The Endico brothers are fighting again over the status of their Mount Vernon food distributing business.
Felix Endico claims that William Endico has violated an agreement to sell UFS Industries Inc., in a complaint filed on March 18 in Westchester Supreme Court, therefor the business must be turned over to a receiver to be dissolved.
Appointment of a receiver is necessary, the complaint states, “to break the deadlock between UFS Industries Inc.’s two shareholders, take control of UFS Industries Inc.’s assets and accounts, manage day-to-day operations, and wind-up and dissolve UFS Industries Inc.”
The Endico brothers are inheritors of a foods enterprise that dates back to their grandparents’ Bronx grocery. UFS Industries makes packaged deli salads — such as potato salad, coleslaw, and tuna salad — that are sold to supermarkets, delis and restaurants.
The brothers each inherited 50% of the business from their father, in 2013. William, of Armonk, is the CEO. Felix, of Darien, Connecticut, is the chief operating officer. William also leads Ace Endico, a food distributor based in Brewster.
Felix sued William for $5 million in 2019, alleging that his brother had diverted assets from UFS Industries to Ace Endico. William filed counter-claims, also demanding $5 million and alleging that Felix had misappropriated assets from UFS Industries.
In April 2023, the brothers held a stockholder’s meeting to discuss the company’s future.
They agreed to put the company up for sale, and if it were not sold, to liquidate the company and split the proceeds, according to the new lawsuit. They also agreed to discontinue the 2019 lawsuit.
They dropped the original lawsuit this past October. But UFS Industries has not been sold.
Over the past nine months, the brothers and their attorneys have exchanged several accusatory letters and emails.
Felix questioned why William had provided few details about offers to buy the business.
“Eighteen months have passed, to no avail,” he stated in a letter last November.
William’s lawyer contends that the agreement is not an enforceable contract and did not set a deadline. Meanwhile, he said, William is actively trying to sell the company.
A dissolution at this point would waste company resources, William’s attorney stated in a March 5 letter to Felix’s attorney, “and would certainly be detrimental to both Felix’s and William’s interests.”
Felix should “join with his brother and participate in the effort to sell the company to a third-party,” the letter states, “for their mutual benefit and that of the company.”
Felix Endico is represented by White Plains attorneys Alfred E. Donnellan and Nelida Lara. William Endico is represented by Manhattan attorney Bruce S. Goodman.
Felix Endico is asking he court to enforce the 2023 agreement and to appoint a receiver to liquidate the business.
