NaturalShrimp Incorporated (OTCQB:SHMP), which entered into a definitive agreement with Yotta Acquisition Corp. (NASDAQ:YOTA) in October 2022, filed an 8-K today announcing that it has entered into an equity financing agreement, a registration rights agreement, and a purchase agreement with GHS Investments.
Under the terms of the equity financing agreement, GHS agreed to provide NaturalShrimp with up to $10 million upon the effectiveness of a registration statement. After the Registration Statement becomes effective, the Company can deliver puts to GHS, and GHS will be obligated to purchase shares of the Company’s common stock based on the investment amount specified in each put notice.
The maximum amount the Company can put to GHS in each put notice is 200% of the average daily trading dollar volume of the Company’s Common Stock during the ten trading days preceding the put, but it cannot be less than $10,000 or greater than $1,000,000. GHS and its affiliates cannot purchase more than 4.99% of the Company’s outstanding Common Stock.
The price of each put share will be equal to 80% of the Market Price, and after an up-list to the NASDAQ, it will be equal to 90% of the Market Price with a floor price of $1.00 per share. The Company can deliver puts to GHS until 24 months after the effectiveness of the Registration Statement or the date on which GHS has purchased an aggregate of $10,000,000 worth of Common Stock.
Additionally, NaturalShrimp disclosed that it entered into a purchase agreement with GHS, pursuant to which the Company can require GHS to purchase up to 45,923,929 shares of the Company’s common stock based on a total aggregate purchase price of up to $6,000,000 over a one-year term that ends on May 9, 2024.
The Company estimates that the net proceeds from the sale of the shares of GHS Purchase Shares will be approximately $5,820,000, which it intends to use for working capital and general corporate purposes.
The GHS Purchase Agreement provides that the Company has the right, in its sole discretion, to deliver to GHS a purchase notice directing GHS to purchase a specified number of GHS Purchase Shares. A GHS Purchase will be made in a minimum amount of $10,000 and up to a maximum of $1,500,000.
The purchase amount for any purchase cannot exceed 200% of the average daily trading dollar volume of the Company’s Common Stock during the ten business days preceding the purchase date. The Purchase Price is 90% of the lowest VWAP during the Valuation Period.
The GHS Purchase Agreement prohibits the Company from directing GHS to purchase any GHS Purchase Shares that would result in GHS and its affiliates having beneficial ownership, at any single point in time, of more than 4.99% of the then total outstanding shares of the Common Stock.
Yotta inked its $275 million business combination with NaturalShrimp on October 25, 2022. Dallas-based NaturalShrimp is developing a series of land-based shrimp farms to supply the US food service market.
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