UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of
The
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): March 13, 2006
(March 8, 2006)
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Innovative
Food holdings, Inc.
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(Exact
name of registrant as specified in its
charter)
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Florida
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0-9376
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20-1167761
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1923
Trade Center Way, Naples, Florida
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34109
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (239) 596-0204
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
oWritten
communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting
material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
| (b) |
On
March 10, 2006, the registrant issued a press release announcing that
as
of Wednesday, March 8, its president, Jonathan Steckler, was no longer
employed by the registrant. The registrant also announced that Mr.
Sam
Klepfish, a director, will have the title Interim President.
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| (c) |
Mr.
Klepfish currently serves as a Managing Partner at ISG Capital, where
he focuses on corporate finance advisory and on evaluating
investments for the KV Asset Management Group. He is also a
Vice President at Freidland Capital, a corporate finance advisory
firm for public companies. From May 2004 through February
2005 Mr. Klepfish served as a Managing Director of Technoprises,
Ltd. From January 2001 to May 2004 he was a corporate finance
analyst and consultant at Phillips Nizer, a New York law firm. Since
January 2001 Mr. Klepfish has been a member of the steering committee
of
Tri-State Ventures, a New York investment group. From 1998 to December
2000, Mr. Klepfish was an asset manager for several investors in
small-cap entities. Mr. Klepfish also serves as a
Director at KV Asset Management group. Mr. Klepfish has no familial
relationship with any of the registrant’s directors or executive officers.
During the past two years, Mr. Klepfish was not involved in any
transaction with the registrant.
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ITEM
9.01 Financial Statements and Exhibits
| (d) Exhibits | |||
| Exhibit | Description | ||
| 99.1 | March 10, 2006 Press Release | ||
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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INNOVATIVE FOOD
HOLDINGS, INC.
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Dated:
March 13, 2006
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By: /s/ Joe DiMaggio, Jr. | |
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| Joe DiMaggio, Jr. CEO | ||
Exhibit
Index
| Exhibit | Description | ||
| 99.1 | March 10, 2006 Press Release |
Innovative
Food Holdings, Inc. Announces Management Changes
Naples,
Florida - March 10, 2006 - Innovative Food Holdings, Inc. (PK: IVFH) announces
that as of Wednesday, March 8, its president, Jonathan Steckler, was no longer
employed by the company. His position will be filled on an interim basis by
Sam
Klepfish, a member of the Board of Directors, who will have the title Interim
President. Mr. Klepfish joined the Board in December 2005 and has a background
in corporate finance.
Chef
Joe
DiMaggio, Jr., CEO of IVFH said “While I am saddened to see Jonathan’s
departure, I believe the company is fortunate that Sam has agreed to become
more
involved with the Company on a day-to-day basis.”
Innovative
Food holdings, Inc. is the parent of Food Innovations, Inc., a distributor
of
fine perishables and specialty food products to the restaurant industry through
overnight shipping channels.
For
information about the company and its subsidiary, please visit
www.foodinno.com.
This
release contains certain forward-looking statements and information relating
to
IVFH that are based on the beliefs of IVFH's management, as well as assumptions
made by and information currently available to the Company. Such statements
reflect the current views of the Company with respect to future events including
estimates and projections about IVFH’s business based on certain assumptions of
IVFH’s management, including those described in this Release. These statements
are not guarantees of future performance and involve risk and uncertainties
that
are difficult to predict, including changes in demand for the Company’s services
and products, changes in the regulatory environment affecting the Company’s
business and changing price and market conditions. Should one or more of these
underlying assumptions prove incorrect, actual results may vary materially
from
those described herein as anticipated, believed, estimated or expected. The
Company does not intend to update these forward-looking
statements.