16 May 2024listing compliance notice▼ BadMajor
VERDE BIO HOLDINGS, INC. deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
13 May 2024business combination● NeutralMajor
The merger closed: Verde Bio Holdings' stockholders received SensaSure shares (about 1 SensaSure share per 300.47 Verde shares), Verde was then merged into SensaSure, and the combined company was renamed "Formation Minerals, Inc." CEO Scott Cox departed, ending Verde Bio Holdings' nearly four-year run as an independent public oil and gas royalty company.
13 May 2024listing compliance notice▼ Bad
VERDE BIO HOLDINGS, INC. withdrew a registration statement, abandoning the offering it covered.
8 May 2024listing compliance notice▼ Bad
VERDE BIO HOLDINGS, INC. withdrew a registration statement, abandoning the offering it covered.
24 Apr 2024merger communication▼ BadMajor
The SEC declared the merger's S-4 registration statement effective, and a May 9, 2024 shareholder vote was scheduled; the deal structure was clarified so SensaSure survives and takes the name "Formation Minerals, Inc." -- and the combined company now expects to keep trading on the OTC market rather than uplisting to Nasdaq as originally hoped, a step down from the deal's initial framing.
26 Mar 2024asset acquisition disposition● Neutral
Verde Bio divested 100% of certain mineral and royalty interests for $272,000, continuing to tidy its portfolio ahead of the merger closing.
5 Mar 2024merger communication● NeutralMajor
SensaSure and Verde Bio jointly announced the filing of a Form S-4 registration statement with the SEC for the pending merger, a required step toward the shareholder vote.
1 Mar 2024auditor change● Neutral
Verde Bio switched auditors from Sadler, Gibb & Associates to Fruci & Associates II ahead of the pending merger, with no disagreements on the prior clean audits.
13 Feb 2024business combination● NeutralMajor
The SensaSure merger agreement was amended to extend the closing deadline from February to June 2024, and confirmed that advisor Spartan Capital Securities will receive roughly 5% of the combined company's stock for its services on the deal.
20 Dec 2023material agreement● Neutral
Verde Bio settled a $525,000 personal loan from its own CEO, Scott Cox, by transferring him a company-owned property in Jackson County, Texas in full satisfaction -- a related-party debt-for-asset swap ahead of the pending merger.
15 Dec 2023business combination▲ GoodMajor
Verde Bio agreed to merge into a subsidiary of SensaSure Technologies, with Verde shareholders receiving SensaSure stock; the combined company was expected to pursue a Nasdaq listing -- a deal aimed at giving Verde's growing oil and gas mineral business a bigger public platform.
15 Dec 2023merger communication▲ GoodMajor
Verde Bio filed a parallel Rule 425 copy of the same-day announcement that it had agreed to merge with SensaSure Technologies, required because the deal involves a stock exchange and proxy solicitation.
5 Dec 2023material agreement● Neutral
Verde Bio sold off its royalty interests in Louisiana, Ohio and Wyoming properties to Carolina Natural Resource Group for $150,000, tidying up smaller or out-of-focus positions.
13 Oct 2023capital raising announcement▼ Bad
Verde Bio took a third note from 1800 Diagonal Lending LLC, $97,750 at 11% interest, maturing July 2024 - continued reliance on small convertible-note financing even as its cash-funded royalty acquisitions grew larger.
28 June 2023asset acquisition disposition● Neutral
Verde Bio divested 55% of certain mineral and royalty interests for $398,750.
24 Jan 2023capital raising announcement▼ Bad
Verde Bio took a second note from 1800 Diagonal Lending LLC, $71,960 at 12% interest on the same default-triggered conversion terms.
27 Sept 2022asset acquisition disposition▲ Good
Verde Bio sold mineral and royalty interests to a private buyer for $1,068,300 -- its second divestiture, continuing to actively trade rather than just accumulate its royalty portfolio.
25 Aug 2022material agreement● Neutral
A technical amendment corrected the fiscal-year-end date and named the company's accounting firm in its Securities Purchase Agreement with GHS Investments -- an administrative fix, not a change in financing terms.
21 June 2022capital raising announcement▼ BadMajor
A year after paying off its old GHS convertible notes, Verde Bio took on a new toxic-style lender: a $200,200 promissory note from 1800 Diagonal Lending LLC at 12% interest, convertible at a 75% discount to market if the company defaults.
7 June 2022capital raising announcement▼ BadMajor
Verde Bio hired New to the Street Group LLC for investor-relations and media services, paying $10,000/month plus 13 million restricted shares - a large stock issuance for a marketing contract.
1 June 2022capital raising announcement● NeutralMajor
Verde Bio sharply upsized its Series C Preferred financing facility with GHS Investments - from the roughly $1 million floated in December 2021 to up to $6 million (125 preferred shares closed initially, $125,000) - and amended its Certificate of Designation to authorize 7,600 Series C shares in total.
10 May 2022material agreement▲ GoodMajor
Verde Bio agreed to its largest royalty acquisition to date, $3.2 million cash -- a step change in deal size from its typical sub-$1 million purchases.
10 Mar 2022material agreement termination▼ Bad
Verde Bio terminated its letter of intent to buy biodiesel production facilities from Good Steward Biofuels and Wilson Real Estate & Assets -- the diversification attempt was abandoned, and the company stayed focused on oil and gas royalties.
16 Feb 2022asset acquisition disposition▲ Good
Verde Bio closed another royalty acquisition for $325,000 cash.
17 Dec 2021material agreement● NeutralMajor
Verde Bio lined up a new financing facility (up to $1 million of newly created Series C Convertible Preferred Stock) with GHS Investments -- the same lender it had just paid off months earlier -- and signed a letter of intent to acquire biodiesel production facilities, a notable attempted diversification beyond oil and gas royalties.
22 Nov 2021material agreement▲ Good
Verde Bio agreed to buy more royalty interests for $175,000 cash.
16 July 2021asset acquisition disposition▲ Good
For the first time, Verde Bio sold rather than bought: agreeing to divest some of its mineral and royalty interests to a private buyer for $1,105,000 -- an early sign of active portfolio management (buying low, selling higher-value packages) rather than pure accumulation.
17 June 2021asset acquisition disposition▲ Good
Verde Bio closed another royalty acquisition for $800,000 cash.
3 June 2021material agreement▲ GoodMajor
Verde Bio settled and paid off $715,000 owed under old convertible promissory notes to GHS Investments -- clearing legacy toxic-style debt from before its oil and gas pivot -- and separately hired a new marketing/sales consultant paid mostly in stock.
20 May 2021asset acquisition disposition▲ GoodMajor
Verde Bio closed its largest acquisition yet, over $1.1 million in cash for additional mineral and royalty interests -- more than double any prior deal.