---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-024201"
form_type: "8-K"
ticker: "BSFC"
cik: "0001730773"
company_name: "Blue Star Foods Corp."
filed_at: "2023-07-11T23:59:59+00:00"
generated_at: "2026-06-13T10:08:05.103657+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.4
confidence: "high"
source: SEC EDGAR
---

# Blue Star terminates $5M revolver after paying ~$108k; waives revenue target for 17,247 earnout shares

## Summary
- Terminated $5M Lighthouse revolving credit line; repaid ~$93,490 principal, ~$9,988 interest, ~$4,991 fees (total ~$108,471).
- Waived CAD$1.3M cumulative revenue condition for TOBC acquisition earnout; released 17,247 restricted shares to sellers (8,451 to Steve Atkinson, 8,796 to Janet Atkinson).
- Loan was secured by assets of subsidiaries Keeler & Co. and Coastal Pride; CEO John Keeler had personal guaranty up to $1M, now likely released.
- Additional Shares issued unregistered under Section 4(a)(2) as restricted securities; sellers hold for investment.

## SEC filing metadata
- accession: 0001493152-23-024201
- form_type: 8-K
- ticker: BSFC
- cik: 0001730773
- company_name: Blue Star Foods Corp.
- filed_at: 2023-07-11T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.4
- confidence: high
- sec_items: 1.01, 1.02, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1730773/000149315223024201/0001493152-23-024201-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1730773/000149315223024201/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-024201
- JSON: https://secwatch.observer/filing/0001493152-23-024201.json
- Plain text: https://secwatch.observer/filing/0001493152-23-024201.txt

## Key facts
- Material Agreements
  Blue Star Foods Corp. entered into a equity purchase with Taste of BC Aquafarms Inc. and Steve Atkinson and Janet Atkinson (effective 2023-07-06).
  - Action: entry
  - Agreement: equity purchase
  - Counterparty: Taste of BC Aquafarms Inc. and Steve Atkinson and Janet Atkinson
  - Effective: 2023-07-06
  source text: On July 6, 2023, Blue Star Foods Corp., a Delaware corporation (the “Company”), Taste of BC Aquafarms Inc., a corporation formed under the Province of British Columbia, Canada (“TOBC”) and Steve Atkinson and Janet Atkinson (each a “Seller” and collectively, the “Sellers”), entered into an agreement to waive a requirement in the First Amendment to Stock Purchase Agreement
  evidence_url: https://www.sec.gov/Archives/edgar/data/1730773/000149315223024201/0001493152-23-024201-index.htm
- Material Agreements
  Blue Star Foods Corp. terminated Loan Agreement with Lighthouse Financial Corp. valued at $5,000,000 revolving line of credit (effective 2023-06-16).
  - Action: termination
  - Agreement: credit facility
  - Counterparty: Lighthouse Financial Corp.
  - Value: $5,000,000 revolving line of credit
  - Effective: 2023-06-16
  source text: On June 16, 2023, the Company terminated the loan and security agreement, dated March 31, 2021 (the “Loan Agreement”), between Lighthouse Financial Corp., a North Carolina corporation (“Lighthouse”) and the Company’s wholly-owned subsidiary, John Keeler & Co., Inc., d/b/a Blue Star Foods, a Florida corporation (“Keeler & Co.”) and its wholly-owned subsidiary, Coastal Pride Seafood, LLC, a Florida limited liability company (“Coastal Pride”) and paid a total of approximately $108,471 to Lighthouse which included, as of June 16, 2023, an outstanding principal balance of approximately $93,490, accrued interest of approximately $9,988, and other fees incurred in connection with the line of credit of approximately $4,991.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1730773/000149315223024201/0001493152-23-024201-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.