UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 23, 2021
NATURALSHRIMP INCORPORATED
(Exact
name of registrant as specified in its charter)
Nevada
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000-54030
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74-3262176
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification No.)
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15150 Preston Road, Suite #300
Dallas, Texas 75248
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (888) 791-9474
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
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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N/A
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N/A
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in 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 checkmark 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 8.01 Other Events.
On
February 23, 2021, NaturalShrimp Incorporated (the
“Company”) issued a press release announcing that it
has signed a Letter of Intent to acquire the aquaculture assets of
Hydrenesis Aquaculture, LLC for $12,500,000, consisting of
$5,500,000 in cash and the balance due in the Company’s
common stock.
A copy
of that press release is attached as Exhibit 99.1 to this Current
Report on Form 8-K.
Forward-Looking Statements
This
document contains “forward-looking statements” that
involve substantial risks and uncertainties for purposes of the
safe harbor provided by the Private Securities Litigation Reform
Act of 1995. All statements, other than statements of historical
facts, included in this communication regarding strategy, future
operations, future financial position, prospects, plans and
objectives of management are forward-looking statements. In
addition, when or if used in this communication, the words
“will,” “may,” “would,”
“approximate,” “expect,”
“intend,” and similar expressions and their variants
may identify forward-looking statements. Examples of
forward-looking statements include, but are not limited to,
statements relating to the anticipated timing or results of the
Company’s planned commercialization of its La Coste and
VeroBlue plants. Actual results could differ materially from those
contained in any forward-looking statement as a result of various
factors that could cause actual events to differ from expectations,
including the risk factors included in the Company’s most
recent Annual Report on Form 10-K and other periodic reports filed
with the Securities and Exchange Commission. Except as required by
applicable law, the Company undertakes no obligation to revise or
update any forward-looking statement, or to make any other
forward-looking statements, whether as a result of new information,
future events or otherwise.
Item 9.01. Financial Statements and Exhibits
The
exhibit listed in the following Exhibit Index is filed as part of
this Current Report on Form 8-K.
Exhibit No.
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Description
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Press
Release Announcing the Letter of Intent to acquire the aquaculture
assets of Hydrenesis Aquaculture, LLC
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SIGNATURE
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 hereunto duly authorized.
Dated:
February 24, 2021
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NATURALSHRIMP INCORPORATED
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By:
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/s/
Gerald Easterling
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Name:
Gerald Easterling
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Title:
Chief Executive Officer
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Exhibit 99.1
NaturalShrimp Signs Letter of Intent to Acquire Aquaculture Assets
of Hydrenesis Aquaculture, LLC
Assets
to be Acquired for $12,500,000
Major
Financing Announcement Forthcoming from NSI
Dallas,
TX, Feb. 23, 2021 (GLOBE NEWSWIRE) -- via NewMediaWire --
NaturalShrimp, Inc., an aquaculture Company, which has developed
and patented the first commercially operational Recirculating
Aquaculture System (RAS) for shrimp, announced today that it has
signed a Letter of Intent (LOI) to acquire the aquaculture assets
of Hydrenesis Aquaculture, LLC for $12,500,000, consisting of
$5,500,000 in cash and the balance due in NSI common stock. The
acquisition is expected to be accretive to earnings in fiscal year
2021.
Gerald
Easterling, CEO of NaturalShrimp added, “NaturalShrimp has
been working with Hydrenesis since 2018 on several solutions for
the industry with the team at Hydrenesis. We currently have trials
on going in Norway and Australia. The Company intends to
immediately begin deployment of the technology in our hatchery and
nursery systems. We also believe that the Hydrenesis technology
will have major impacts on disease control in salmon, barramundi,
and tilapia farming segments. We expect to file additional patents
around the expansion of the application and use of the combined EC
and Hydrenesis technology.”
David
Antelo, CEO of Hydrenesis, Inc., said, “We are excited for
the next evolution of our relationship with NaturalShrimp. We have
been exploring the application of ‘Redox’ water
treatment for several years. Our technologies’ ability to
affect water chemistry and elevate water quality is proving to have
a significant impact on growth and health metrics. Natural Shrimp's
bold vision and rapid growth trajectory make them the ideal partner
for extending commercialization of Hydrenesis technologies to
additional species applications.”
ABOUT
NATURAL SHRIMP: NaturalShrimp, Inc. is a publicly traded aqua-tech
Company, headquartered in Dallas, with production facilities
located near San Antonio, Texas. The Company has developed the
first commercially viable system for growing shrimp in enclosed,
salt-water systems, using patented technology to produce fresh,
never frozen, naturally grown shrimp, without the use of
antibiotics or toxic chemicals. NaturalShrimp systems can be
located anywhere in the world to produce gourmet-grade Pacific
white shrimp.
About
Hydrenesis: Hydrenesis, Inc. and Hydrenesis Aquaculture, LLC,
headquartered in Pompano Beach, FL, are private technology owners
and technology commercialization companies that partner with
leading IP holders and industry insiders to commercialize
innovative technologies in major industry sectors.
Forward
Looking Statements
This
press release contains "forward-looking statements." The statements
contained in this press release that are not purely historical are
forward-looking statements. Forward-looking statements give the
Company's current expectations or forecasts of future events. Such
statements are subject to risks and uncertainties that are often
difficult to predict and beyond the Company's control, and could
cause the Company's results to differ materially from those
described. In some cases forward-looking statements can be
identified by terminology such as "may," "should," "potential,"
"continue," "expects," "anticipates," "intends," "plans,"
"believes," "estimates," and similar expressions. These statements
include statements regarding moving forward with executing the
Company's global growth strategy. The statements are based upon
current beliefs, expectations and assumptions and are subject to a
number of risks and uncertainties, many of which are difficult to
predict. The Company is providing this information as of the date
of this press release and does not undertake any obligation to
update any forward looking statements contained in this press
release as a result of new information, future events or otherwise,
except as required by law. We have based these forward-looking
statements largely on our current expectations and projections
about future events and financial trends affecting the financial
condition of our business. Forward-looking statements should not be
read as a guarantee of future performance or results, and will not
necessarily be accurate indications of the times at, or by, which
such performance or results will be achieved. Important factors
that could cause such differences include, but are not limited to
the Risk Factors and other information set forth in the Company's
Annual Report on Form 10-Q filed on February 16, 2021, and in our
other filings with the U.S. Securities and Exchange
Commission.
Contact:
Richard
Brown
508-462-9638
SOURCE:
Natural Shrimp