Seeing Accelerated Revenue Growth from Current and New Opportunities "We are excited to showcase our commitment to company growth in 2024. Our actionable plan started to show in our financial and operating results, as reflected in our recently reported first quarter 2024 report with 19% revenue increase versus first quarter 2023. We believe this is the beginning as new customers segment are ramping the business and land-based farm operating within expectations. The pipeline for additional business is robust ...

Miami, FL, June 25, 2024 (GLOBE NEWSWIRE) -- Blue Star Foods Corp., ("Blue Star," the "Company," "we," "our" or "us") (NASDAQ: BSFC), an integrated Environmental, Social, and Governance (ESG) sustainable seafood company with a focus on Recirculatory Aquaculture Systems (RAS), is pleased to announce that it has been granted an extension renewal for the land-based aquaculture license thru 2033. All parts of this license are issued under the authority of the Fisheries Act and confer, subject to provisions of t ...

Company Compliance - Blue Star Foods Corp. has demonstrated compliance with the bid price requirement in Listing Rule 5550(a)(2) and the minimum stockholders' equity requirement in Listing Rule 5550(b)(1) as confirmed by a letter from the Nasdaq Hearings Panel on June 11, 2024 [1] - The company will be subject to a Discretionary Panel Monitor for a period of one year, until June 11, 2025, to ensure continued compliance with listing requirements [3] Company Overview - Blue Star Foods Corp. is an integrated Environmental, Social, and Governance (ESG) sustainable seafood company focusing on Recirculatory Aquaculture Systems (RAS) [1][4] - The company processes, packages, and sells high-value seafood products and claims to utilize best-in-class technology for resource sustainability management and traceability [4] - Blue Star Foods operates the oldest continuously operating RAS full grow-out salmon farm in North America, based in Miami, Florida [4]

Core Viewpoint - Blue Star Foods Corp. has reported a significant increase in revenues and a notable reduction in losses for the first quarter of 2024, indicating a positive turnaround in financial performance [2][4]. Financial Highlights - Revenue for the three months ended March 31, 2024, increased by 19% to $2.3 million compared to $1.9 million for the same period in 2023, primarily due to an increase in poundage sold [6][7]. - Net loss decreased by 44% to $1.1 million from $1.9 million year-over-year, with net loss per share improving from ($1.16) to ($0.04) [6][7]. - Adjusted EBITDA loss decreased by 35% to $0.6 million compared to $0.9 million for the same period in 2023 [6][7]. Business Highlights - The company successfully commenced production at its Recirculatory Aquaculture Systems (RAS) platform in South Carolina, which includes over 100 tanks [4]. - A Master Service Agreement (MSA) was executed with a fully integrated seafood provider, aimed at sourcing, operations, and distribution, along with a supply agreement to provide food solutions for the U.S. Military [4][6]. - The company reported an inventory and RAS biomass valued at $2.3 million [6].

Company Overview - Blue Star Foods Corp. is an integrated Environmental, Social, and Governance (ESG) sustainable seafood company focused on Recirculatory Aquaculture Systems (RAS) [4] - The company processes, packages, and sells high-value seafood products and operates the oldest continuously operating RAS full grow-out salmon farm in North America [4] Reverse Stock Split Announcement - Blue Star Foods Corp. will implement a 1-for-50 reverse stock split of its Class A common stock, effective at 12:01 am, Eastern Time, on May 20, 2024 [1][3] - Each 50 shares of issued and outstanding common stock will be reclassified into one new share, with no fractional shares issued; all fractional shares will be rounded up [1][3] - The total number of authorized shares will remain at 100,000,000 [1] Compliance with Nasdaq Requirements - The reverse stock split aims to bring the company into compliance with the $1.00 minimum bid price requirement for maintaining its Nasdaq listing [3] - The board of directors approved the reverse stock split on May 7, 2024, and shareholders approved it on April 30, 2024 [3] Trading Information - Post-split, Blue Star's common stock will continue to trade on The Nasdaq Capital Market under the existing symbol "BSFC" and will begin trading on a split-adjusted basis on May 20, 2024 [2]

PART I - FINANCIAL INFORMATION [Item 1. Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Presents unaudited consolidated financial statements for Q1 2024, including balance sheets, statements of operations, equity, cash flows, and notes [Consolidated Balance Sheets (Unaudited)](index=5&type=section&id=Consolidated%20Balance%20Sheets%20(Unaudited)) | ASSETS / LIABILITIES AND STOCKHOLDERS' EQUITY | March 31, 2024 | December 31, 2023 | | :-------------------------------------------- | :------------- | :---------------- | | **ASSETS** | | | | Cash and cash equivalents | $22,298 | $24,163 | | Accounts receivable, net | $910,815 | $534,195 | | Inventory, net | $2,280,480 | $2,608,521 | | Total Current Assets | $4,539,604 | $4,095,876 | | Total Assets | $6,858,362 | $6,362,498 | | **LIABILITIES AND STOCKHOLDERS' EQUITY** | | | | Accounts payable and accruals | $1,061,169 | $661,377 | | Total Current Liabilities | $3,669,807 | $3,196,661 | | Total Liabilities | $4,282,022 | $3,767,576 | | Total Stockholders' Equity | $2,576,340 | $2,594,922 | [Consolidated Statements of Operations and Comprehensive Loss (Unaudited)](index=7&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss%20(Unaudited)) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Revenue, Net | $2,260,329 | $1,898,439 | | Cost of Revenue | $2,089,567 | $1,614,077 | | Gross Profit | $170,762 | $284,362 | | Loss From Operations | $(842,199) | $(950,208) | | Net Loss | $(1,093,095) | $(1,951,402) | | Comprehensive Loss | $(1,015,062) | $(1,865,828) | | Net loss per common share | $(0.04) | $(1.10) | | Weighted average common shares outstanding | 26,387,484 | 1,688,843 | [Consolidated Statements of Changes in Stockholders' Equity (Deficit) (Unaudited)](index=8&type=section&id=Consolidated%20Statements%20of%20Changes%20in%20Stockholders'%20Equity%20(Deficit)%20(Unaudited)) - **Stockholders' Equity** (Deficit) decreased slightly from **$2,594,922** as of December 31, 2023, to **$2,576,340** as of March 31, 2024, primarily due to a **net loss** of **$1,093,095**, partially offset by **common stock** issuances for cash, services, and loan commitment fees[179](index=179&type=chunk)[189](index=189&type=chunk)[219](index=219&type=chunk) [Consolidated Statements of Cash Flows (Unaudited)](index=9&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) | Cash Flow Activity | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2023 | | :-------------------------- | :-------------------------------- | :-------------------------------- | | Net Cash (Used in) Operating Activities | $(679,928) | $(1,406,778) | | Net Cash (Used in) Investing Activities | $(23,146) | $(15,351) | | Net Cash Provided by Financing Activities | $622,626 | $1,515,941 | | Net Increase in Cash and Cash Equivalents | $(1,865) | $179,648 | | Cash and Cash Equivalents – End of Period | $22,298 | $188,910 | [Notes to Unaudited Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) [Note 1. Company Overview](index=10&type=section&id=Note%201.%20Company%20Overview) - Blue Star Foods Corp is an international sustainable marine protein company importing, packaging, and selling refrigerated pasteurized crab meat and other premium seafood products under various brand names. The company's **revenue** sources include blue and red swimming crab meat, steelhead salmon, rainbow trout, and packaged seafood **inventory** from its subsidiaries[193](index=193&type=chunk)[297](index=297&type=chunk) - On February 1, 2024, the Company entered into a **Master Services Agreement** with Afritex Ventures, Inc., taking responsibility for Afritex's operations and finance functions, providing working capital, and purchasing **inventory**. This agreement automatically extends for three 30-day periods if Afritex's debt is below **$325,000**[19](index=19&type=chunk)[267](index=267&type=chunk) - On February 12, 2024, the Company entered into an **Option Agreement** with Afritex to potentially purchase its intangible assets, machinery, and equipment for **$554,714** cash and **5,000,000 shares** of **common stock** held in escrow. The closing is contingent on Afritex's debt restructuring[182](index=182&type=chunk) [Note 2. Summary of Significant Accounting Policies](index=11&type=section&id=Note%202.%20Summary%20of%20Significant%20Accounting%20Policies) - The financial statements are unaudited interim consolidated statements prepared in accordance with SEC rules and GAAP, reflecting normal recurring adjustments. They should be read in conjunction with the 2023 Annual Report on Form 10-K[223](index=223&type=chunk) - **Revenue** is recognized when customers obtain control of goods or services, reflecting the expected consideration. The Company's **revenue** streams include crab meat, steelhead salmon, rainbow trout, and packaged seafood, primarily sold to food service distributors, wholesalers, and retail establishments[197](index=197&type=chunk)[198](index=198&type=chunk)[224](index=224&type=chunk) - **Inventory** is valued at the lower of cost or net realizable value, using the specific identification method for crab meat and raw materials, and estimated biomass for fish in process. An **inventory** allowance of **$336,049** was recorded for the three months ended March 31, 2024[202](index=202&type=chunk)[229](index=229&type=chunk)[231](index=231&type=chunk) - The Company accounts for leases under ASC 842, recognizing right-of-use assets and lease obligations on the balance sheet. As of March 31, 2024, **operating lease assets** were **$114,807** and **operating lease liabilities** were **$35,650** (current) and **$79,157** (noncurrent)[204](index=204&type=chunk)[205](index=205&type=chunk)[206](index=206&type=chunk)[232](index=232&type=chunk)[234](index=234&type=chunk) - Financial instruments, including **derivative** and **warrant liabilities**, are measured at **fair value** using the Black-Scholes option pricing model. The **derivative liability** on convertible debt was **$957,265** and **warrant liability** was **$402** as of March 31, 2024[59](index=59&type=chunk)[240](index=240&type=chunk) [Note 3. Going Concern](index=16&type=section&id=Note%203.%20Going%20Concern) - The Company's ability to continue as a **going concern** is in substantial doubt due to a **net loss** of **$1,093,095** for the three months ended March 31, 2024, an **accumulated deficit** of **$34,903,827**, and reliance on increasing revenues, acquiring complementary companies, and raising capital[211](index=211&type=chunk) [Note 4. Other Current Assets](index=17&type=section&id=Note%204.%20Other%20Current%20Assets) - **Other current assets** increased to **$1,326,011** as of March 31, 2024, from **$833,472** as of December 31, 2023. This balance primarily includes prepaid **inventory** (**$404,000**), prepaid legal fees (**$158,000**), and receivables for **shares** issuance (**$390,000**) from ClearThink[14](index=14&type=chunk)[242](index=242&type=chunk) [Note 5. Fixed Assets, Net](index=17&type=section&id=Note%205.%20Fixed%20Assets,%20Net) | Fixed Assets Category | March 31, 2024 | December 31, 2023 | | :------------------------ | :------------- | :---------------- | | Computer equipment | $47,908 | $47,908 | | RAS system | $138,588 | $140,214 | | Leasehold improvements | $17,904 | $17,904 | | Building Improvements | $159,798 | $136,653 | | Total | $364,198 | $342,679 | | Less: Accumulated depreciation | $(40,121) | $(38,822) | | Fixed assets, net | $324,077 | $303,857 | - **Depreciation expense** for **fixed assets** was approximately **$1,300** for the three months ended March 31, 2024, an increase from **$1,000** in the same period of 2023[274](index=274&type=chunk) [Note 6. Debt](index=17&type=section&id=Note%206.%20Debt) [Working Capital Line of Credit](index=17&type=section&id=Working%20Capital%20Line%20of%20Credit) - The **$5,000,000** revolving line of credit with Lighthouse Financial Corp was terminated on June 16, 2023, with approximately **$108,400** paid, including **principal**, accrued **interest**, and fees[34](index=34&type=chunk)[118](index=118&type=chunk) [John Keeler Promissory Notes](index=18&type=section&id=John%20Keeler%20Promissory%20Notes) - As of March 31, 2024, approximately **$86,000** in **principal** remained outstanding on unsecured promissory notes to John Keeler, accruing **6%** annual **interest**. The Company made **principal payments** of **$79,582** during the three months ended March 31, 2024, compared to no **principal payments** in the prior year period[113](index=113&type=chunk)[276](index=276&type=chunk) [Walter Lubkin Jr. Note](index=18&type=section&id=Walter%20Lubkin%20Jr.%20Note) - The **outstanding principal balance** on the Walter Lubkin Jr note was **$100,000** as of March 31, 2024, and December 31, 2023. **Interest expense** for this note was approximately **$1,000** for the three months ended March 31, 2024, down from **$3,500** in the prior year period[36](index=36&type=chunk)[277](index=277&type=chunk) [Lind Global Fund II LP notes](index=18&type=section&id=Lind%20Global%20Fund%20II%20LP%20notes) - The 2022 Lind Note, with a **principal** of **$5,750,000**, was extinguished on September 15, 2023, after a payment of **$2,573,142**. **Amortization expense** related to this debt discount was **$0** for the three months ended March 31, 2024, compared to **$273,614** in the prior year period[69](index=69&type=chunk)[131](index=131&type=chunk)[215](index=215&type=chunk) - The 2023 Lind Note, a **$1,200,000** convertible promissory note, was issued on May 30, 2023, with a variable conversion price, leading to an embedded conversion feature accounted for as a **derivative liability**. During Q1 2024, **$60,000** of **principal** was converted into **750,000 shares** of **common stock**[38](index=38&type=chunk)[41](index=41&type=chunk)[251](index=251&type=chunk) - On July 27, 2023, an amendment to the Purchase Agreement with Lind allowed for the issuance of an additional **$300,000** convertible promissory note and warrants, with the embedded conversion feature also treated as a **derivative liability**[72](index=72&type=chunk)[252](index=252&type=chunk)[284](index=284&type=chunk) [Agile Lending, LLC Loans](index=20&type=section&id=Agile%20Lending,%20LLC%20Loans) - On January 2, 2024, the Company entered into a **$122,491** term loan with Agile, due May 31, 2024, with weekly payments of **$7,795**. As of March 31, 2024, the **outstanding balance** was **$50,110**, after **principal payments** of **$72,381**[128](index=128&type=chunk)[254](index=254&type=chunk) - A **$210,000** term loan with Agile, dated October 19, 2023, was fully repaid by March 31, 2024, with **principal payments** totaling **$112,000** and **interest payments** of **$47,250** during Q1 2024[42](index=42&type=chunk) - On March 1, 2024, another **$210,000** term loan was secured with Agile, due August 29, 2024, with weekly payments of **$11,146**. The **outstanding balance** was **$176,562** as of March 31, 2024, after **principal payments** of **$33,438**[74](index=74&type=chunk)[139](index=139&type=chunk) [ClearThink Term Loan](index=21&type=section&id=ClearThink%20Term%20Loan) - On January 18, 2024, the Company entered into a 33-week term loan of **$200,000** with ClearThink Capital LLC, with a **25%** annual **interest rate** and biweekly payments of **$14,706**. As of March 31, 2024, the **outstanding balance** was **$141,176**, after **principal payments** of **$58,824**[43](index=43&type=chunk)[140](index=140&type=chunk) - A commitment fee of **$50,000** for the ClearThink loan was paid by issuing **354,610 shares** of **common stock** on January 25, 2024[43](index=43&type=chunk)[76](index=76&type=chunk)[140](index=140&type=chunk) [Note 7. Stockholders' Equity](index=21&type=section&id=Note%207.%20Stockholders'%20Equity) - During Q1 2024, the Company issued **11,332,787 shares** of **common stock** for **$836,360** in **cash proceeds** from ClearThink, with **$446,360** received by March 31, 2024, and the remaining **$390,000** in April 2024[263](index=263&type=chunk)[288](index=288&type=chunk) - The Company issued **5,000,000 shares** of **common stock** with a **fair value** of **$630,000** to be held in escrow for the **Option Agreement** with Afritex Texas on February 12, 2024[45](index=45&type=chunk) - **750,000 shares** of **common stock** were issued to Lind on March 11, 2024, as partial conversion of **$60,000 principal** from the May 2023 convertible promissory note[257](index=257&type=chunk) [Note 8. Options](index=23&type=section&id=Note%208.%20Options) | Option Activity | Number of Options | Weighted Average Exercise Price | | :------------------------ | :---------------- | :------------------------------ | | Outstanding – Dec 31, 2023 | 316,540 | $31.11 | | Exercisable – Dec 31, 2023 | 219,908 | $31.11 | | Outstanding – Mar 31, 2024 | 316,540 | $29.50 | | Exercisable – Mar 31, 2024 | 230,152 | $29.50 | - The Company recognized **$8,800** of **compensation expense** for vested stock options issued to directors, contractors, and employees during Q1 2024[290](index=290&type=chunk) [Note 9. Warrants](index=23&type=section&id=Note%209.%20Warrants) | Warrant Activity | Number of Warrants | Weighted Average Exercise Price | | :------------------------ | :----------------- | :------------------------------ | | Outstanding – Dec 31, 2023 | 730,944 | $12.04 | | Exercisable – Dec 31, 2023 | 555,710 | $15.41 | | Forfeited or Expired | (50,000) | - | | Outstanding – Mar 31, 2024 | 680,944 | $6.31 | | Exercisable – Mar 31, 2024 | 680,944 | $6.31 | - No **warrant activity** occurred during the three months ended March 31, 2024. Series A-1 and A-2 warrants issued in September 2023 are not considered outstanding as of March 31, 2024, as their exercise is contingent upon stockholder approval, which has not yet been obtained[48](index=48&type=chunk)[260](index=260&type=chunk)[292](index=292&type=chunk) [Note 10. Commitment and Contingencies](index=24&type=section&id=Note%2010.%20Commitment%20and%20Contingencies) - The Company has various lease agreements, including a month-to-month verbal lease for executive offices (**$17,400** paid in Q1 2024) and a month-to-month verbal lease for Coastal Pride's operations (**$4,500** paid in Q1 2024). Total **rental and equipment lease expenses** were approximately **$42,600** for Q1 2024[49](index=49&type=chunk)[50](index=50&type=chunk)[79](index=79&type=chunk)[261](index=261&type=chunk) [Note 11. Subsequent Events](index=25&type=section&id=Note%2011.%20Subsequent%20Events) - On April 4, 2024, the Company entered into a two-year **contract manufacturing agreement** with Afritex Ventures, Inc and Eagle Rising Food Solutions LLC, effective March 21, 2024, for food product manufacturing and consulting services[51](index=51&type=chunk)[267](index=267&type=chunk) - In April 2024, the Company issued **9,000,000 shares** of **common stock** for **$518,000 cash proceeds** to ClearThink and **119,565 shares** for consulting services[52](index=52&type=chunk)[81](index=81&type=chunk)[96](index=96&type=chunk) - On April 16, 2024, the Company issued a **$138,000** convertible promissory note to 1800 Diagonal Lending LLC, with a **$23,000** original issue discount and a **$26,220 interest payment** due January 15, 2025[82](index=82&type=chunk)[299](index=299&type=chunk) - On April 16, 2024, the Company issued a **$300,000** promissory note to Hart Associates, LLC, with a **$50,000 interest payment** due May 15, 2024 (extendable up to 90 days)[86](index=86&type=chunk)[264](index=264&type=chunk) - On April 9 and April 22, 2024, the Company issued **1,351,351** and **1,403,508 shares** of **common stock** to Lind as partial conversion of **$100,000** and **$80,000 principal**, respectively, from the May 2023 convertible promissory note[294](index=294&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2024 financial performance, condition, and liquidity, highlighting operational changes and recent events [Overview](index=26&type=section&id=Overview) - Blue Star Foods Corp is an international seafood company focused on importing, packaging, and selling refrigerated pasteurized crab meat and other premium seafood products. **Revenue** is generated from various seafood products distributed in the US and Canada, primarily to food service distributors[297](index=297&type=chunk) [Recent Events](index=26&type=section&id=Recent%20Events) - The Company entered into a **Master Services Agreement** with Afritex Ventures, Inc on February 1, 2024, taking over operations and finance functions, providing working capital, and purchasing **inventory**. This was followed by a two-year **contract manufacturing agreement** with Afritex and Eagle Rising Food Solutions LLC, effective March 21, 2024[99](index=99&type=chunk)[267](index=267&type=chunk) - The Company received a letter from Nasdaq on March 26, 2024, regarding non-compliance with the **minimum bid price requirement**. An appeal was filed, and Nasdaq granted continued listing subject to meeting specific compliance criteria by May 30, 2024, including a **$1.00 bid price** for ten consecutive trading sessions[56](index=56&type=chunk)[100](index=100&type=chunk)[298](index=298&type=chunk) - **Stockholders** approved a **reverse stock split** (ratio 1-for-2 to 1-for-50) on April 30, 2024. On May 3, 2024, the Company entered into an **At The Market (ATM) Offering Agreement** with H.C. Wainwright & Co, LLC to sell up to **$2,199,769** of **common stock** for working capital and debt repayment[87](index=87&type=chunk)[101](index=101&type=chunk)[269](index=269&type=chunk) - Silvia Alana, Director and Chief Financial Officer, notified the Company of her resignation effective May 28, 2024[53](index=53&type=chunk)[88](index=88&type=chunk)[97](index=97&type=chunk)[169](index=169&type=chunk)[270](index=270&type=chunk) [Results of Operations (Three months ended March 31, 2024 and 2023)](index=30&type=section&id=Results%20of%20Operations) | Metric | Three Months Ended March 31, 2024 | Three Months Ended March 31, 2123 | Change (YoY) | | :-------------------------- | :-------------------------------- | :-------------------------------- | :----------- | | Net Revenue | $2,260,329 | $1,898,439 | +19.1% | | Cost of Goods Sold | $2,089,567 | $1,614,077 | +29.5% | | Gross Profit | $170,762 | $284,362 | -39.9% | | Commissions Expense | $4,221 | $973 | +333.8% | | Salaries and Wages Expense | $301,790 | $530,838 | -43.1% | | Depreciation and Amortization | $1,299 | $2,669 | -51.3% | | Other Operating Expense | $705,651 | $700,090 | +0.8% | | Other Income | $1,535 | $1,902 | -19.2% | | Change in Fair Value of Derivatives and Warrants Liabilities | $82,636 | $0 | N/A | | Loss on Settlement of Debt | $0 | $648,430 | -100% | | Interest Expense | $335,067 | $354,666 | -5.5% | | Net Loss | $(1,093,095) | $(1,951,402) | -44.0% | [Liquidity and Capital Resources](index=31&type=section&id=Liquidity%20and%20Capital%20Resources) - **Cash used in operating activities** decreased to **$679,928** for Q1 2024 from **$1,406,778** for Q1 2023, primarily due to a decrease in **inventory** and payables, offset by an increase in **other current assets**[95](index=95&type=chunk) - **Cash used in investing activities** increased to **$23,146** for Q1 2024 from **$15,351** for Q1 2023, mainly due to increased purchases of **fixed assets**[115](index=115&type=chunk) - **Cash provided by financing activities** decreased to **$622,626** for Q1 2024 from **$1,515,941** for Q1 2023, attributed to increased repayments of short-term loans and less **proceeds** from **common stock** offerings[110](index=110&type=chunk) - As of March 31, 2024, the Company had **cash** of **$22,298** and a **working capital surplus** of **$869,797**. Liquidity sources include **inventory** (**$2,280,480**) and **accounts receivable** (**$910,815**)[109](index=109&type=chunk) - The Company has historically financed operations through **cash flow**, capital investment, notes payable, and a working capital line of credit. The Lighthouse Financial Corp line of credit was terminated in June 2023[109](index=109&type=chunk)[118](index=118&type=chunk) - The Company issued **690,000 shares** of **common stock**, along with Series A-1 and A-2 warrants and pre-funded warrants, in a 'best efforts' public offering on September 11, 2023. H.C. Wainwright & Co, LLC acted as placement agent, receiving a **7% fee**[134](index=134&type=chunk)[135](index=135&type=chunk)[136](index=136&type=chunk) - In a 2021 underwritten public offering, the Company sold **800,000 shares** of **common stock** at **$5.00 per share**, generating approximately **$3,600,000** in net **proceeds** for general corporate purposes, including working capital and potential acquisitions[141](index=141&type=chunk)[142](index=142&type=chunk) - The Company currently has no off-balance sheet arrangements[144](index=144&type=chunk)[149](index=149&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, detailed quantitative and qualitative market risk disclosures are not required - The Company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about **market risk**[138](index=138&type=chunk) [Item 4. Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Evaluates disclosure controls and procedures, identifies material weaknesses, and outlines remediation initiatives for internal controls [Evaluation of Disclosure Controls and Procedures](index=35&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - As of March 31, 2024, management concluded that **disclosure controls and procedures** were not effective due to identified **material weaknesses**, including inadequate segregation of duties, insufficient personnel with technical accounting expertise, ineffective controls over financial close and reporting, and inadequate monitoring of third-party warehouse **inventory**[145](index=145&type=chunk)[151](index=151&type=chunk)[166](index=166&type=chunk)[167](index=167&type=chunk) [Management's Remediation Initiatives](index=35&type=section&id=Management's%20Remediation%20Initiatives) - To remediate identified **material weaknesses**, the Company plans to create a position to segregate duties and hire personnel with technical accounting expertise. Additionally, an **internal control framework** will be established to address the financial close and reporting process[146](index=146&type=chunk)[157](index=157&type=chunk)[167](index=167&type=chunk) [Changes in Internal Control over Financial Reporting](index=35&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) - During the period covered by this Quarterly Report, there were no changes in **internal controls over financial reporting** that have materially affected, or are reasonably likely to materially affect, the Company's **internal control over financial reporting**[170](index=170&type=chunk) PART II - OTHER INFORMATION [Item 1. Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) Confirms no material pending legal proceedings involving the Company or its key stakeholders - There are no material pending **legal proceedings** to which the Company is a party or in which any director, officer, or significant shareholder has an adverse material interest[153](index=153&type=chunk)[168](index=168&type=chunk) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) As a smaller reporting company, risk factor discussion refers to the Annual Report on Form 10-K, not required in this report - The Company is a smaller reporting company and is not required to provide **risk factor** information in this report. A description of risks and uncertainties can be found in the Annual Report on Form 10-K for the year ended December 31, 2023[158](index=158&type=chunk)[173](index=173&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Reports unregistered equity securities sales during the period, noting exemptions from registration requirements - No **unregistered sales of equity securities** were made during the period covered by this report that were not previously reported, except as noted. These issuances are believed to be exempt from registration requirements under Section 4(2) of the Securities Act of 1933[154](index=154&type=chunk)[155](index=155&type=chunk) - On April 8, 2024, the Company issued **119,565 shares** of **common stock** to ClearThink's designee for consulting services[159](index=159&type=chunk) [Item 3. Defaults Upon Senior Securities](index=32&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) States no defaults occurred upon senior securities during the reporting period - There were no **defaults upon senior securities** during the three months ended March 31, 2024[156](index=156&type=chunk)[160](index=160&type=chunk) [Item 4. Mine Safety Disclosures](index=32&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Indicates mine safety disclosures are not applicable to the Company's operations - **Mine safety disclosures** are not applicable to the Company[160](index=160&type=chunk)[169](index=169&type=chunk) [Item 5. Other Information](index=32&type=section&id=Item%205.%20Other%20Information) Reports CFO resignation and confirms no Rule 10b5-1 trading arrangements by directors or officers - Silvia Alana, a director and the Company's Chief Financial Officer, notified her resignation from both roles, effective May 28, 2024. Her resignation was not due to any disagreement with the Company[156](index=156&type=chunk)[169](index=169&type=chunk) - During Q1 2024, none of the Company's directors or officers adopted or terminated any **Rule 10b5-1(c) trading arrangements** or non-Rule 10b5-1 trading arrangements[156](index=156&type=chunk) [Item 6. Exhibits](index=36&type=section&id=Item%206.%20Exhibits) Lists exhibits filed as part of Form 10-Q, including certifications and Inline XBRL documents - The **exhibits** include **certifications** from the Principal Executive Officer and Principal Financial Officer (pursuant to Sections 302 and 906 of Sarbanes-Oxley Act of 2002) and various **Inline XBRL documents** (Instance, Schema, Calculation, Definition, Label, Presentation Linkbase Documents, and Cover Page Interactive Data File)[161](index=161&type=chunk)

Miami, FL, April 17, 2024 (GLOBE NEWSWIRE) -- Blue Star Foods Corp., ("Blue Star," the "Company," "we," "our" or "us") (NASDAQ: BSFC), an integrated Environmental, Social, and Governance (ESG) sustainable seafood company with a focus on Recirculatory Aquaculture Systems (RAS), today announced it has secured additional funding to help meet increased demand under its previously announced Master Service Agreement as well as increase the volume in its soft shell crab operations. On April 16, 2024 Blue Star ente ...

Initial Launch Expected to Roll Out to Numerous Military Bases Over the Next Few Months Miami, FL, April 10, 2024 (GLOBE NEWSWIRE) -- Blue Star Foods Corp., ("Blue Star," the "Company," "we," "our" or "us") (NASDAQ: BSFC), a leader in value-added meal solutions and an integrated Environmental, Social, and Governance (ESG) sustainable seafood company with a focus on Recirculatory Aquaculture Systems (RAS), is profoundly honored to announce the successful execution of a supply agreement to provide manufacturi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) For the fiscal year ended: December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-40991 | --- | --- | --- | |---------------------------------------------------------------------------------------------------------------------------------------|----------------------------------------------------|------------------------------------------------- ...

Miami, FL, Feb. 21, 2024 (GLOBE NEWSWIRE) -- Blue Star Foods Corp., ("Blue Star," the "Company," "we," "our" or "us") (NASDAQ: BSFC), an integrated Environmental, Social, and Governance (ESG) sustainable seafood company with a focus on Recirculatory Aquaculture Systems (RAS), is pleased to announce its signing of a Master Service Agreement with a vertically integrated seafood value added provider. The fully integrated seafood provider adds value from, sourcing to preparing and distributing its gourmet meals ...