UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 25, 2021

 

BLUE STAR FOODS CORP.

(Exact name of registrant as specified in charter)

 

Delaware   000-55903   82-4270040

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3000 NW 109th Avenue

Miami, Florida

  33172
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (860) 633-5565

 

N/A
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
[  ] Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
None   N/A   N/A

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company [  ]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

 

 


 
 

  

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On March 25, 2021, Blue Star Foods Corp., a Delaware corporation (the “Company”), entered into a director service agreement (each, a “Director Service Agreement” and, collectively, the “Director Service Agreements”) with each of Jeffrey J. Guzy, Timothy McLellan and Trond Ringstad, pursuant to which Mr. Guzy, Mr. McLellan and Mr. Ringstad were appointed as members of the Company’s board of directors (“Board”), effective as of April 12, 2021 (the “Commencement Date”). The Company also entered into a Director Service Agreement with each of the two existing members of its Board, Nubar Herian and John Keeler, who is also the Company’s Executive Chairman and Chief Executive Officer. On March 29, 2021, the Board (a) increased the number seats on the Company’s Board from two to five, (b) appointed Mr. Guzy, Mr. McLellan and Mr. Ringstad to fill the vacancies created by such increase, effective as of April 12, 2021, and (c) ratified and approved the Company’s entry into the five Director Service Agreements.

 

Pursuant to the Director Service Agreements, each director (each, a “Director” and, collectively, the “Directors”) agreed to serve as a member of the Board and perform his duties in a faithful and competent manner, in compliance with all laws, rules, and regulations applicable to the Company and its business. Each Director also agreed to serve on any committees if and when established by the Board.

 

In consideration for their services as members of the Board, each Director will be issued $25,000 of shares of the Company’s common stock for each year’s service as a Director. The number of shares to be issued will be based on the closing sale price of the Company’s common stock, on the principal market on which it is then traded, on the final trading day of the applicable year. Each Director may also receive additional issuances of common stock, on an annual basis, for his services on any committees of the Board. In addition, each Director will be reimbursed for all pre-approved out-of-pocket expenses.

 

On the Commencement Date, the Company will grant each Director stock options to purchase 100,000 shares of the Company’s common stock. The stock options will have an exercise price of $2.00 per share and will vest and become exercisable by the Director in equal monthly installments over the course of the applicable year. In the event the Director ceases to be a member of the Board prior to the end of any year of service, all unvested stock options will be forfeited. The stock options granted to the Directors shall be exercisable only on a cash basis and will expire three years from the date they are fully vested.

 

The term of each Director Service Agreement is for one year, which term will automatically renew for additional one-year periods unless the parties agree otherwise. Each Director Service Agreement may be terminated either, (a) at any time upon 30 days’ prior written notice by the Director, (b) if the Director is not re-elected to the Board at any meeting of the Company’s shareholders in which directors are elected, (c) automatically if, at any time, the Director becomes disqualified under the terms of the Company’s charter documents, or (d) if a majority of the Board (not including the Director) determines that the Director is unfit or unable to serve as a Director (as further described in the agreement).

 

The Director Service Agreement also includes standard and customary provisions regarding the Director’s fiduciary duties and obligations as a member of the Company’s Board.

 

The foregoing summary of the Director Service Agreement does not purport to be complete and is qualified in its entirety by reference to the form of Director Service Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K (the “Report”) and incorporated herein by reference.

 

 
 

 

Except as otherwise disclosed in this Report, there are no arrangements or understandings between any of Mr. Guzy, Mr. McLellan, or Mr. Ringstad and any other person pursuant to which any of them was appointed as a Director. In addition, there are no family relationships between any of Mr. Guzy, Mr. McLellan, or Mr. Ringstad and any of the Company’s other officers or directors. Further, except as otherwise disclosed in this Report, there are no transactions since the beginning of the Company’s last fiscal year, or any currently proposed transaction, in which the Company is a participant, the amount involved exceeds $120,000, and in which any of Mr. Guzy, Mr. McLellan or Mr. Ringstad had, or will have, a direct or indirect material interest.

 

A description of each Director’s background and experience is as follows:

 

JEFFREY J. GUZY, 69, has served as an outside director of Leatt Corp. (OTC: LEAT), a public company, since April 2007. Mr. Guzy also served, from October 2007 to August 2010, as Leatt Corporation’s President. He serves as an independent director and chairman of the audit committee of Capstone Companies, Inc. (OTC Trading Symbol: CAPC), a public corporation since April 2007. He serves as an independent director and chairman of the audit committee of Purebase Corporation (OTC Trading Symbol: PUBC), a public corporation since April 2020. He serves as the Chairman of CoJax Oil and Gas Corporation, a public corporation, since May 2018, and was appointed as Chief Executive Officer in January 2020.

 

Mr. Guzy has served as an executive manager or consultant for business development, sales, customer service, and management in the telecommunications industry, specifically, with IBM Corp., Sprint International, Bell Atlantic Video Services, Loral CyberStar, and FaciliCom International. Mr. Guzy has also started his own telecommunications company providing Internet services in Western Africa. Mr. Guzy has an MBA in Strategic Planning and Management from The Wharton School of the University of Pennsylvania, an M.S. in Systems Engineering from the University of Pennsylvania, a B.S. in Electrical Engineering from Penn State University, and a Certificate in Theology from Georgetown University.

 

The Board believes Mr. Guzy’s extensive public company board experience will make him a valuable addition to the board.

 

TIM MCLELLAN, 64, has more than 35 years of operating experience and has served as a seafood executive in both the U.S. and Asia. Since 2019, he has been a Global Managing Director, Business Development for Global Freezer Services (Shanghai) Co. Ltd, which is owned by the GLP Group, a Singapore-based logistics and industrial infrastructure provider. Between 2019 and 2020, he served as a Private Equity Operating Partner for CITIC Capital Partners (Shanghai) Ltd. Prior to that, from 2009 through 2019, he served in various executive capacities, including Chairman for SinotransPFS Cold Chain Logistics Company, Ltd., a logistics company. Between 2004 and 2009, he served as President of Empress International, a division of Thai Union Group (SET:TU). Between 2003 and 2004, he served in a Senior Manager position with the seafood division of ConAgra Foods (NYSE:CAG).

 

The Board believes Mr. McLellan’s extensive knowledge and background with regard to seafood operations management will make him a valuable addition to the Board.

 

TROND RINGSTAD, 53, has more than 20 years of operating experience as a seafood executive in both the U.S. and Europe. He has been primarily managing his family’s real estate holdings since 2012. Between 2003 and 2007, he served as President of Pacific Supreme Seafoods, a global importing and wholesaling seafood company. Between 2001 and 2003, he served as Vice President of Sales and Marketing for Royal Supreme Seafoods, a Norwegian / Chinese seafood importer and sales company. Mr. Ringstad graduated from the BI Norwegian Business School with a Degree in International Marketing and has a BA in Business Management from Washington State University.

 

The Board believes Mr. Ringstad’s extensive knowledge and background with regard to seafood operations management will make him a valuable addition to the Board.

 

Item 7.01 Regulation FD Disclosure.

 

On March 31, 2021, the Company issued a press release reporting its entry into the Director Service Agreements and appointments of Jeffrey J. Guzy, Timothy McLellan and Trond Ringstad as members of the Board. The text of the press release is furnished as Exhibit 99.1 and incorporated herein by reference.

 

The information in this Item 7.01 of this Report, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference to this Report in such filing.

 

Cautionary Statements

 

This filing includes “forward-looking statements.” All statements other than statements of historical facts included or incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or implied in such statements and are subject to a number of risks and uncertainties. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company can give no assurance that such expectations will prove to be correct. The forward-looking statements involve risks and uncertainties that affect the Company’s operations, financial performance, and other factors as discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”). Among the factors that could cause results to differ materially are those risks discussed in the periodic reports the Company files with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those filings, specifically those under the heading “Risk Factors.” The Company does not undertake any duty to update any forward-looking statement except as required by law.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibits
Number
  Description
10.1   Form of Director Service Agreement
99.1   Press Release

 

 
 

  

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: March 31, 2021 BLUE STAR FOODS CORP.
     
  By: /s/ John Keeler
   

John Keeler

Executive Chairman and Chief Executive Officer

 

 

 

 

Exhibit 10.1

 

BLUE STAR FOODS CORP. | DIRECTOR SERVICE AGREEMENT

 

This Director Service Agreement (the “Agreement”) is made and entered into as of March 25, 2021, by and between Blue Star Foods Corp., a Delaware corporation (the “Company”), and _______________, an individual (the “Director”).

 

I. SERVICES

 

A. Service on the Board of Directors. The Director has been selected for appointment as an Independent Director on the Company’s Board of Directors (the “Board”), with his service to commence on April 12th, 2021 (the “Commencement Date”), and to continue until the earlier of the date on which Director ceases to be a member of the Board for any reason or the date of termination of this Agreement in accordance with Section V(B) hereof (such earlier date being the “Expiration Date”). The Board shall consist of the Director and such other members as are nominated and elected pursuant to the then-current Articles of Incorporation of the Company (the “Articles”).

 

B. Director Services. Director’s services to the Company hereunder shall include service as a member of the Board to direct the business of the Company in accordance with applicable law and the then-current Articles. Director shall devote such time and attention to the business and affairs of the Company as is necessary to perform his duties as a Director in a faithful and competent manner. Director shall comply with all laws, rules, and regulations applicable to the Company and its business. Director shall further comply with all policies and codes of conduct which the Company shall reasonably determine are necessary for the proper functioning of its business. As a member of the Company’s Board, Director will be expected to attend Board meetings, which shall be convened as needed. In addition, from time to time, there may be telephonic meetings to address special matters. In addition, the Board may establish committees for which it may delegate certain duties to you (all of the services described in this Section I(B) to be referred to, collectively, as the “Director Services”).

 

II. COMPENSATION

 

A. Expense Reimbursement. The Director will pre-approve with the Company any expenses related to the Director Services rendered by Director (including reasonable travel, and other out-of-pocket expenses). Once approved, the Company shall reimburse the Director for all expenses due to it within 10 days of written receipt.

 

B. Equity Fees to Director. The Company agrees to issue the Director a pro rata annual stock grant of $25,000.00 of shares of the Company’s common stock, $.0001 par value per share (“Common Stock”) for each year’s service as a Director. The number of shares of Common Stock to be issued shall be based on the closing sale price on the final trading day of the calendar year and issued to the Director within the 10 calendar days of the new calendar year.

 

C. Additional Equity Fees for Committee Chairmanships and Participation. As additional compensation for the Director’s service as a chairman of a committee of the Board, or as a member of a committee of the Board, if applicable, the Director shall receive an additional pro rata annual stock grant (a “Committee Grant”). The number of shares of Common Stock to be issued shall be based on the closing sale price on the final trading day of the calendar year and issued to the Director within the 10 calendar days of the new year.

 

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  For service as chairman of the Audit Committee – a grant of $15,000 of Common Stock.
  For service as chairman of the Compensation Committee – a grant of $10,000 of Common Stock
  For service as chairman of the Nominating and Governance Committee – a grant of $7,500 of Common Stock.
  For service as a member of any of the committees above (as needed) – a grant of $5,000 of Common Stock.

 

D. Stock Options. Immediately upon the Commencement Date, the Company will grant to the Director 100,000 stock options to purchase shares of Common Stock, at an exercise price of $2.00 per share. The options shall vest and become exercisable by the Director in equal monthly installments over the course of the Director’s service through the applicable calendar year. In the event that the Director ceases to be a member of the Board prior to the end of a year of service, all unvested stock options awarded hereunder shall be forfeited. The stock options granted to the Director shall be exercisable on a cash basis and have a three (3) year maturity from the date of fully vesting after the Director’s service through the calendar year.

 

E. Director and Officer Liability Insurance. The Company’s proposed director and officer liability insurance policy shall provide Director with coverage for damages and losses incurred in connection with the Director Services.

 

III. DUTIES OF DIRECTOR

 

A. Fiduciary Duties. In fulfilling his responsibilities, Director shall be charged with a fiduciary duty to the Company and all of its shareholders. Director shall be attentive and inform himself of all material facts regarding a decision before taking action. In addition, Director’s actions shall be motivated solely by the best interests of the Company and its shareholders.

 

B. Confidentiality. During the term of this Agreement, and for a period of one (1) year after the Expiration Date, Director shall maintain in strict confidence all information he has obtained or shall obtain from the Company which the Company has designated as “confidential” or which is, by its nature confidential, relating to the Company’s business, operations, properties, assets, services, condition (financial or otherwise), liabilities, employee relations, customers, suppliers, prospects, technology, or trade secrets, except to the extent such information (i) is in the public domain through no act or omission of the Company, or (ii) is required to be disclosed by law or a valid order by a court or other governmental body (the “Confidential Information”).

 

C. Nondisclosure and Nonuse Obligations. Director will use the Confidential Information solely to perform the Director Services for the benefit of the Company. Director will treat all Confidential Information of the Company with the same degree of care as Director treats his own Confidential Information, and Director will use his best efforts to protect the Confidential Information. Director will not use the Confidential Information for his own benefit or the benefit of any other person or entity, except as may be specifically permitted in this Agreement. Director will immediately give notice to the Company of any unauthorized use or disclosure by or through him, or of which he becomes aware, of the Confidential Information. Director agrees to assist the Company in remedying any such unauthorized use or disclosure of the Confidential Information.

 

D. Return of the Company Property. All materials furnished to Director by the Company, whether delivered to Director by the Company or made by Director in the performance of Director Services under this Agreement (the “Company Property”) are the sole and exclusive property of the Company. Director agrees to promptly deliver the original and any copies of the Company Property to the Company at any time upon the Company’s request. Upon termination of this Agreement by either party for any reason, Director agrees to promptly deliver to the Company or destroy, at the Company’s option, the original and any copies of the Company Property. Director agrees to certify in writing that Director has so returned or destroyed all such the Company Property.

 

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IV. COVENANTS OF DIRECTOR

 

A. No Conflict of Interest. For so long as Director is a member of the Board, Director shall not be employed by, own, manage, control or participate in the ownership, management, operation or control of any business entity that is directly competitive with the Company or otherwise undertake any obligation inconsistent with the terms hereof, provided that Director may continue Director’s current affiliations or other current relationships in existence on the date of this Agreement (collectively, the “Current Affiliations”). This Agreement is subject to the current terms and agreements governing Director’s relationship with the Current Affiliations, and nothing in this Agreement is intended to be or will be construed to inhibit or limit any of Director’s obligations to the Current Affiliations. Director represents that nothing in this Agreement conflicts with Director’s obligations to the Current Affiliations. A business entity shall be deemed to be “directly competitive with the Company” for purpose of this Article IV only if and to the extent it engages in a business substantially similar to the Company’s seafood crab meat and or RAS salmon businesses.

 

B. Noninterference with Business. During the term of this Agreement, and for a period of one (1) year after the Expiration Date, Director agrees not to interfere with the business of the Company in any manner. By way of example and not of limitation, Director agrees not to solicit or induce any employee, independent contractor, customer, or supplier of the Company to terminate or breach his or her employment, contractual or other relationship with the Company.

 

C. Mutual Non-Disparagement. Director and the Company mutually agree to forbear from making, causing to be made, publishing, ratifying, or endorsing any and all disparaging remarks, derogatory statements or comments made to any party with respect to either of them. Further, the parties hereto agree to forbear from making any public or non-confidential statement with respect to any claim or complain against either party without the mutual consent of each of them, to be given in advance of any such statement.

 

V. TERM AND TERMINATION

 

A. Term. This Agreement is effective on the Commencement Date and will continue for one calendar year. In the absence of any agreement in writing to the contrary, this Agreement shall continue to renew for successive one (1) year terms on the first date of the new calendar year. Upon each annual renewal, and in the absence of a written agreement to the contrary:

 

    1. The Director shall receive Equity Fees to Director, set forth in Section II(B), Additional Equity Fees for Committee Chairmanships and Participation, set forth in Section II(C), and Stock Options, set forth in Section II(D).
    2. The Director shall continue to be reimbursed for expenses as set forth in Section II(A).
       
  B. Termination. This Agreement, and the Director Services provided hereunder, shall terminate:
       
    1. at any time upon thirty (30) days prior written notice by the Director of his resignation;
    2. upon the close of any shareholder’s meeting for the election of directors, if the Director is not re-elected to the Board by the Company’s shareholders at such meeting;
    3. automatically if, at any time, the Director becomes disqualified under the terms of the Articles; or
    4. upon a determination by a majority of the Board (not including the Director), that:

 

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  the Director has committed a breach a of any of Director’s obligations under this Agreement;
   
  the Director is or has become prohibited by any law, regulation, or rule applicable to the Company from serving as a member of the Board;
     
  the Director has become unable to perform his duties under this Agreement due to health reasons, disability, or being of unsound mind, unless the Company can accommodate the Director’s health impairment or disability without the Company incurring undue hardship;
     
  the Director is guilty of any serious misconduct or serious neglect in the discharge of the Director’s duties hereunder;
     
  the Director’s actions or omissions bring the name or reputation of the Company, or any of Company’s affiliates, subsidiaries, or parent (each a “Group Member”) into serious disrepute or prejudices the business interests of the Company or any Group Member; or
     
  the Director is charged or convicted of any criminal offence other than an offence which, in the reasonable opinion of the Board, does not affect the Director’s position as a director (bearing in mind the nature of the duties in which the Director is engaged and the capacities in which the Director is engaged).

 

VI. MISCELLANEOUS

 

A. Assignment. Except as expressly permitted by this Agreement, neither party shall assign, delegate, or otherwise transfer any of its rights or obligations under this Agreement without the prior written consent of the other party. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal representatives, successors, and assigns.

 

B. No Waiver. The failure of any party to insist upon the strict observance and performance of the terms of this Agreement shall not be deemed a waiver of other obligations hereunder, nor shall it be considered a future or continuing waiver of the same terms.

 

C. Notices. Any notice required or permitted by this Agreement shall be in writing and shall be delivered as follows with notice deemed given as indicated: (i) by personal delivery when delivered personally; (ii) by overnight courier upon written verification of receipt; (iii) by e-mail or facsimile transmission upon acknowledgment of receipt of electronic transmission; or (iv) by certified or registered mail, return receipt requested, upon verification of receipt. Notice shall be sent to the addresses set forth below or such other address as either party may specify in writing.

 

To the Company:

Mr. John Keeler, Chairman & CEO

3000 NW 109th Avenue, Miami, Florida 33172 | United States

E-Mail: jkeeler@bluestarfoods.com

 

To Director:

____________________

____________________

____________________

E-Mail:___________________

 

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D. Governing Law. This Agreement shall be governed in all respects by the laws of the State of Florida, without regard to conflicts of law principles thereof.

 

E. Severability. Should any provisions of this Agreement be held by a court of law to be illegal, invalid, or unenforceable, the legality, validity, and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.

 

F. Entire Agreement. This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or contemporaneous oral or written agreements concerning such subject matter. The terms of this Agreement will govern all Director Services undertaken by Director for the Company. Nothing in this Agreement should be construed to interfere with or otherwise restrict in any way the rights of the Company, its Board or shareholders from removing Director from the Board or any committee in accordance with the provisions of applicable law. Furthermore, except as otherwise provided to other non-employee Board members or required by law, the Company does not intend to afford Director any rights as an employee, including without limitation, the right to further employment or any other benefits.

 

G. Amendments. This Agreement may only be amended, modified, or changed by an agreement signed by the Company and Director. The terms contained herein may not be altered, supplemented, or interpreted by any course of dealing or practices.

 

H. Counterparts. This Agreement may be executed in two counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

 

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

 

Company: Blue Star Foods Corp.
     
  By:  
  Name: John Keeler
  Title: Chairman & CEO
     
Independent Director:    
     
   
  Name:

 

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Exhibit 99.1

 

Blue Star Foods Announces Appointment of Three New Directors

 

Miami, Florida, March 31st, 2021 — Blue Star Foods Corp. (OTC:BSFC) (“Blue Star” or the “Company”), a sustainable seafood company, announced today that three new directors were appointed to its board of directors, effective as of April 12th, 2021.

 

The new board members include Mr. Jeffrey Guzy, Mr. Tim McLellan and Mr. Trond Ringstad, who will be joining existing board members, Mr. Nubar Herian, and Chairman & CEO, Mr. John Keeler.

 

“We believe these three individuals will significantly strengthen our board with their decades of relevant experience. Certain of the members, like Jeff Guzy, will add publicly traded company experience, while Tim McLellan and Trond Ringstad have vast seafood industry expertise, including in supply-chain logistics, category management and merchandising,” said John Keeler, CEO of Blue Star. “They will provide valuable strategic guidance as we continue to pursue new acquisition opportunities in both the established seafood industry and as we enter the emerging Recirculatory Aquaculture Systems (RAS) space.”

 

Mr. Keeler continued, “Importantly, their appointment as directors help us meet several key initial requirements for listing on a senior national exchange, including having five directors on the board, of which the majority are independent, and several of whom also meet certain sub-committee qualifications.”

 

The brief corporate biographies of Blue Star’s new directors are:

 

Jeffrey Guzy | Mr. Guzy has more than 20 years of public company board experience, including currently serving as an independent director and chairman of the audit committee for Leatt Corp. (OTC:LEAT), Capstone Companies, Inc. (OTC:CAPC) and Purebase Corporation (OTC:PUBC). He previously served in executive operating roles at multiple technology and telecommunications companies, including IBM Corporation, Sprint International, Bell Atlantic Video Services and Loral CyberStar.

 

Tim McLellan | Mr. McLellan has more than 35 years of operating experience and has served as a seafood executive in both the U.S. and Asia including as the President of Empress International, a division of Thai Union Group (SET:TU) and in a Senior Manager position with the seafood division of ConAgra Foods (NYSE:CAG).

 

Trond Ringstad | Mr. Ringstad has more than 20 years of operating experience and has served as a seafood executive in both the U.S. and Europe including as President of Pacific Supreme Seafoods, a global importing and wholesaling seafoods company, which he sold to a publicly traded company. He also served as Vice President of Sales and Marketing for Royal Supreme Foods, a Norwegian / Chinese seafood importer and sales company.

 

About Blue Star Foods Corp.

 

Blue Star is a sustainable seafood company that processes, packages, and sells refrigerated pasteurized Blue Crab meat, and other premium seafood products. The Company believes it utilizes best-in-class technology, in both resource sustainability management and traceability, and ecological packaging. Its products are currently sold in the United States, Mexico, Canada, the Caribbean, the United Kingdom, France, the Middle East, Singapore, and Hong Kong. The Company’s headquarters are in Miami, Florida (United States), and its corporate website is: http://www.bluestarfoods.com.

 

Safe Harbor

 

This press release contains statements, which may constitute “forward-looking statements”. Those statements include statements regarding the intent, belief, or current expectations of the Company and members of its management team, as well as the assumptions on which such statements are based. Such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that may cause actual results to differ from those anticipated are discussed throughout the Company’s reports filed with Securities and Exchange Commission which are available at www.sec.gov as well as the Company’s web site at http://www.bluestarfoods.com. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results.

 

Contacts

 

Brett Maas, Managing Partner, Hayden IR

(646) 536-7331, bsfc@haydenir.com

 

Constantino Gutierrez | Newbridge Securities Corporation

(480) 207-1824 | cgutierrez@newbridgesecurities.com