Item 1. Legal Proceedings
Item
1. Legal Proceedings
On
September 4, 2024, Streeterville Capital, LLC, a Utah limited liability company, and Bucktown Capital, LLC, a Utah limited liability
company (collectively, “Lenders”), filed a Verified Emergency Motion for Appointment of Receiver (the “Motion”)
under Civil Case No. 240907138 (the “Receivership Case”), in the District Court of Salt Lake County, Utah (the “Utah
State Court”), against NaturalShrimp, Inc. (“NaturalShrimp”), a Nevada corporation.
The
Motion alleges, among other things, that NaturalShrimp has defaulted under the terms of its loan agreements with Lenders. The Motion
sought the appointment of a Receiver to immediately take control of NaturalShrimp’s assets to preserve same.
An
order was entered ex parte by the Utah State Court in the Receivership Case on September 9, 2024 granting the relief requested by Lenders.
The Utah State Court duly appointed Amplēo Turnaround and Restructuring, LLC (the “Receiver”) as the receiver over NaturalShrip’s
assets. The Utah State Court’s order further scheduled a hearing to be held on September 17, 2024, on a preliminary injunction
to address issues raised in the Motion.
On
November 20, 2024, Lenders, NaturalShrimp, NaturalShrimp USA Corporation (“NaturalShrimp USA”), NaturalShrimp Global, Inc.
(“NaturalShrimp Global”), and Natural Aquatic Systems, Inc. (“Natural Aquatic”) (collectively, the “Receivership
Entities”) filed a Verified Amended and Stipulated Emergency Motion for Immediate Appointment of a Receiver (the “Stipulated
Motion”) in the Receivership Case.
On
November 22, 2024, the Utah State Court entered an order granting the Stipulated Motion and appointed Receiver as the receiver over the
assets of NaturalShrimp USA NaturalShrimp Global, and Natural Aquatic Systems pursuant to an amended receivership order (the “Amended
Receivership Order”). Under the Amended Receivership Order, the Receiver is the receiver over the Receivership Entities’
assets.
On 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 seeks 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. As part of the sale, the Company transferred its ownership rights to its fixed assets, patents and license agreements (total
balance of $25.5 million as of September 30, 2024) in exchange for the extinguishment of its outstanding debt to Streeterville and Buckstown
Capital ($30.8 million as of September 30, 2024).
Item
1A. Risk Factors
As
a smaller reporting Company (“SRC”) we are not required to provide this information.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.