USBL completes reverse merger with Shorepower; assumes $1.4M debt; raises $660K PIPE

SHOREPOWER TECHNOLOGIES INC.

Shorepower now owns 55% of USBL common stock; received 2M Series B preferred shares with 40 votes each.
Company assumed $1,400,000 of Shorepower debt; new CEO capped at $10K/month for first 9 months.
PIPE financing raised $660,000 via 11M units at $0.06 per unit with warrants exercisable at $0.25.
After close, USBL has 47,435,106 common shares, 2M Series B preferred, and 11M warrants outstanding.
Management expresses substantial doubt about going concern; plans to change name to Shorepower Technologies.

item 1.01 item 2.01 item 9.01 item 3.02 item 5.01 item 5.02 item 5.06

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

SHOREPOWER TECHNOLOGIES INC.: The company ceased to be a shell company as a result of the Merger.

Change: shell status

Exact text from the filing

As a result of the Merger, the Company ceased to be a shell company (as defined in Rule 12b-2 of the Exchange Act) as of the Closing.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SHOREPOWER TECHNOLOGIES INC. entered into Agreement and Plan of Merger with Shurepower, LLC d/b/a Shorepower Technologies (effective 2022-11-23).

Action: entry
Agreement: merger
Counterparty: Shurepower, LLC d/b/a Shorepower Technologies
Effective: 2022-11-23

Exact text from the filing

On November 23, 2022, the registrant, United States Basketball League, Inc. (“USBL” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Shurepower, LLC d/b/a Shorepower Technologies (“Shorepower”)

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SHOREPOWER TECHNOLOGIES INC. entered into Stock and Warrant Purchase Agreement with a number of purchasers (each, a “Subscriber”) valued at $660,000 (effective 2022-12-01).

Action: entry
Agreement: equity purchase
Counterparty: a number of purchasers (each, a “Subscriber”)
Value: $660,000
Effective: 2022-12-01

Exact text from the filing

On December 1, 2022, a number of purchasers (each, a “Subscriber”) purchased from the Company pursuant to a Stock and Warrant Purchase Agreement an aggregate of 11,000,000 shares of Common Stock (the “PIPE Shares”), through the purchase of units at a price of $0.06 per unit

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29 governance changes filed in the last 30 days. Browse all governance changes →

SHOREPOWER TECHNOLOGIES INC. filing history →

Source: SEC EDGAR

accession 0001493152-23-009135

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