secwatch / observer

VERDE BIO HOLDINGS, INC. — fact timeline

Source-grounded facts extracted from VERDE BIO HOLDINGS, INC.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

APHD VERDE BIO HOLDINGS, INC. JSON
Governance Changes

VERDE BIO HOLDINGS, INC.: Amended and restated bylaws to be consistent with Merger Sub's bylaws immediately prior to the merger, except for administrative changes.

“At the Effective Time, our articles of incorporation and bylaws were amended and restated to be consistent with the articles of incorporation and bylaws of Merger Sub immediately prior to the Merger, except for certain administrative changes.”
Governance Changes

VERDE BIO HOLDINGS, INC.: Amended and restated articles of incorporation to be consistent with Merger Sub's articles immediately prior to the merger, except for administrative changes.

“At the Effective Time, our articles of incorporation and bylaws were amended and restated to be consistent with the articles of incorporation and bylaws of Merger Sub immediately prior to the Merger, except for certain administrative changes.”
Shareholder Votes

VERDE BIO HOLDINGS, INC. shareholders approved Approval of the Merger pursuant to the terms and subject to the conditions of the Merger Agreement and the Merger Agreement (the 'Merger Proposal') at the 2024-05-09 meeting.

“The voting results for the Merger Proposal are as follows: For Against Abstain 5,334,612,883 20,370,010 365,853”
M&A Transactions

VERDE BIO HOLDINGS, INC. underwent a change of control involving SensaSure Technologies Inc. (SSTC) (closed 2024-05-09).

“The merger (the “Merger”) of Formation Minerals, Inc. (“Merger Sub”), a Nevada corporation and a direct wholly owned subsidiary of SensaSure Technologies Inc., a Nevada corporation (“SSTC”), with and into Verde, with Verde surviving as a direct, wholly owned subsidiary of SSTC, and the surviving corporation of the merger, pursuant to that certain Agreement and Plan of Merger, dated as of December 11, 2023 and amended as of February 8, 2024 (the “Merger Agreement”), by and among SSTC, Verde and Merger Sub, was consummated and became effective at 4:15 p.m., Eastern time, on May 9, 2024”

Scott A. Cox departed as Chief Executive Officer at VERDE BIO HOLDINGS, INC..

“In addition, at the Second Merger Effective Time, Scott A. Cox, Chief Executive Officer, ceased serving in such positions.”
M&A Transactions

VERDE BIO HOLDINGS, INC. completed a disposition involving a private buyer for $272,000 in cash (closed 2024-03-20).

“On March 20, 2024, Verde Bio Holdings, Inc. (the “Company”) announced that it had closed on a transaction of certain mineral and royalty interests (“Acquisition”) with a private buyer whereby the Company divested 100% of certain mineral and oil and gas royalty interests for $272,000 in cash, (“Purchase Price”).”
Auditor Changes

Sadler, Gibb & Associates, LLC resigned as auditor of VERDE BIO HOLDINGS, INC..

“Contemporaneous with the Board’s determination to engage Fruci, Sadler, Gibb & Associates, LLC (“Sadler”) resigned as our independent registered public accounting firm, effective immediately.”
Auditor Changes

VERDE BIO HOLDINGS, INC. engaged Fruci & Associates II, PLLC as its auditor.

“On February 29, 2024, the Board of Directors (the “Board”) of Verde Bio Holdings, Inc., a Nevada corporation (the “Company”, “we”, “us” or “our”), approved the engagement of Fruci & Associates II, PLLC (“Fruci”), as our independent registered public accounting firm, effective immediately.”
Material Agreements

VERDE BIO HOLDINGS, INC. amended Merger Agreement Amendment with SensaSure Technologies Inc., Formation Minerals Inc. valued at Amendment extending outside termination date from February 1, 2024 to June 30, 2024 and clarifying P (effective 2024-02-08).

“On February 8, 2024, the Company, Parent and Merger Sub (collectively, the “Parties”) entered into an amendment (the “Merger Agreement Amendment”) to the Merger Agreement, pursuant to which, among other things, the Parties: (i) clarified Parent’s obligation to issue the Spartan Shares in the form of Parent Common Stock; and (ii) extended the outside termination date of the Merger Agreement from February 1, 2024 to June 30, 2024.”
Material Agreements

VERDE BIO HOLDINGS, INC. entered into Side Letter Agreement with Spartan Capital Securities, LLC valued at Issuance of up to 5,000,000 shares of Parent Common Stock to Spartan, subject to adjustment to maint (effective 2024-02-06).

“on February 6, 2024, the Company, Parent and Spartan entered into a side letter (the “Side Letter Agreement”) with respect to the Spartan Shares.”
Material Agreements

VERDE BIO HOLDINGS, INC. entered into Settlement Agreement with Scott Cox valued at Forgiveness and cancellation of a $525,000 loan in exchange for conveyance of real property (effective 2023-12-19).

“Verde Bio Holdings, Inc. (the “Company”) entered into an Agreement with (“Settlement Agreement”) with Scott Cox (“Cox”) whereby the Company agreed to convey, transfer and assign certain real property owned by the Company and located in Jackson County, Texas (the “Property”) to Cox in exchange for the forgiveness and cancellation of a loan extended by Cox to the Company in the amount of $525,000 (“Loan”).”
Material Agreements

VERDE BIO HOLDINGS, INC. entered into Agreement and Plan of Merger with SensaSure Technologies, Inc. (Parent); Formation Minerals Inc. (Merger Sub) valued at Merger: Company merges with and into Merger Sub; stockholders receive Merger Consideration Shares (effective 2023-12-11).

“On December 11, 2023, Verde Bio Holdings, Inc., a Nevada corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with SensaSure Technologies, Inc., a Nevada corporation (together with its successors, “ Parent ”), and Formation Minerals Inc., a Nevada corporation and a wholly-owned subsidiary of the Parent (“ Merger Sub ”).”
Material Agreements

VERDE BIO HOLDINGS, INC. entered into Purchase and Sale Agreement with Carolina Natural Resource Group LLC valued at $150,000 (effective 2023-11-27).

“Verde Bio Holdings, Inc. (the “Company”) entered into a Purchase and Sale Agreement (“Purchase Agreement”) with Carolina Natural Resource Group LLC (“Buyer”) whereby the Company agreed to sell, assign and convey to Buyer 100% of Seller’s right, title and interest in certain oil and gas mineral and royalty interests, overriding royalty interests and other similar interests associated with properties located in DeSoto Parish, Louisiana, Belmont County Ohio and Laramie County, Wyoming (the “Properties”).”
Material Agreements

VERDE BIO HOLDINGS, INC. entered into Securities Purchase Agreement with 1800 Diagonal Lending LLC valued at $97,750.00 (effective 2023-10-04).

“On October 4, 2023, Verde Bio Holdings, Inc. (the “Company”) announced that it had entered into a Securities Purchase Agreement (“Purchase Agreement”) with 1800 Diagonal Lending LLC (“Buyer”) whereby the Company issued a Promissory Note for $97,750.00 (the “Note”) to Buyer.”
M&A Transactions

VERDE BIO HOLDINGS, INC. completed a disposition involving private buyer for $398,750 in cash (closed 2023-06-23).

“On June 27, 2023, Verde Bio Holdings, Inc. (the "Company") announced that it had closed on a transaction of certain mineral and royalty interests ("Acquisition") with a private buyer whereby the Company divested 55% of certain mineral and oil and gas royalty interests for $398,750 in cash, ("Purchase Price").”
Material Agreements

VERDE BIO HOLDINGS, INC. entered into Securities Purchase Agreement with 1800 Diagonal Lending LLC valued at $71,960.00 (effective 2023-01-09).

“On January 9, 2023, Verde Bio Holdings, Inc. (the “Company”) announced that it had entered into a Securities Purchase Agreement (“Purchase Agreement”) with 1800 Diagonal Lending LLC (“Buyer”) whereby the Company issued a Promissory Note for $71,960.00 (the “Note”) to Buyer.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.