Current Report Filing (8-k)
June 02 2020 - 9:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): June 1, 2020
BLUE
STAR FOODS CORP.
(Exact
name of registrant as specified in charter)
Delaware
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000-55903
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82-4270040
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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3000
NW 109th Avenue
Miami,
Florida
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33172
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (860) 633-5565
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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))
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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 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 check mark 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. [ ]
Section
7 – Regulation FD
Item 7.01 Regulation FD Disclosure.
On
June 1, 2020, Blue Star Foods Corp. (the “Company”) issued a press release reporting certain highlights of its audited
operating results for the fiscal year ended December 31, 2019. The text of the press release is furnished as Exhibit 99.1 and
incorporated herein by reference.
The
information in this Item 7.01 of this Current Report, including Exhibit 99.1 attached hereto, is being furnished and shall not
be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act,
or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference
to this Form 8-K in such filing.
Cautionary
Statements
This
filing includes “forward-looking statements.” All statements other than statements of historical facts included or
incorporated herein may constitute forward-looking statements. Actual results could vary significantly from those expressed or
implied in such statements and are subject to a number of risks and uncertainties. Although the Company believes that the expectations
reflected in the forward-looking statements are reasonable, the Company can give no assurance that such expectations will prove
to be correct. The forward-looking statements involve risks and uncertainties that affect the Company’s operations, financial
performance, and other factors as discussed in the Company’s filings with the Securities and Exchange Commission (“SEC”).
Among the factors that could cause results to differ materially are those risks discussed in the periodic reports the Company
files with the SEC. You are urged to carefully review and consider the cautionary statements and other disclosures made in those
filings, specifically those under the heading “Risk Factors.” The Company does not undertake any duty to update any
forward-looking statement except as required by law.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
SIGNATURES
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 thereunto duly authorized.
Date:
June 2, 2020
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BLUE
STAR FOODS CORP.
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By:
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/s/
John Keeler
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John
Keeler
Executive
Chairman and Chief Executive Officer
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