On July 20, NaturalShrimp officially notified Yotta of its termination of the merger agreement. The termination is a result of the SPAC’s breach of certain representations in the agreement, making it impossible to fulfill certain conditions required to complete the transactions specified in the agreement.
Specifically, NaturalShrimp claims that Yotta’s inability to comply with the provision in its Amended and Restated Certificate of Incorporation, which mandates the possession of net tangible assets amounting to at least $5,000,001 upon consummation of the initial business combination, conflicts with the SPAC’s representation in the agreement that its actions will not contradict its organizational documents.
Additionally, NaturalShrimp cited delays in the SEC registration process. The SPAC was obligated to use its reasonable best efforts to execute all necessary actions to complete the transactions specified in the merger agreement.
Yotta inked its $275 million deal with NaturalShrimp in October 2022. Dallas-based NaturalShrimp is developing a series of land-based shrimp farms to supply the US food service market.