8-K: Yerba Brands Shareholders Overwhelmingly Approve Arrangement with Safety Shot, Inc.

Yerba Brands Corp. shareholders have overwhelmingly approved the proposed plan of arrangement with Safety Shot, Inc., paving the way for the strategic merger of the plant-based functional beverage company and the wellness supplement firm.

Summary

• Yerba Brands Corp. held a special meeting of shareholders on June 12, 2025.
• Shareholders voted on and approved the proposed plan of arrangement with Safety Shot, Inc.
• The overall approval rate for the arrangement was 99.811% of the shareholders present in person or by proxy.
• For the general approval of the arrangement, 29,772,511 votes were 'For' and 56,361 were 'Against'.
• For the approval in accordance with Multilateral Instrument 61-101 (MI 61-101), which excluded votes from Todd Gibson, Karrie Gibson, and their affiliates, 9,164,922 votes were 'For' and 56,361 were 'Against'.
• A press release announcing the results of the special meeting was issued on June 13, 2025.

Sentiment

Score: 8

Explanation: The document reports the successful and overwhelming shareholder approval of a strategic plan of arrangement, indicating positive progress towards a significant corporate transaction. This is a procedural but crucial step for the company's future direction.

Positives

• Overwhelming shareholder approval (99.811%) for the proposed arrangement with Safety Shot, Inc., indicating strong support for the strategic direction.
• Successful progression of a significant strategic transaction that could enhance the company's market position and product offerings.
• The arrangement combines a plant-based functional beverage company with a wellness and dietary supplement company, potentially creating a more diversified and robust entity.

Future Outlook

Safety Shot, Inc. plans to introduce business-to-business sales of its Sure Shot product to distributors, retailers, restaurants, and bars throughout 2025.

Management Comments

• Yerba Brands Corp. is pleased to announce that it held its special meeting on June 12, 2025 at which 99.811% of the shareholders present in person or by proxy approved the proposed plan of arrangement (the Arrangement) with Safety Shot, Inc.

Industry Context

This arrangement represents a strategic move within the health and wellness industry, combining a plant-based functional beverage company (Yerba Brands Corp.) with a wellness and dietary supplement company (Safety Shot, Inc.). This convergence aligns with broader market trends where consumers seek integrated health solutions, and companies aim to diversify their product portfolios to capture a larger share of the growing functional food and supplement market. The merger could create synergies in product development, distribution, and marketing, positioning the combined entity to better compete in the evolving wellness landscape.

Corporate Governance

Related Party Transactions

• The MI 61-101 approval process specifically excluded votes from Todd Gibson and Karrie Gibson, founders of Yerba Brands Corp., and their respective affiliates, indicating their status as related parties in the context of this arrangement.

Stakeholder Impact

• Shareholders: The approval directly impacts shareholders by moving forward with the proposed arrangement, which could lead to changes in their holdings or the value of their investment in the combined entity.
• Employees: Potential impact on employees of both Yerba Brands Corp. and Safety Shot, Inc. due to the integration of the two companies.
• Customers: Potential for expanded product offerings and distribution channels for customers of both companies.

Next Steps

• Completion of the plan of arrangement with Safety Shot, Inc. (implied by shareholder approval).
• Safety Shot, Inc. to introduce business-to-business sales of Sure Shot to distributors, retailers, restaurants, and bars throughout 2025.

Key Dates

Recommendation

Keywords

Yerba Brands Corp., Safety Shot Inc., Plan of Arrangement, Merger, Acquisition, Shareholder Vote, Functional Beverage, Wellness Supplement, Plant-based, Yerba Mate, SEC Filing, 8-K, Corporate Governance