What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-09-10 compared with 2025-08-21 · 294 added, 253 removed, 802 unchanged (41% of the section changed)

2 unchanged sentences

INCORPORATED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

BALANCE SHEETS

December 31, 2024

March 31, 2024

Current assets

Accounts receivable

Escrow account

Prepaid expenses

current asset-related party

current assets

Deferred offering costs

Total current assets

Fixed assets, net

Construction-in-process

License Agreement, net

Right of Use asset

Total other assets

LIABILITIES, MEZZANINE AND STOCKHOLDERS’ DEFICIT

Current liabilities

1 unchanged sentence

Accrued interest

Accrued interest - related

Accrued interest - related parties

Accrued interest

Other accrued expenses

Accrued expenses - related

Short-term Note and Lines

Accrued expenses - related parties

Contract liability

Short-term Note and Lines of credit

Notes payable

Restructured Senior note

Restructured August note

Notes payable - related

Restructured Senior note payable

Restructured August note payable

Notes payable - related parties

Notes payable

Dividends payable

Derivative liability

Warrant liability

Liability, current

current liabilities

Liability, non-current

and contingencies (Note 11)

Series E Redeemable Convertible Preferred stock,

$ 0.0001 par value, 10,000 shares authorized, 1,571 and 1,670 shares issued and outstanding at September 30, 2024 and March 31, 2024,

Series F Redeemable Convertible Preferred stock,

$ 0.0001 par value, 750,000 shares authorized, 750,000 shares issued and outstanding at September 30, 2024 and March 31, 2024, respectively

Series G Redeemable Convertible Preferred stock,

$ 0.0001 par value, 10,000 shares authorized, 745 and 445 shares issued and outstanding at September 30, 2024 and March 31, 2024,

Temporary equity,

Lease Liability, current

Total current liabilities

Lease Liability, non-current

Total liabilities

Commitments and contingencies (Note 11)

Series E Redeemable Convertible Preferred stock, $ 0.0001 par value, 10,000 shares authorized, 1,571 and 1,670 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

Series F Redeemable Convertible Preferred stock, $ 0.0001 par value, 750,000 shares authorized, 750,000 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

Series G Redeemable Convertible Preferred stock, $ 0.0001 par value, 10,000 shares authorized, 745 and 445 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

equity, value

Stockholders’ deficit

Series A Convertible Preferred

stock, $ 0.0001 par value, 5,000,000 shares authorized, 5,000,000 shares issued and outstanding at September 30, 2024 and March 31,

2024, respectively

Series B Convertible Preferred

stock, $ 0.0001 par value, 5,000 shares authorized, 0 and 607 shares issued and outstanding at September 30, 2024 and March 31, 2024,

Series D Convertible Preferred

stock, $ 0.0001 par value, 20,000 shares authorized, 5,000 and 0 shares issued and outstanding at September 31, 2024 and March 31,

2024, respectively

Convertible preferred

Common stock, $ 0.0001 par

value, 1,400,000,000 shares authorized, 1,257,546,746 and 1,116,482,063 shares issued and outstanding at September 30, 2024 and March

31, 2024, respectively

Series A Convertible Preferred stock, $ 0.0001 par value, 5,000,000 shares authorized, 5,000,000 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

Series B Convertible Preferred stock, $ 0.0001 par value, 5,000 shares authorized, 0 and 607 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

Series D Convertible Preferred stock, $ 0.0001 par value, 20,000 shares authorized, 5,000 and 0 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

preferred stock, value

Common stock, $ 0.0001 par value, 1,400,000,000 shares authorized, 1,277,546,746 and 1,116,482,063 shares issued and outstanding at December 31, 2024 and March 31, 2024, respectively

Additional paid in capital

1 unchanged sentence

Subscription receivable

Accumulated deficit

( 190,439,418 )

( 183,791,156 )

stockholders’ deficit

Total stockholders’ deficit

( 62,473,015 )

( 56,876,421 )

liabilities, mezzanine and stockholders’ deficit

Total liabilities, mezzanine and stockholders’ deficit

accompanying notes are an integral part of these consolidated financial statements.

NATURALSHRIMP

CONSOLIDATED STATEMENTS OF OPERATIONS

the Three Months Ended

the Six Months Ended

INCORPORATED AND SUBSIDIARIES

STATEMENTS OF OPERATIONS

For the Three Months Ended

For the Nine Months Ended

December 31, 2024

December 31, 2023

December 31, 2024

December 31, 2023

Cost of sales

1 unchanged sentence

General and administrative

Salaries and Wages

Stock Compensation

Professional services

General and administrative

Research and development

Facility operations

operating expenses

Total operating expenses

Net loss from operations

5 unchanged sentences

Interest expense

Interest expense - related

Interest expense - related parties

Interest expense

Change in fair value of

warrant liability

Change in fair value of

restructured notes

Amortization of debt discount

Financing costs

Change in fair value of derivative liability

Change in fair value of warrant liability

Change in fair value of restructured notes

( 3,180,000 )

( 2,512,366 )

Loss due to fire

Gain on extinguishment of debt

Extension fee

on sale of machinery and equipment

other income (expense), net

Gain on settlement of accrued expenses

Gain on termination of lease

Gain on sale of machinery and equipment

Total other income (expense), net

( 3,128,720 )

( 1,042,955 )

( 2,412,034 )

Income (loss) before income taxes

8 unchanged sentences

( 10,347,034 )

net loss attributable to non-controlling interest

Net loss attributable

to NaturalShrimp Inc.

Less net loss attributable to non-controlling interest

Net loss attributable to NaturalShrimp Inc.

( 2,370,724 )

2 unchanged sentences

( 10,347,034 )

Amortization of beneficial conversion feature on Preferred shares

Accretion on Preferred shares

Net loss available for

common stockholders

Redemption and exchange of Series D Preferred shares

Net loss available for common stockholders

$ ( 2,486,952 )

2 unchanged sentences

$ ( 10,820,775 )

Loss per share (Basic and

Loss per share (Basic and Diluted)

Loss per share (Diluted)

WEIGHTED AVERAGE SHARES

OUTSTANDING (Basic and Diluted)

WEIGHTED AVERAGE SHARES OUTSTANDING (Basic and Diluted)

1,223,400,651

1,120,423,669

WEIGHTED AVERAGE SHARES

OUTSTANDING (Diluted)

WEIGHTED AVERAGE SHARES OUTSTANDING (Diluted)

1,223,400,651

2 unchanged sentences

NATURALSHRIMP

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICIT

Preferred stock

INCORPORATED AND SUBSIDIARIES

STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT

Series A Preferred stock

Additional paid in

Total stockholders’

5 unchanged sentences

Issuance of common shares under financing agreement

Shares issued upon exchange of Partitioned

Shares issued upon exchange of Partitioned Note

Accretion of Series E Preferred stock

9 unchanged sentences

Issuance of common shares under financing agreement

Conversion of Series E Preferred Stock

Shares issued upon exchange of Partitioned

Shares issued upon exchange of Partitioned Note

Accretion of Series E Preferred stock

Accretion on Series G Preferred stock

7 unchanged sentences

( 60,093,038 )

Issuance of common shares under financing agreement

Accretion on Series G Preferred stock

Dividends payable on Preferred stock

( 2,370,724 )

Balance December 31, 2024

1,277,546,746

$ 127,504,311

$ ( 190,439,418 )

( 62,473,015 )

Balance March 31, 2023

2 unchanged sentences

( 45,689,165 )

Common stock issued for legal settlement to

NSH shareholders

Common stock issued for legal settlement to NSH shareholders

Issuance of common shares under financing agreement

Conversion of Series E Preferred Shares to

Conversion of Series E Preferred Shares to common stock

Dividends payable on Series E Preferred Shares

6 unchanged sentences

( 46,261,209 )

$ 123,554,174

$ ( 170,236,548 )

( 46,261,209 )

Common stock issued for legal settlement to

NSH shareholders

Common stock issued for legal settlement to NSH shareholders

Issuance of common shares under financing agreement

12 unchanged sentences

( 48,520,305 )

Issuance of common shares under financing agreement

Shares issued upon exchange of Partitioned Note

Common stock issued to employee

Common stock issued to consultants

Dividends payable on Series E Preferred Shares

Dividends payable on Preferred Stock

Accretion on Series E Preferred shares

Accretion on Series G Greferred shares

( 5,402,064 )

Balance December 31, 2023

$ 125,327,383

$ ( 178,425,983 )

( 52,664,766 )

$ 125,327,383

$ ( 178,425,983 )

( 52,664,766 )

accompanying notes are an integral part of these consolidated financial statements.

NATURALSHRIMP

CONSOLIDATED STATEMENTS OF CASH FLOWS

the six month period ended

CASH FLOWS FROM OPERATING

INCORPORATED AND SUBSIDIARIES

STATEMENTS OF CASH FLOWS

For the Nine Months Ended

December 31, 2024

December 31, 2023

CASH FLOWS FROM OPERATING ACTIVITIES

$ ( 6,285,201 )

$ ( 10,347,034 )

Adjustments to reconcile

net loss to net cash used in operating activities

Adjustments to reconcile net loss to net cash used in operating activities

Depreciation expense

Amortization expense

Change in fair value of

warrant liability

Change in fair value of

restructured notes payable

Amortization of debt discount

Change in fair value of derivative liability

Change in fair value of warrant liability

Change in fair value of restructured notes payable

Extension fee

Financing costs

Gain on sale of machinery

and equipment

Gain on extinguishment of debt

Gain on sale of machinery and equipment

Shares issued for services

Amortization of operating

lease right-of-use assets

in operating assets and liabilities:

Amortization of operating lease right-of-use assets

Gain on termination of lease

Loss due to fire

Changes in operating assets and liabilities:

Accounts receivable

Prepaid expenses and other

current assets

Prepaid expenses and other current assets

Deferred offering costs

1 unchanged sentence

Other accrued expenses

Accrued expenses - related

Accrued expenses - related parties

Accrued interest

Accrued interest - related

Accrued interest - related parties

Contract liability

Other current asset-related party

lease liabilities

used in operating activities

Operating lease liabilities

Cash used in operating activities

( 2,112,033 )

( 2,857,801 )

CASH FLOWS FROM INVESTING

CASH FLOWS FROM INVESTING ACTIVITIES

Cash paid for fixed assets

received for sale of machinery and equipment

used in investing activities

CASH FLOWS FROM FINANCING

Cash received for fire damage to fixed assets

Cash received from Insurance settlement

Cash received for sale of machinery and equipment

Cash paid for construction in process

Cash used in investing activities

CASH FLOWS FROM FINANCING ACTIVITIES

Payments of notes payable

Proceeds from line of credit

Payments on notes payable, related party

Proceeds from short-term promissory note and lines of credit

Proceeds from sale of stock

Proceeds from promissory

note, related parties

Proceeds from sale of Series

E Preferred Shares

from sale of Series G Preferred Shares

provided by financing activities

Proceeds from promissory note

Proceeds from promissory note, related parties

Proceeds from convertible debentures, receipt from escrow

Escrow account in relation to the proceeds from promissory notes

Proceeds from sale of Series E Preferred Shares

Proceeds from sale of Series G Preferred Shares

Cash provided by financing activities

NET CHANGE IN CASH

CASH AT BEGINNING OF

CASH AT BEGINNING OF PERIOD

CASH AT END OF PERIOD

Supplemental Disclosure

of Non-Cash Investing and Financing Activities:

issued upon conversion of Preferred stock

issued upon exchange of Partitioned Note

on Series E Preferred stock

in kind issued

issued/to be issued, for legal settlement

INTEREST PAID

Supplemental Disclosure of Non-Cash Investing and Financing Activities:

Construction in process transferred to fixed assets

Shares issued upon conversion of Preferred stock

Shares issues upon exchange of Partitioned Note

Dividends on Series E Preferred stock

Dividends in kind issued

Shares issued/to be issued, for legal settlement

accompanying notes are an integral part of these consolidated financial statements.

1 unchanged sentence

TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 2024

THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2024

1 – NATURE OF THE ORGANIZATION AND BUSINESS

19 unchanged sentences

of assets and satisfaction of liabilities in the normal course of business.

Company’s significant amount of debt that was in default as of September 30, 2024, Ampleo

Turnaround and Restructuring, LLC (“the receiver”) was placed as the receiver over the Company’s assets.

the receiver filed a motion to sell substantially all of the Company’s assets to Streeterville and Bucktown Capital for an

approximate credit bid of $ 35.7

million and $ 100,000

The motion to sell the assets was approved by the court on March 30, 2025 and title to the assets was transferred to

Streeterville on May 14, 2025.

The Company believes that it continued to function as a going concern until the date of that the

motion to sell its assets was approved by the court (on March 30, 2025) at which point liquidation became imminent.

To that extent,

the Company plans to present its financial statements under the liquidation basis of accounting using a convenience date of March

As such, in accordance with ASC 205-30, Liquidation Basis of Accounting , the Company will present a Consolidated

statement of net assets (liabilities) in liquidation and Consolidated a statement of changes in net assets (liabilities) in

liquidation as of the convenience date.

For purposes of reporting under the liquidation basis of accounting the Company plans to

measure its assets at the amount used to settle its liabilities (i.e.

to the Company’s significant amount of debt that was in default as of September 30, 2024, Ampleo Turnaround and Restructuring,

LLC (“the receiver”) was placed as the receiver over the Company’s assets.

Further, the receiver filed a motion to

sell substantially all of the Company’s assets to Streeterville and Bucktown Capital for an approximate credit bid of $ 35.7 million

and $ 100,000 in cash.

The motion to sell the assets was approved by the court on March 30, 2025 and title to the assets was transferred

to Streeterville on May 14, 2025.

The Company believes that it continued to function as a going concern until the date that the motion

to sell its assets was approved by the court (on March 30, 2025) at which point liquidation became imminent.

To that extent, the Company

plans to present its financial statements under the liquidation basis of accounting using a convenience date of March 31, 2025.

in accordance with ASC 205-30, Liquidation Basis of Accounting , the Company will present a Consolidated statement of net assets

(liabilities) in liquidation and Consolidated a statement of changes in net assets (liabilities) in liquidation as of the convenience

For purposes of reporting under the liquidation basis of accounting the Company plans to measure its assets at the amount used

to settle its liabilities (i.e.

based on the proposed credit bid).

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.

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, in the District Court of Salt Lake County, Utah, against NaturalShrimp, Inc.

1 unchanged sentence

Motion alleges, among other things, that NaturalShrimp has defaulted under the terms of its loan agreements with the Lenders.

Motion sought the appointment of a Receiver to immediately take control of NaturalShrimp’s assets to preserve the

sought the appointment of a Receiver to immediately take control of NaturalShrimp’s assets to preserve the same.

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 NaturalShrimp’s

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.

The Utah State Court duly appointed Amplēo Turnaround and Restructuring, LLC (the “Receiver”) as the receiver over

NaturalShrimp’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.

November 20, 2024, the Lenders and NaturalShrimp filed a Verified Amended and Stipulated Emergency Motion for Immediate Appointment

3 unchanged sentences

Under the Amended Receivership Order, the Receiver is the receiver over the Receivership Entities’ assets.

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.

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.

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).

agreements (total balance of $ 24.7 million as of December 31, 2024) in exchange for the extinguishment of its outstanding debt to Streeterville

and Buckstown Capital ($ 31.2 million as of December 31, 2024).

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

of Presentation

accompanying unaudited financial information as of and for the three and six months ended September 30, 2024 and 2023 has been prepared

accompanying unaudited financial information as of and for the three and nine months ended December 31, 2024 and 2023 has been prepared

in accordance with US GAAP for interim financial information and with the instructions to Quarterly Report on Form 10-Q and Article 10

3 unchanged sentences

for such periods.

Operating results for the three and six months ended September 30, 2024 are not necessarily indicative of the results

Operating results for the three and nine months ended December 31, 2024 are not necessarily indicative of the results

that may be expected for the entire year or for any other subsequent interim period.

5 unchanged sentences

Annual Report on Form 10-K filed with the SEC on June 17, 2024.

discussed in Note 1, Ampleo Turnaround and Restructuring, LLC was placed as the receiver over the Company’s assets during

September of 2024.

Further, during February of 2025, the receiver filed a motion to sell all of the Company’s assets to

Streeterville and Bucktown Capital for an approximate credit bid of $35.7 million and $100,000 in cash.

The motion was approved on

March 30, 2025 with title to the assets being transferred on May 14, 2025.

The Company believes that it continued to function as a

going concern until the date of the motion to sell was approved.

As of the date the motion was approved, the Company plans to

present its financial statements using the liquidation basis of accounting as liquidation was considered imminent.

accordance with ASC 205-30, Liquidation Basis of Accounting , the Company will present a Consolidated statement of net assets

(liabilities) in liquidation and Consolidated statement of changes in net assets (liabilities) in liquidation as of the approximate

date that the liquidation became imminent.

For purposes of reporting under the liquidation basis of accounting the Company plans to

measure its assets at the amount used to settle its liabilities (based on the proposed credit bid).

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).

discussed in Note 1, Ampleo Turnaround and Restructuring, LLC was placed as the receiver over the Company’s assets during September

Further, during February of 2025, the receiver filed a motion to sell all of the Company’s assets to Streeterville and

Bucktown Capital for an approximate credit bid of $ 35.7 million and $ 100,000 in cash.

The motion was approved on March 30, 2025 with

title to the assets being transferred on May 14, 2025.

The Company believes that it continued to function as a going concern until the

date of the motion to sell was approved.

As of the date the motion was approved, the Company plans to present its financial statements

using the liquidation basis of accounting as liquidation was considered imminent.

As such, in accordance with ASC 205-30, Liquidation

Basis of Accounting , the Company will present a Consolidated statement of net assets (liabilities) in liquidation and Consolidated

statement of changes in net assets (liabilities) in liquidation as of the approximate date that the liquidation became imminent.

purposes of reporting under the liquidation basis of accounting the Company plans to measure its assets at the amount used to settle

its liabilities (based on the proposed credit bid).

As part of the sale, the Company transferred its ownership rights to its fixed assets,

patents and license agreements (total balance of $ 24.7 million as of December 31, 2024) in exchange for the extinguishment of its outstanding

debt to Streeterville and Buckstown Capital ($ 31.2 million as of December 31, 2024).

Consolidation

28 unchanged sentences

along with other information, including the gain or loss recognized in operating results in the period the remeasurement occurred.

Company did not have any Level 1 or Level 2 assets or liabilities at September 30, 2024 or March 31, 2024.

Company did not have any Level 1 or Level 2 assets or liabilities at December 31, 2024 or March 31, 2024.

warrant liabilities and Restructured notes are considered Level 3 fair value measurements.

following is a summary of activity of our Level 3 financial instruments during the six months ended September 30, 2024 and the year ended

following is a summary of activity of our Level 3 financial instruments during the nine months ended December 31, 2024 and the year ended

March 31, 2024:

OF ACTIVITY OF DERIVATIVES AT FAIR VALUE

Warrant liability balance at beginning

December 31, 2024

March 31, 2024

Warrant liability balance at beginning of period

Change in fair value

Balance at end of period

September 30, 2024, the Company’s shares were no longer being quoted on the Over the Counter (“OTC”) market and technically

December 31, 2024, the Company’s shares were no longer being quoted on the Over the Counter (“OTC”) market and technically

had a fair value of $ 0 .

6 unchanged sentences

OF RESTRUCTURED AUGUST AND SENIOR NOTES PAYABLE AT FAIR VALUE

Restructured notes payable fair

value at beginning of period

December 31, 2024

March 31, 2024

Restructured notes payable fair value at beginning of period

Reclass of accrued interest

1 unchanged sentence

Note Partition

Restructured notes payable

fair value at end of period

Restructured notes payable fair value at end of period

November 4, 2022, when the Company entered into a Restructuring Agreement for an Amended and Restated Secured Promissory Note for two

2 unchanged sentences

is based on the maturity dates, the interest of 12 %, the 15 % exit fee, the 2% appreciation fee for an estimated period, and a 45% and

40% present value factor , respectively as of September 30, 2024, and March 31, 2024.

40% present value factor , respectively as of December 31, 2024, and March 31, 2024.

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

4 unchanged sentences

with a maturity of three months or less to be cash equivalents.

There were no cash equivalents at September 30, 2024 and March 31, 2024.

There were no cash equivalents at December 31, 2024 and March 31, 2024.

Concentration

3 unchanged sentences

Corporation (“FDIC”) up to $ 250,000 .

As of September 30, 2024 and

As of December 31, 2024 and

March 31, 2024, the Company’s cash balance did not exceed FDIC coverage.

15 unchanged sentences

straight-line basis over the expected term of the agreements of ten years .

For the three months ended September 30, 2024 and September

For the three months ended December 31, 2024 and December

31, 2023, the amortization of the patents was $ 97,500 and $ 97,500 and in the amortization of the license rights was $ 270,000 and $ 270,000 ,

respectively.

For the six months ended September 30, 2024 and September 30, 2023, the amortization of the patents was $ 195,000 and $ 195,000

For the nine months ended December 31, 2024 and December 31, 2023, the amortization of the patents was $ 292,500 and $ 292,500

and the amortization of the license rights was $ 810,000 and $ 810,000 , respectively.

1 unchanged sentence

warrant a revision to the remaining period of amortization.

As of September 30, 2024, the Company believes the carrying value of the

intangible assets are still recoverable, and there is no impairment to be recognized.

As of December 31, 2024, the Company believes the carrying value of the intangible

assets are still recoverable, and there is no impairment to be recognized.

August 25, 2021, the Company, through its 100 % owned subsidiary NAS, entered into an Equipment Rights Agreements with Hydrenesis-Delta

57 unchanged sentences

directly when the goods are delivered.

for the three and six months ended September 30, 2024 and 2023 were as follows:

for the three and nine months ended December 31, 2024 and 2023 were as follows:

OF REVENUE RECOGNITION

the three months ended

the six months ended

Technology and equipment

Total revenues

and equipment services

Issued Accounting Standards

22 unchanged sentences

The Company is currently evaluating the effect of adopting this ASU.

of September 30, 2024, there were a few new accounting pronouncements issued by the FASB.

of December 31, 2024, there were a few new accounting pronouncements issued by the FASB.

Each of these pronouncements, as applicable,

3 unchanged sentences

3 – FIXED ASSETS

summary of the fixed assets as of September 30, 2024 and March 31, 2024 is as follows:

summary of the fixed assets as of December 31, 2024 and March 31, 2024 is as follows:

OF FIXED ASSETS

7 unchanged sentences

unaudited condensed consolidated statements of operations reflect depreciation expense of approximately $ 430,190 and $ 433,053 and $ 1,295,289

and $ 871,679 for the three and six months ended September 30, 2024 and 2023, respectively.

and $ 1,304,732 for the three and nine months ended December 31, 2024 and 2023, respectively.

4 – SHORT-TERM NOTE AND LINES OF CREDIT

1 unchanged sentence

The line of credit bears an interest rate of prime plus

25.9 basis points , which totaled 34.4 % as of September 30, 2024.

25.9 basis points , which totaled 34.4 % as of December 31, 2024.

The line of credit is unsecured.

The balance of the line of credit was

$ 9,580 at both September 30, 2024 and March 31, 2024.

$ 9,580 at both December 31, 2024 and March 31, 2024.

Company also has a working capital line of credit with Chase Bank for $ 25,000 .

The line of credit bears an interest rate of prime plus

10 basis points, which totaled 18.5 % as of September 30, 2024.

10 basis points , which totaled 18.5 % as of December 31, 2024.

The line of credit is secured by assets of the Company’s subsidiaries.

The balance of the line of credit was $ 10,237 at September 30, 2024 and March 31, 2024.

The balance of the line of credit was $ 10,237 at December 31, 2024 and March 31, 2024.

August of 2024, the Company entered into a line of credit with Bucktown Capital, LLC for up to $ 500,000 .

The line of credit bears interest

The balance of the line of credit was $ 373,139 as of September 30, 2024.

The balance of the line of credit was $ 799,084 as of December 31, 2024 and $ 0 as of March 31, 2024.

5 – NOTES PAYABLE

74 unchanged sentences

for monthly payments of $ 8,000 until the balance is paid in full.

The balance as of September 30, 2024 and March 31, 2024 was $ 119,604 ,

The balance as of December 31, 2024 and March 31, 2024 was $ 119,604 ,

included in the Notes Payable classified in current liabilities, on the condensed consolidated balance sheets.

55 unchanged sentences

The August Note was

revalued as of September 30, 2024 to $ 2,790,000 .

As of September 30, 2024, the accrued interest from the restructuring date which is

included in the fair value was approximately $ 571,000 .

revalued as of December 31, 2024 to $ 2,790,000 .

As of December 31, 2024, the accrued interest from the restructuring date which is included

in the fair value was approximately $ 651,000 .

7 – RESTRUCTURED SENIOR NOTE PAYABLE

84 unchanged sentences

The Restructured Senior Note was

revalued as of September 30, 2024 at approximately $ 27,600,000 .

revalued as of December 31, 2024 at approximately $ 27,600,000 .

The Senior Note was revalued as of March 31, 2024, at approximately $ 27,120,000 .

As of September 30, 2024, the accrued interest from the restructuring date, which is included in the fair value was approximately $ 7,269,000 .

As of December 31, 2024, the accrued interest from the restructuring date, which is included in the fair value was approximately $ 8,101,420 .

8 – STOCKHOLDERS’ EQUITY

of September 30, 2024 and March 31, 2024, the Company had 200,000,000 shares of preferred stock authorized with a par value of $ 0.0001 .

of December 31, 2024 and March 31, 2024, the Company had 200,000,000 shares of preferred stock authorized with a par value of $ 0.0001 .

Of this amount, 5,000,000 shares of Series A preferred stock are authorized and outstanding, 5,000 shares Series B preferred stock are

56 unchanged sentences

The $ 20,000 discount will be accreted up to the redemption price over the one-year period until redemption.

the three and six months ending September 30, 2024, the accretion for the Series G Preferred Stock was $ 49,000 and $ 88,000 , respectively.

the three and nine months ending December 31, 2024, the accretion for the Series G Preferred Stock was $ 41,792 and $ 129,792 , respectively.

E Preferred Stock

9 unchanged sentences

the Company’s discretion, in cash or Preferred Stock calculated at the purchase price.

During the three and six months ended September

During the three and nine months ended December

31, 2024 the accretion for the Series E Preferred Stock was $ 0 and $ 9,300 , respectively.

52 unchanged sentences

on which GHS has purchased an aggregate of $10,000,000 worth of Common Stock under the terms of the Equity Financing Agreement.

the six months ended September 30, 2024, the Company sold 108,775,526 shares of common stock at a gross amount of approximately $ 653,719 ,

the nine months ended December 31, 2024, the Company sold 141,064,683 shares of common stock at a gross amount of approximately $ 861,668 ,

at share prices of $ 0.003 through $ 0.008 , in relation to the Equity Financing Agreement.

the six months ended September 30, 2023, the Company sold 71,995,557 shares of common stock at a net amount of approximately $ 1,754,871 ,

the nine months ended December 31, 2023, the Company sold 116,838,999 shares of common stock at a net amount of approximately $ 2,323,290 ,

at share price of $ 0.02 related to the Equity Financing Agreement.

42 unchanged sentences

convertible debt.

warrants were revalued at $ 0 at September 30, 2024 due to limited value of the Company’s shares.

warrants were revalued at $ 0 at December 31, 2024 due to limited value of the Company’s shares.

9 – RELATED PARTY TRANSACTIONS

July 10 through July 17, 2023, the Company received $ 140,000

in proceeds from the issuance of three promissory notes with related parties.

In addition, the Company received an additional

$ 40,000 in proceeds during the three months ended September 30, 2024 for total proceeds outstanding of $ 180,000 .

The notes bear

interest at 10 %

and have maturity dates one year from the issuance date.

The maturity date has been extended for six months on two of the related

parties and three months for one of the related party.

July 10 through July 17, 2023, the Company received $ 140,000 in proceeds from the issuance of three promissory notes with related parties.

In addition, the Company received an additional $ 40,000 in proceeds during the three months ended September 30, 2024 for total proceeds

outstanding of $ 180,000 .

The notes bear interest at 10 % and have maturity dates one year from the issuance date.

The maturity date has

been extended for six months on two of the related parties and three months for one of the related party.

August 10, 2022, the Company issued a loan agreement for $ 300,000 , with related parties, which is to be considered priority debt of the

2 unchanged sentences

The notes bear interest at a 10 % per annum and are due in one year from the issuance date of

The maturity date has been extended an additional six months, to February 10, 2025.

the three and six months ended September 30, 2024 and September 2023, the interest expense for the related party promissory notes

was approximately $ 11,000

and $ 21,000 and

respectively.

As of September 30, 2024 and March 31, 2024, the accrued interest related to the related party promissory notes was

approximately $ 72,000

and $ 26,000 ,

respectively.

The maturity date has been extended an additional six months, to February 10, 2025 and was past due as of the date of this

the three and nine months ended December 31, 2024 and December 31, 2023, the interest expense for the related party promissory notes

was approximately $ 11,000 and $ 10,000 and $ 31,000 and $ 25,000 , respectively.

As of December 31, 2024 and March 31, 2024, the accrued

interest related to the related party promissory notes was approximately $ 82,000 and $ 26,000 , respectively.

NaturalShrimp

4 unchanged sentences

the Company paid off $ 655,750 of the note payable.

The outstanding balance is approximately $ 77,000 as of both September 30, 2024 and

March 31, 2024.

As of both September 30, 2024 and March 31, 2024, accrued interest payable was approximately $ 74,000 .

The outstanding balance was approximately $ 79,000 and $ 77,000 as of December 31, 2024

and March 31, 2024, respectively.

As of both December 31, 2024 and March 31, 2024, accrued interest payable was approximately $ 74,000 .

Company has entered into several working capital notes payable to multiple shareholders of NSH and Bill Williams, a former officer and

4 unchanged sentences

The balance of these notes was $ 356,404 as of both

September 30, 2024 and March 31, 2024, and is classified as a current liability on the unaudited condensed consolidated balance sheets.

As of September 30, 2024 and March 31, 2024, accrued interest payable was approximately $ 182,000 .

December 31, 2024 and March 31, 2024, and is classified as a current liability on the unaudited condensed consolidated balance sheets.

As of December 31, 2024 and March 31, 2024, accrued interest payable was approximately $ 182,000 .

in 2010, the Company started entering into several working capital notes payable with various shareholders of NSH for a total of $ 290,000

and bearing interest at 8 %.

The balance of these notes at September 30, 2024 and March 31, 2024 was $ 54,647 and is classified as a current

The balance of these notes at December 31, 2024 and March 31, 2024 was $ 54,647 and is classified as a current

liability on the unaudited condensed consolidated balance sheets.

As of September 30, 2024 and March 31, 2024 accrued interest payable was approximately $ 21,570 and $ 21,570 , respectively.

As of December 31, 2024 and March 31, 2024 accrued interest payable

was approximately $ 21,570 and $ 21,570 , respectively.

10 – COMMITMENTS AND CONTINGENCIES

3 unchanged sentences

and the amount of the assessment can be reasonably estimated.

There were not any known commitments or contingencies as of September 30,

There were not any known commitments or contingencies as of December 31,

2024 and March 31, 2024.

4 unchanged sentences

Basis of Accounting

As discussed in Note 1, Ampleo

Turnaround and Restructuring, LLC was placed as the receiver over the Company’s assets during September of 2024.

Further, during

February of 2025, the receiver filed a motion to sell all of the Company’s assets to Streeterville and Bucktown Capital for an approximate

credit bid of $35.7 million and $100,000 in cash.

The motion was approved on March 30, 2025 with title to the assets being transferred

on May 14, 2025.

The Company believes that it continued to function as a going concern until the date the motion to sell was approved.

As of the date the motion was approved, the Company plans to present its financial statements using the liquidation basis of accounting

as liquidation was considered imminent.

As such, in accordance with ASC 205-30, Liquidation Basis of Accounting , the Company will

present a Consolidated statement of net assets (liabilities) in liquidation and Consolidated statement of changes in net assets (liabilities)

in liquidation as of the approximate date that the liquidation became imminent.

For purposes of reporting under the liquidation basis

of accounting the Company plans to measure its assets at the amount used to settle its liabilities (based on the proposed credit bid).

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).

discussed in Note 1, Ampleo Turnaround and Restructuring, LLC was placed as the receiver over the Company’s assets during September

Further, during February of 2025, the receiver filed a motion to sell all of the Company’s assets to Streeterville and

Bucktown Capital for an approximate credit bid of $ 35.7 million and $ 100,000 in cash.

The motion was approved on March 30, 2025 with

title to the assets being transferred on May 14, 2025.

The Company believes that it continued to function as a going concern until the

date the motion to sell was approved.

As of the date the motion was approved, the Company plans to present its financial statements using

the liquidation basis of accounting as liquidation was considered imminent.

As such, in accordance with ASC 205-30, Liquidation Basis

of Accounting , the Company will present a Consolidated statement of net assets (liabilities) in liquidation and Consolidated statement

of changes in net assets (liabilities) in liquidation as of the approximate date that the liquidation became imminent.

For purposes of

reporting under the liquidation basis of accounting the Company plans to measure its assets at the amount used to settle its liabilities

(based on the proposed credit bid).

As part of the sale, the Company transferred its ownership rights to its fixed assets, patents and

license agreements (total balance of $ 24.7 million as of December 31, 2024) in exchange for the extinguishment of its outstanding debt

to Streeterville and Buckstown Capital ($ 31.2 million as of December 31, 2024).

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