A Utah court today is expected to consider objections submitted by multiple shareholders who want to block the sale of NaturalShrimp, Inc., to one of the firms that helped put it in receivership last year, accusing one of the key players with “toxic financing practices.”

Letters to the Third Judicial District Court for the County of Salt Lake state, “John Fife and his affiliated entities have a well-documented history of securities law violations and toxic financing practices.”

Financial institutions invested in NaturalShrimp, including one involving Fife, want to sell its assets, which would include the aquaculture’s property in Webster City.

The firm has been in receivership since September of 2024 when Streeterville Capital LLC and Bucktown Capital LLC successfully argued in court that a third party needed to temporarily take control of the business.

Fife is connected to Streeterville, the shareholder letters allege. A case against Fife in Illinois, filed by the U.S. Securities and Exchange Commission in 2020, is awaiting a jury trial.

“From at least 2015 through the present Defendant John M. Fife and five entities he owns and controls — Chicago Venture Partners, L.P., Iliad Research and Trading, L.P., St. George Investments LLC, Tonaquint, Inc., and Typenex Co-Investment, LLC – bought and sold billions of newly-issued shares of microcap securities (i.e., penny stocks) and generated millions of dollars from those sales,” the SEC filing alleges.

“In doing so, Fife — who is a recidivist violator of the federal securities laws — and the Entity Defendants have violated, and continue to violate, the mandatory dealer registration requirements of the federal securities laws.”

The case is stalled in the U.S. District Court of the Northern District of Illinois, Eastern Division.

“Defendants’ business model,” the filing alleges, “has been to buy convertible promissory notes — a type of security — from penny stock issuers, convert the notes into newly-issued shares of stock, and rapidly sell those shares into the public market at a profit. During 2015 through 2019, Defendants purchased more than 250 such notes from approximately 135 different microcap issuers. Defendants demanded and received highly favorable terms for these notes, including terms that gave Defendants deep discounts from the prevailing market price for the shares of counterparty microcap issuers. By engaging in a regular business of buying convertible notes and then selling the resulting newly-issued shares of microcap companies’ stock into the public market, Defendants operated as unregistered securities dealers and collectively generated more than $61 million in net profits.”

According to the SEC filing: Chicago Venture Partners, L.P. is a Utah limited partnership, with its principal place of business in Chicago, Illinois. Fife solely owns and controls CVP; Iliad Research and Trading, L.P. is a Utah limited partnership, with its principal place of business in Chicago, Illinois. Fife solely owns and controls Iliad; St. George Investments, LLC is a Utah limited company, with its principal place of business in Chicago, Illinois. Fife solely owns and controls St. George; Tonaquint, Inc. is a Utah corporation, with its principal place of business in Chicago, Illinois. Fife solely owns and controls Tonaquint; Typenex Co-Investment, LLC is a Utah limited liability company, with its principal place of business in Chicago, Illinois. Fife solely owns and controls Typenex.

The SEC claims in its filing that it is “seeking to restrain and enjoin Defendants from engaging in the acts, practices, transactions and courses of business alleged herein, and for such other equitable relief as may be appropriate or necessary for the benefit of investors.”

NaturalShrimp shareholders who are aware of the open SEC case are concerned about the future of their investments.

They are asking the court to:

1. “Issue an immediate injunction halting the sale of NSI to John Fife or his affiliates.”

2. “Order an independent financial valuation of NSI’s true market value.”

3. “Mandate full transparency and disclosures regarding this sale and any conflicts of interest.” 4. “Require a competitive bidding process to ensure NSI is sold at fair market value.”

5. “Investigate whether NSI’s board has breached its fiduciary duty to shareholders.”

Some shareholder letters claim: “This transaction presents serious legal, financial, and ethical risks that must be addressed before the sale proceeds. Approving this deal without proper scrutiny could result in shareholder losses, regulatory action, and further financial instability for NSI.”

“Fife’s financing schemes have resulted in severe shareholder dilution and loss of company value in multiple cases,” at least one letter asserts.

Last year, Ampl�”o Turnaround and Restructuring, LLC, was named as Receiver of NaturalShrimp, Inc., NaturalShrimp USA Corporation, NaturalShrimp Global, Inc., and Natural Aquatic Systems, Inc.

Earlier this year Ampl�”o asked the Third Judicial District Court for the County of Salt Lake, in Utah, for “approval to sell substantially all of the receivership entities’ assets to Streeterville Capital, LLC, and Bucktown Capital, LLC (or their designees) or any other party with a higher and better offer free and clear of all liens, interests, claims, and encumbrances,” according to court documents.

“The Webster City Property continues to operate at approximately one third capacity,” the February 11 filing states. “These operations generate sales of 400 to 500 pounds of shrimp per week.

“Live shrimp is transported primarily to Chicago, with other amounts going to smaller markets,” the document states.

“The Receivership Entities have one customer that buys shrimp at the Webster City facility and then transports them to nearby retail markets. Current income from the sale of shrimp does not cover operating and overhead expenses, and, in Receiver’s opinion, the Receivership Entities cannot survive as a going concern without additional capital or debt.”

It adds, “There continues to be no production at the Blairsburg Property or the Radcliffe Property.”

In addition to the Iowa properties, NaturalShrimp owns property in La Coste, Texas.

The filing offers the following values on NaturalShrimp’s assets:

— Vehicles: $112,000, less $60,000 for title issue vehicles

— Intellectual Property: $5.7 million

— Remaining Personal Property: $1,250 million

— 2567 190th Street, Blairsburg, Iowa: $325,000

— 12282 200th Street, Radcliffe, Iowa: $550,000

— 401 Des Moines Street, Webster City, Iowa: $7 million

— Texas Real Property: $2 million

On December 29, 2021, Streeterville filed a financing statement with the state of Nevada effectively placing a blanket lien on all of NaturalShrimp’s assets, the filing states. Eventually, NaturalShrimp’s failure to pay the outstanding balances of the notes by their maturity due date resulted in a “Major Trigger Event” as of August 16, 2024.

The Receiver, according to the filing on February 11, has visited the three real properties in Iowa. It met with employees and took an inventory of assets.

“On November 7, 2024, the Receiver also met with Streeterville Capital at the Webster City Property,” according to the filing. “Since Receiver’s appointment, there have been three employees who voluntarily terminated their employment and one employee that was terminated for cause.”

According to the filing, NaturalShrimp employees inventoried “all personal property at the NS Real Properties in October 2024” prior to the Streeterville visit in November.

There have been several discussions with a prospective third-party purchaser of the Radcliffe property. “In short, the net proceeds from the prospective purchaser would not have been sufficient for Streeterville to release its mortgage on the Radcliffe Property,” the filing states.

The Blairsburg property is under a temporary lease that has been extended through March 2025.

History

“NaturalShrimp is a publicly traded company (Symbol: SHMP) that was initially incorporated on July 3, 2008, in the state of Nevada under the name “Multiplayer Online Dragon, Inc,” the request for a Receivership sale states.

“On November 26, 2014, NaturalShrimp (then Multiplayer Online Dragon, Inc.) entered into an asset purchase agreement with NaturalShrimp Holdings, Inc. (“NSH”), a Delaware corporation, pursuant to which NaturalShrimp agreed to acquire substantially all of NSH’s assets, which assets consisted primarily of all of the issued and outstanding shares of capital stock of NaturalShrimp USA and NaturalShrimp Global and certain real “On January 30, 2015, NaturalShrimp consummated the acquisition of NSH’s assets pursuant to the aforementioned agreement.

“In accordance with the terms of the agreement, NaturalShrimp issued 75,520,240 shares of our Common Stock to NSH as consideration for the assets.

“As a result of the transaction, NSH acquired 88.62% of NaturalShrimp’s issued and outstanding shares of Common Stock at the time, and NaturalShrimp USA and NaturalShrimp Global became wholly owned subsidiaries of NaturalShrimp.

“In connection with the purchase of NSH’s assets, NaturalShrimp changed its principal business to a global shrimp farming company.

The Receivership was the result of the lenders filing a lawsuit in Utah on September 4, 2024.