M&A: YERBAE BRANDS CORP.

Form Type: 8-K

Filing Date: 2025-01-08

Corporate Action: Merger

Type: New

Accession Number: 000149315225001320

Comments: Yerbaé Brands Corp. entered into a definitive Arrangement Agreement with Safety Shot, Inc., whereby Safety Shot will acquire all outstanding common shares of Yerbaé. The transaction, to be executed by a plan of arrangement under British Columbia law, requires approvals from the British Columbia Supreme Court and shareholders of both companies. Consideration includes 20,000,000 shares of Safety Shot stock. Existing Yerbaé options and warrants will convert to Safety Shot equivalents at prescribed rates. The closing is subject to typical conditions and includes support agreements with key Yerbaé shareholders. Termination rights are included for both parties if shareholder approvals are not obtained or if critical conditions are unmet. The document outlines representations, warranties, covenants, and a fairness opinion deeming the offer fair to Yerbaé shareholders. A press release was issued on January 8, 2025, disclosing the arrangement details, alongside forthcoming additional information to investors.

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Form Type: DEFA14A

Filing Date: 2025-01-08

Corporate Action: Merger

Type: New

Accession Number: 000149315225001333

Comments: On January 7, 2025, Yerbaé Brands Corp. entered into a definitive Arrangement Agreement with Safety Shot, Inc., wherein Safety Shot will acquire all common shares of Yerbaé, implemented via a plan of arrangement subject to court and shareholder approvals. Safety Shot will issue 20,000,000 shares as consideration, with adjustments for options, warrants, and debentures held by Yerbaé's shareholders. The closing conditions comprise multiple approvals and the absence of legal impediments. A fairness opinion suggests the offer is financially reasonable for Yerbaé’s shareholders. Yerbaé will file relevant transaction documents with the SEC shortly.

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