106 unchanged sentences
into shares of common stock of the Company at the Seller’s option, at any time after the first anniversary of the date of the Note,
−Removed: at the rate of one share for each $2.00 of principal and/or interest so converted (the “Conversion Shares”).
+Added: at the rate of 0.05 share for each $40.00 of principal and/or interest so converted (the “Conversion Shares”).
has the right to prepay the Notes in whole or in part at any time without penalty or premium.
−Removed: April 15, 2021, the Company issued an aggregate of 16,460 shares of common stock to the Seller’s in lieu of payment in cash of
−Removed: accrued interest in the aggregate amount of $39,504 under the Sellers’ Notes.
the effective time of the Coastal Merger, the Coastal Sellers entered into leak-out agreements (each, a “Leak-Out Agreement”)
16 unchanged sentences
and Coastal Pride entered into a loan and security agreement (the “Loan Agreement”) with
−Removed: Lighthouse Financial Corp., a North Carolina corporation (“Lighthouse”), and the loan with ACF was extinguished.
+Added: Lighthouse, and the loan with ACF was extinguished.
+Added: April 15, 2021, the Company issued an aggregate of 823 shares of common stock to the Coastal Seller in lieu of payment in cash of
+Added: accrued interest in the aggregate amount of $39,504 under the Sellers’ Notes.
+Added: combination of cash and shares of common stock were issued on the notes by the Company totaling an aggregate of $180,989 on the Walter
+Added: Lubkin III Convertible Note, Tracy Greco Convertible Note and John Lubkin Convertible Note and such notes were extinguished on December
of BC Aquafarms Acquisition
28 unchanged sentences
with the Company.
+Added: July 6, 2023, the Company, TOBC and Steve Atkinson and Janet Atkinson agreed to waive a requirement in the First Amendment to the SPA
+Added: entered into as of June 24, 2021, that an aggregate of 17,247 shares of common stock of the Company (“Additional Shares”)
+Added: held in escrow be released if at June 24, 2023, the twenty-four month anniversary of the closing of the acquisition of TOBC by the Company,
+Added: TOBC had cumulative revenues of at least CAD$1,300,000, or if TOBC’s cumulative revenue had not reached CAD$1,300,000, a prorated
+Added: number of Additional Shares be released.
+Added: Accordingly, on July 6, 2023, the Company authorized the release of 8,451 Additional Shares
+Added: to Steve Atkinson and 8,796 Additional Shares to Janet Atkinson.
Seafood Asset Acquisition
18 unchanged sentences
new facility is earlier completed.
+Added: Our website address is www.bluestarfoods.com .
+Added: The information contained on, or that can be accessed through, our website is not incorporated by reference into this Annual Report and
+Added: is intended for informational purposes only.
are an international seafood company based in Miami, Florida that imports, packages and sells refrigerated pasteurized crab meat, and
19 unchanged sentences
purchases the majority of our crab product (Portunus Pelagicus and Portunus Haanii) from processors which source the crab meat
−Removed: from local fishermen in Indonesia, the Philippines, Thailand, Vietnam, Sri Lanka and India, to whom we pay a premium in order to outfit
−Removed: their boats with a proprietary GPS-based system.
−Removed: This system allows us to trace where the crab product originates and ensure that only
−Removed: mature crabs are being harvested by the use of collapsible traps and not gill nets.
+Added: from local fishermen in Indonesia, the Philippines, Thailand, Vietnam and India, to whom we pay a premium in order to outfit their boats
+Added: with a proprietary GPS-based system.
+Added: This system allows us to trace where the crab product originates and ensure that only mature crabs
+Added: are being harvested by the use of collapsible traps and not gill nets.
crab meat is purchased directly from processors with whom we have long-standing relationships, that have agreed to source their product
126 unchanged sentences
certified grade A by the BRC and are audited annually to ensure safety and quality.
−Removed: Company had five major suppliers located in the United States, Indonesia, Vietnam and China which accounted for approximately
+Added: Company had four major suppliers located in the United States, Canada and China which accounted for approximately 82%
of the Company’s total purchases during the year ended December 31, 2023.
−Removed: The Company’s largest supplier is located
−Removed: in Indonesia and accounted for 29% of the Company’s total purchases in the year ended December 31, 2022.
+Added: The Company’s largest supplier is located in Miami
+Added: and accounted for 35% of the Company’s total purchases in the year ended December 31, 2023.
Marketing and Distribution
22 unchanged sentences
Company had nine customers which accounted for approximately 52% of revenue during the year ended December 31, 2023.
−Removed: One customer accounted
+Added: Two customers accounted
for 22% of revenue during the year ended December 31, 2023.
−Removed: The loss of any major customer could have a material adverse impact on
−Removed: the Company’s results of operations, cash flows and financial position.
+Added: The loss of any major customer could have a material adverse impact on the
+Added: Company’s results of operations, cash flows and financial position.
general, the international seafood industry is intensely competitive and highly fragmented.
107 unchanged sentences
of our facilities.
−Removed: of April 17, 2023, we had thirty-five full time employees and no part-time employees.
−Removed: We believe that our future success will depend,
−Removed: in part, on our continued ability to attract, hire and retain qualified personnel.
+Added: of March 28, 2024, we had thirty-nine full time employees and no part-time employees.
+Added: We believe that our future success will depend, in
+Added: part, on our continued ability to attract, hire and retain qualified personnel.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.