What changed in this filing

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Item 1. Financial Statements

2026-06-01 compared with 2026-02-17 · 116 added, 81 removed, 201 unchanged (49% of the section changed)

3 unchanged sentences

CONSOLIDATED STATEMENT OF NET LIABILITIES IN LIQUIDATION

June 30, 2025

September 30, 2025

March 31, 2025

June 30, 2025

September 30, 2025

March 31, 2025

15 unchanged sentences

CONSOLIDATED STATEMENT OF CHANGES IN NET LIABILITIES IN LIQUIDATION

For the Three Months

Ended June 30, 2025

For the Six Months

Ended September 30, 2025

Net liabilities in liquidation, March 31, 2025

2 unchanged sentences

Write-off of assets

Transfer of fixed assets and intangibles to creditor

Transfer of fixed assets and intangibles assets to creditor

( 35,800,000 )

2 unchanged sentences

Extinguishment of other liabilities

Net changes in liabilities in liquidation

Net liabilities in liquidation, June 30, 2025

Net changes (increase) in liabilities in liquidation

Net liabilities in liquidation, September 30, 2025

$ ( 8,875,938 )

3 unchanged sentences

Concern Basis)

Three Months Ended

June 30, 2024

For the Six Months

Ended September 30,2024

Cost of sales

10 unchanged sentences

Change in fair value of warrant liability

Change in fair value of restructured notes payable

Change in fair value of restructured notes

Extension fee

(Loss) gain on sale of machinery and equipment

Gain on sale of machinery and equipment

Total other income (expense), net

Loss before income taxes

Income (loss) before income taxes

( 3,914,477 )

1 unchanged sentence

( 3,914,477 )

Less net loss attributable to non-controlling interest

Net loss attributable to NaturalShrimp Inc.

( 3,914,477 )

Accretion on Preferred shares

2 unchanged sentences

Loss per share (Basic and Diluted)

Loss per share (Diluted)

WEIGHTED AVERAGE SHARES OUTSTANDING (Basic and Diluted)

1,200,205,922

accompanying footnotes are an integral part of these condensed consolidated financial statements

WEIGHTED AVERAGE SHARES OUTSTANDING (Diluted)

1,200,205,922

accompanying notes are an integral part of these Condensed Consolidated financial statements.

NATURALSHRIMP

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICIT

the three months ended June 30, 2024

the six months ended September 30, 2024

Concern Basis)

Preferred stock

Additional paid

Additional paid in

Total stockholders’

4 unchanged sentences

( 56,876,421 )

Issuance of common shares under financing agreement

Shares issued upon exchange of Partitioned Note

Accretion of Series E Preferred stock

Accretion on Series G Preferred stock

Dividends payable on Preferred stock

( 2,802,548 )

Balance June 30, 2024

1,192,874,082

$ 127,046,949

$ ( 186,717,101 )

( 59,216,527 )

1,192,874,082

$ 127,046,949

$ ( 186,717,101 )

( 59,216,527 )

Issuance of common shares under financing agreement

Conversion of Series E Preferred Stock

Shares issued upon exchange of Partitioned Note

Accretion of Series E Preferred stock

Accretion on Series G Preferred stock

2 unchanged sentences

( 1,111,929 )

Balance June 30, 2024

Balance September 30, 2024

1,257,546,746

6 unchanged sentences

( 60,093,038 )

accompanying footnotes are an integral part of these condensed consolidated financial statements.

accompanying notes are an integral part of these Condensed Consolidated financial statements.

NATURALSHRIMP

1 unchanged sentence

Concern Basis)

For Three Months Ended June 30, 2024

For the six months

ended September 30, 2024

CASH FLOWS FROM OPERATING ACTIVITIES

6 unchanged sentences

Financing costs

(Loss) gain on sale of machinery and equipment

Gain on sale of machinery and equipment

Shares issued for services

2 unchanged sentences

Accounts receivable

Prepaid expenses

Prepaid expenses and other current assets

Deferred offering costs

2 unchanged sentences

Accrued expenses - related parties

Accrued interest

Accrued interest - related parties

Contract liability

Other current asset-related party

Operating lease liabilities

Cash used in operating activities

( 1,556,765 )

CASH FLOWS FROM INVESTING ACTIVITIES

1 unchanged sentence

Cash received for sale of machinery and equipment

Cash provided by (used in) investing activities

Cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES

Payments of notes payable

Proceeds from line of credit

Proceeds from sale of stock

Proceeds from promissory note, related parties

Proceeds from sale of Series E Preferred Shares

Proceeds from sale of Series G Preferred Shares

13 unchanged sentences

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

THE THREE MONTHS ENDED JUNE 30, 2025

THE SIX MONTHS ENDED SEPTEMBER 30, 2025

1 – NATURE OF THE ORGANIZATION AND BUSINESS

3 unchanged sentences

low-cost environment, and in fully contained and independent production facilities.

Company has three wholly-owned subsidiaries including NaturalShrimp USA Corporation (“NSC”) and NaturalShrimp Global, Inc.

(“NS Global”) and Natural Aquatic Systems, Inc.

(“NAS”), and owns 51 % of NaturalShrimp/Hydrenesis LLC, a Texas

limited liability company.

and Liquidation

15 unchanged sentences

assets of NaturalShrimp.

11, 2025, the Receiver filed a Motion for Approval to Sell Substantially all of the Receivership Entities’ Assets to Streeterville

Captial, LLC and Bucktown Captial, LLC (or Their Designees) or Any Other Party With a Higher and Better Offer Free and Clear of All Liens,

Interests, Claims, and Encumbrances (the “Sale Motion”) in the Receivership Case.

The Sale Motion sought the Utah State

Court’s approval for the Receiver to sell substantially all of the Receivership Entities’ assets free and clear of all liens,

interests, claims, and encumbrances to Streeterville and Bucktown Capital, through their designated entities, NaturalShrimp Farms, Inc.

(“NV Purchaser”), a Nevada corporation, Iowa Shrimp Holdings, LLC (“IA Purchaser”), an Iowa limited liability

company, Texas Shrimp Holdings, LLC (“TX Purchaser” or together with NV Purchaser and IA Purchaser, the “Purchasers”),

a Texas limited liability company, for a roughly $ 35,703,789.87 credit bid (based on a secured and administrative claim basis) and $ 100,000

cash, pursuant to the terms and conditions set forth in that certain Asset Purchase Agreement (“APA”) between Trustee and

The order to sell the assets was approved on March 30, 2025 and the title to the assets was transferred to the lenders on

May 14, 2025.

February 11, 2025, the Receiver filed a Motion for Approval to Sell Substantially all of the Receivership Entities’ Assets to

Streeterville Captial, LLC and Bucktown Captial, LLC (or Their Designees) or Any Other Party With a Higher and Better Offer Free and

Clear of All Liens, Interests, Claims, and Encumbrances (the “Sale Motion”) in the Receivership Case.

The Sale Motion

sought the Utah State Court’s approval for the Receiver to sell substantially all of the Receivership Entities’ assets free

and clear of all liens, interests, claims, and encumbrances to Streeterville and Bucktown Capital, through their designated entities,

NaturalShrimp Farms, Inc.

(“NV Purchaser”), a Nevada corporation, Iowa Shrimp Holdings, LLC (“IA Purchaser”),

an Iowa limited liability company, Texas Shrimp Holdings, LLC (“TX Purchaser” or together with NV Purchaser and IA Purchaser,

the “Purchasers”), a Texas limited liability company, for a roughly $ 35,703,789.87 credit bid (based on a secured and administrative

claim basis) and $ 100,000 cash, pursuant to the terms and conditions set forth in that certain Asset Purchase Agreement (“APA”)

between Trustee and Purchasers.

The order to sell the assets was approved on March 30, 2025 and the title to the assets was transferred

to the lenders on May 14, 2025.

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

of Presentation

Condensed Consolidated financial statements have been prepared in accordance with United States generally accepted accounting

principles (“US GAAP”).

As the Company’s liquidation became imminent as of March 30, 2025, the Company has

presented its financial statements under the liquidation basis of accounting as of both June 30, 2025 and March 31, 2025.

with ASC 205-30, Liquidation Basis of Accounting , the Company has presented a condensed consolidated statement of net

liabilities in liquidation as of June 30, 2025 and March 31, 2025 and a condensed consolidated statement of changes of net

liabilities in liquidation for the three months ended June 30, 2025.

In addition, to comply with the financial statement

requirements of Article 8 of Regulation S-X, the Company has also presented a condensed consolidated statement of operations, a

condensed consolidated statement of changes in shareholders equity and a condensed consolidated statement of cash flows for the

three months ended June 30, 2024 under the going concern basis of accounting.

The going concern financial statements have been

presented separately from the liquidation basis financial statements as the results should not be considered comparable under the

two presentation methods.

The interim financial statements should be read in conjunction with the audited consolidated financial

statements, including the notes thereto, included in our 2025 Annual Report on Form 10-K that was filed with the Securities and Exchange Commission on November 5, 2025.

Consolidation

condensed consolidated financial statements include the accounts of NaturalShrimp Incorporated and its wholly-owned subsidiaries, NaturalShrimp

USA Corporation, NaturalShrimp Global and NAS, and the 51 % ownership of NaturalShrimp/Hydrenesis LLC.

All significant intercompany accounts

and transactions have been eliminated in consolidation.

Condensed Consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles

As the Company’s liquidation became imminent as of March 30, 2025, the Company has presented its financial

statements under the liquidation basis of accounting as of both September 30, 2025 and March 31, 2025.

To comply with ASC 205-30, Liquidation

Basis of Accounting , the Company has presented a condensed consolidated statement of net liabilities in liquidation as of September

30, 2025 and March 31, 2025 and a condensed consolidated statement of changes of net liabilities in liquidation for the six months ended

September 30, 2025.

In addition, to comply with the financial statement requirements of Article 8 of Regulation S-X, the Company has

also presented a condensed consolidated statement of operations, a condensed consolidated statement of changes in shareholders equity

and a condensed consolidated statement of cash flows for six months ended September 30, 2024 under the going concern basis of accounting.

The going concern financial statements have been presented separately from the liquidation basis financial statements as the results

should not be considered comparable under the two presentation methods.

The interim financial statements should be read in conjunction

with the audited consolidated financial statements, including the notes thereto, included in our 2025 Annual Report on Form 10-K filed

with the Securities and Exchange Commission on November 5, 2025.

financial statements in conformity with accounting principles generally accepted in the United States of America requires management

14 unchanged sentences

its liabilities in accordance with the measurement provision of other topics that it would otherwise apply to those liabilities.

Company’s financial instruments include cash and cash equivalents, payables and debt and are accounted for under the provisions

Company’s financial instruments include cash, payables and debt and are accounted for under the provisions

of ASC Topic 825, “ Financial Instruments” .

3 unchanged sentences

Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.

no cash equivalents as of June 30, 2025 and March 31, 2025.

no cash equivalents as of September 30, 2025 and March 31, 2025.

Issued Accounting Standards

12 unchanged sentences

As such, in accordance with the ASC 205-30, the Company has presented i) a condensed consolidated statement of net liabilities

in liquidation as of both June 30, 2025 and March 31, 2025 and ii) a condensed consolidated statement of changes in net liabilities in

liquidation for the period ended June 30, 2025.

The condensed consolidated statements of net liabilities in liquidation and statement

of changes of net liabilities in liquidation have been prepared using the liquidation basis of accounting.

in liquidation as of both September 30, 2025 and March 31, 2025 and ii) a condensed consolidated statement of changes in net liabilities

in liquidation for the six months ended September 30, 2025.

The condensed consolidated statements of net liabilities in liquidation and

statement of changes of net liabilities in liquidation have been prepared using the liquidation basis of accounting.

part of the liquidation, the Company transferred ownership of its revenue generating fixed assets and intangible assets on May 14, 2025

5 unchanged sentences

by which we expect to complete the liquidation.

condensed consolidated statement of net liabilities in liquidation as of June 30, 2025 and March 31, 2025 reflects the following:

condensed consolidated statement of net liabilities in liquidation as of September 30, 2025 and March 31, 2025 reflects the following:

additional items were recognized, such as trademarks, that the Company might either sell in liquidation or use to settle its liabilities

have been recognized in accordance with the recognition provisions of other topics that otherwise would apply to those liabilities.

As of June 30, 2025, our remaining liabilities were primarily comprised of accounts payable and accrued expenses to finance and legal

service providers, accrued salaries and remaining outstanding debt.

Of the $ 8.7 million in outstanding liabilities as of June 30, 2025 approximately

As of September 30, 2025, our remaining liabilities were primarily comprised of i) accounts payable and accrued expenses to finance

and legal service providers and ii) remaining outstanding debt.

Of the approximately $ 8.9

million in outstanding liabilities as of September 30, 2025 approximately $ 3.0

million was to related parties

intangible assets and fixed assets were recognized based on a settlement amount equal to the credit bid of approximately $ 35,800,000

as of March 31, 2025.

As of June 30, 2025, intangible assets and fixed assets were fully de-recognized due to ownership of the assets

being transferred to our creditors as of May 14, 2025.

additional costs or income expected to be incurred or earned through the end of our liquidation were accrued as of March 31, 2025 as

the Company did not have a reasonable basis for estimation.

However, as of June 30, 2025 costs and income expected to be incurred or

earned were accrued through December 31, 2025.

The amounts accrued subsequent to the balance sheet date were primarily comprised of

legal and accounting fees and were not material.

of March 31, 2025, the intangible assets and fixed assets were recognized based on a settlement amount equal to the credit bid of

approximately $ 35,800,000 .

As of September 30, 2025, intangible assets and fixed assets were fully de-recognized due to ownership

of the assets being transferred to our creditors as of May 14, 2025.

additional costs expected to be incurred through the end of our liquidation were accrued as of March 31, 2025 as the Company did

not have a reasonable basis for estimation at that time.

However, as of September 30, 2025 costs expected to be incurred were accrued

through December 31, 2025.

The amounts accrued subsequent to the balance sheet date were primarily comprised of legal and accounting

fees and were not material.

We do not expect to earn any additional income through the end of the liquidation period.

4 – SUBSEQUENT EVENTS

1 unchanged sentence

date but before the financial statements were issued.

To that extent, the Company noted no material events or transactions to be disclosed.

To that extent, the Company noted the following:

March of 2026, NaturalShrimp Incorporated entered into an Intellectual Property Acquisition and Management Transition Agreement (the

“Agreement”) with Hydrenesis, Inc., a Florida corporation (“Hydrenesis”), and David Antelo.

Pursuant to the agreement:

Company will transition its operations toward the commercialization of aquaculture and water

treatment technologies;

and control of the Company has been transferred in accordance with the Agreement.

will transfer certain intellectual property and related technology assets to the Company

(the “Transferred IP”);

Company’s outstanding obligation to Hydrenesis in the amount of approximately $ 1,034,112

will be converted into equity at Closing;

Company has approved and executed Certificates of Designation for Series P, Series P-2, and

Series L Preferred Stock, which are expected to be filed with the Nevada Secretary of State;

liabilities, obligations, and legacy securities, including Series A Preferred Stock and Series

F Preferred Stock, will be restructured, amended, cancelled, or exchanged into Series L Preferred

agreement with Hydrenesis was not yet consummated as of the date of this filing.

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.

What changed 10-Q

Item 1. Financial Statements