations (Details) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Capital lease obligations: | ||
Current | $ 151,707 | $ 55,634 |
Long-term | 452,992 | 70,724 |
Total obligations | $ 604,699 | $ 126,358 |
Capital Lease Obligations (De_2
Capital Lease Obligations (Details 1) | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2,019 | $ 199,182 |
2,020 | 175,103 |
2,021 | 153,765 |
2,022 | 146,831 |
2,023 | 46,767 |
Total minimum lease payments | 721,648 |
Less: Amount representing interest | (116,949) |
Total | $ 604,699 |
Capital Lease Obligations (De_3
Capital Lease Obligations (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Capital Lease Obligations (Textual) | ||||
Interest expense on capital lease obligations | $ 10,013 | $ 2,254 | $ 34,259 | $ 6,213 |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 31,304,066 | $ 35,863,191 | $ 92,677,010 | $ 101,731,609 | |
Cost of sales | 23,363,811 | 26,507,561 | 69,391,816 | 74,928,252 | |
Retail occupancy costs | 2,276,924 | 1,834,247 | 6,118,410 | 5,670,852 | |
Gross profit | 5,663,331 | 7,521,383 | 17,166,784 | 21,132,505 | |
Interest expense, net | (357,301) | (214,198) | (1,002,127) | (590,835) | |
Depreciation and amortization | 590,459 | 524,154 | 1,669,047 | 1,514,737 | |
Capital expenditure | 520,528 | 445,472 | 4,220,901 | 2,684,423 | |
Segment income (loss) before income tax provision (benefit) | (1,802,309) | (323,706) | (7,530,556) | (971,710) | |
Income tax provision (benefit) | (39,061) | 313,833 | (302,635) | ||
Segment assets | 50,411,162 | 49,009,898 | 50,411,162 | 49,009,898 | $ 48,941,732 |
Wholesale [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 4,323,321 | 7,670,169 | 13,940,908 | 20,426,869 | |
Cost of sales | 3,129,400 | 5,802,969 | 10,469,830 | 15,600,495 | |
Retail occupancy costs | |||||
Gross profit | 1,193,921 | 1,867,200 | 3,471,078 | 4,826,374 | |
Interest expense, net | (3,368) | (2,332) | (11,334) | (20,490) | |
Depreciation and amortization | 63,990 | 58,562 | 181,380 | 189,396 | |
Capital expenditure | 10,300 | 38,117 | 28,613 | 60,712 | |
Segment income (loss) before income tax provision (benefit) | (95,459) | 236,372 | 36,983 | 665,940 | |
Income tax provision (benefit) | 20,325 | 43,831 | 243,701 | ||
Segment assets | 11,236,146 | 12,605,082 | 11,236,146 | 12,605,082 | |
Retail [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 26,980,745 | 28,193,022 | 78,736,102 | 81,304,740 | |
Cost of sales | 20,234,411 | 20,704,592 | 58,921,986 | 59,327,757 | |
Retail occupancy costs | 2,276,924 | 1,834,247 | 6,118,410 | 5,670,852 | |
Gross profit | 4,469,410 | 5,654,183 | 13,695,706 | 16,306,131 | |
Interest expense, net | (353,933) | (212,120) | (990,793) | (570,345) | |
Depreciation and amortization | 526,469 | 465,592 | 1,487,667 | 1,325,341 | |
Capital expenditure | 510,228 | 407,355 | 4,192,288 | 2,623,711 | |
Segment income (loss) before income tax provision (benefit) | (1,706,850) | (560,078) | (7,567,539) | (1,637,651) | |
Income tax provision (benefit) | (59,387) | 270,002 | (546,336) | ||
Segment assets | $ 39,175,016 | $ 36,404,816 | $ 39,175,016 | $ 36,404,816 |
Segment Reporting (Details Text
Segment Reporting (Details Textual) | 9 Months Ended |
Dec. 31, 2018Segments | |
Segment Reporting (Textual) | |
Number of operating segments | 2 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | ||||
Federal | ||||
State | ||||
Current Total | ||||
Deferred: | ||||
Federal | 235,375 | (195,102) | ||
State | 78,458 | (107,533) | ||
Deferred Total | 313,832 | (302,636) | ||
Total | $ (39,061) | $ 313,833 | $ (302,635) |
Income Taxes (Details 1)
Income Taxes (Details 1) | 9 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Expected tax at U.S. statutory income tax rate | 21.00% | 34.00% |
State and local income taxes, net of federal income tax effect | 14.00% | 14.00% |
Other non-deductible fees and expenses | 3.00% | 1.00% |
Change of deferred tax reserve | (44.50%) | (19.00%) |
Other | 2.30% | 1.00% |
Effective tax rate | (4.20%) | 31.00% |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) | Dec. 31, 2018 | Mar. 31, 2018 |
Deferred Tax Assets/ (Liabilities): | ||
Deferred expenses | $ 522,987 | $ 68,124 |
Sec 263A Inventory Cap | 155,676 | 189,100 |
Deferred rent | 1,824,730 | 1,983,213 |
Depreciation and amortization | (1,303,996) | (1,971,247) |
Net operating losses | 2,639,930 | 531,372 |
Valuation allowance | (3,839,327) | (486,730) |
Net Deferred Tax Assets | $ 313,832 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 9 Months Ended | |
Dec. 31, 2018 | Mar. 31, 2018 | |
Income Taxes (Textual) | ||
Valuation allowance | $ 3,839,327 | $ 486,730 |
Income tax purpose, description | Expire in the years 2031 through 2037. | |
U.S. NOL [Member] | ||
Income Taxes (Textual) | ||
Net operating loss carryforwards | $ 9,959,639 | $ 2,429,079 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | ||||
Management Fees | $ 67,360 | $ 64,601 | $ 182,703 | $ 162,025 |
Advertising Fees | 5,950 | 16,000 | 30,900 | 67,167 |
Non-Perishable & Perishable Sales | 906,564 | 2,160,248 | 3,186,592 | 7,136,011 |
New York Mart, Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 15,845 | 11,651 | 42,756 | |
Advertising Fees | 5,770 | 880 | 28,028 | |
Non-Perishable & Perishable Sales | 565,816 | 193,741 | 1,656,862 | |
Pacific Supermarket Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 21,945 | 22,237 | 77,998 | 62,440 |
Advertising Fees | 1,530 | 6,550 | 14,040 | 30,368 |
Non-Perishable & Perishable Sales | 295,344 | 749,033 | 1,314,938 | 2,606,133 |
Pine Court Sunrise, Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | ||||
Advertising Fees | ||||
Non-Perishable & Perishable Sales | 9,647 | 43,274 | ||
Elhurst [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 8,877 | 8,877 | ||
Advertising Fees | 860 | 860 | ||
Non-Perishable & Perishable Sales | ||||
Spring Farm Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 3,702 | 3,702 | ||
Advertising Fees | ||||
Non-Perishable & Perishable Sales | 797 | 607 | 2,708 | 4,798 |
El Monte [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 5,575 | 8,868 | ||
Advertising Fees | 800 | 800 | ||
Non-Perishable & Perishable Sales | 17,673 | 105,177 | ||
iFresh Harwin Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 4,240 | 2,862 | 4,240 | |
Advertising Fees | 800 | 2,600 | 800 | |
Non-Perishable & Perishable Sales | 44,445 | 9,677 | 141,377 | |
Spicy Bubbles, Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | ||||
Advertising Fees | ||||
Non-Perishable & Perishable Sales | 6,768 | 59,395 | ||
Pine Court Chinese Bistro [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | ||||
Advertising Fees | ||||
Non-Perishable & Perishable Sales | 20,728 | 120,252 | ||
New York Mart El Monte Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 4,944 | |||
Advertising Fees | 1,600 | |||
Non-Perishable & Perishable Sales | ||||
NYM Tampa Seafood Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 550 | |||
Advertising Fees | ||||
Non-Perishable & Perishable Sales | ||||
NY Mart MD Inc. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Management Fees | 32,836 | 16,704 | 72,119 | 43,721 |
Advertising Fees | 3,560 | 2,080 | 10,920 | 7,171 |
Non-Perishable & Perishable Sales | $ 600,776 | $ 755,178 | $ 1,622,255 | $ 2,442,017 |
Related-Party Transactions (D_2
Related-Party Transactions (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Mr. Long Deng [Member] | ||||
Related-Party Transactions (Textual) | ||||
Rent incurred to the related party | $ 292,460 | $ 523,381 | $ 877,381 | $ 877,381 |
Operating Lease Commitments (De
Operating Lease Commitments (Details) | Dec. 31, 2018USD ($) |
Operating Leased Assets [Line Items] | |
2,019 | $ 8,870,400 |
2,020 | 9,088,181 |
2,021 | 8,830,457 |
2,022 | 8,982,420 |
2,023 | 8,775,892 |
Thereafter | 57,530,861 |
Total payments | 102,078,211 |
Non-related parties [Member] | |
Operating Leased Assets [Line Items] | |
2,019 | 7,364,509 |
2,020 | 7,493,114 |
2,021 | 7,208,124 |
2,022 | 7,315,813 |
2,023 | 7,097,124 |
Thereafter | 46,875,356 |
Total payments | 83,354,040 |
Related party [Member] | |
Operating Leased Assets [Line Items] | |
2,019 | 1,505,891 |
2,020 | 1,595,067 |
2,021 | 1,623,333 |
2,022 | 1,666,607 |
2,023 | 1,678,768 |
Thereafter | 10,655,505 |
Total payments | $ 18,724,171 |
Operating Lease Commitments (_2
Operating Lease Commitments (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Lease Commitments (Textual) | ||||
Average remaining lease term | 9 years | |||
Operating leases, rent expense | $ 2,276,924 | $ 1,834,247 | $ 6,118,410 | $ 5,670,852 |
Contingent Liability (Details)
Contingent Liability (Details) - USD ($) | Apr. 26, 2018 | Mar. 29, 2018 | Aug. 27, 2017 | Nov. 19, 2018 | May 31, 2018 | Apr. 17, 2017 | Dec. 31, 2018 | Sep. 26, 2017 | Mar. 07, 2017 |
Contingent Liability (Textual) | |||||||||
Principal damages value | $ 795,000 | ||||||||
Rental payments to landlord | $ 1,850,000 | ||||||||
Lease term, description | The Lease had a 10-year initial term, followed by an option for two additional 10-year terms. Ming has exercised that first option, and the Lease has approximately 15 years remaining if the second option is also exercised. | ||||||||
Total judgment damage compensation, description | The jury awarded Ming judgment against the landlord in the amount of $795,000, plus continuing damages of $2,250 per month until the structural repairs were completed. The court found that the landlord's actions violated the Massachusetts unfair and deceptive acts and practices statute and therefore doubled the amount of damages to $1,590,000 and further ruled that Ming should also recover costs and attorneys? fees of approximately $250,000. The judgment required the landlord to repair the premises and obtain an occupancy permit. The landlord was responsible to Ming for damages in the amount of $2,250 per month until an occupancy permit was is issued. The judgment also accrues interest at the rate of 12% per year until paid. | ||||||||
New York Mart Group Inc [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Principal damages value | $ 210,062 | $ 116,878 | |||||||
Amount in favor of plaintiff | $ 385,471 | ||||||||
Penalty amount | 256,000 | ||||||||
Accrued potential loss and expense | 200,000 | ||||||||
Trading, Llc [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Attorneys' fees | $ 122,206 | $ 40,654 | |||||||
Accrued potential loss and expense | 500,000 | ||||||||
Jendo Ermi Lp [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Principal damages value | $ 952,692 | $ 309,009 | |||||||
Alleges, description | Jendo Ermi (1) overstated the square footage of the property to obtain higher rents; (2) failed to provide certain furniture, fixtures, and equipment (FF&E) valued at approximately $300,000 that were promised under the lease; and (3) failed to disclose that parts of the building were not habitable. | ||||||||
Settlement agreement, description | The Company entered into a settlement agreement with Jendo Ermi, LP whereby iFresh agreed to transfer possession of the premises to Jendo and pay Jendo the total amount of $652,039 in satisfaction of all disputes between the parties. | ||||||||
Total amount of disputes between the parties | $ 652,039 | ||||||||
Glass Repairs [Member] | Ming’s Supermarket, Inc. [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Leasing costs | 30,000 | ||||||||
Structural Repairs [Member] | Ming’s Supermarket, Inc. [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Leasing costs | 500,000 | ||||||||
Elevator Repairs [Member] | Ming’s Supermarket, Inc. [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Leasing costs | 400,000 | ||||||||
Maximum [Member] | New York Mart Group Inc [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Invoices and attorney cost | 90,000 | ||||||||
Minimum [Member] | New York Mart Group Inc [Member] | |||||||||
Contingent Liability (Textual) | |||||||||
Invoices and attorney cost | $ 80,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Feb. 07, 2019 | Jan. 23, 2019 | Dec. 31, 2018 |
Mr. Long Deng [Member] | |||
Subsequent Event [Line Items] | |||
Common stock restricted, shares | 8,294,989 | ||
Total issued and outstanding shares percentage | 51.00% | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Share purchase agreement, description | Company received a notice from Keybank indicating Keybank does not consent to the transaction contemplated by the Share Purchase Agreement by and between Long Deng and HK Xu Ding Co. Limited and that the monthly principal and interest payment amount shall be adjusted to $155,872.35 to fully amortize the current outstanding principal balance of the loan over the number of months remaining on the original ten year amortization period at the interest rate now in effect. | ||
Subsequent Event [Member] | Mr. Long Deng [Member] | |||
Subsequent Event [Line Items] | |||
Share price | $ 0.85 | ||
Total consideration shares of cash | $ 7,050,741 |