secwatch / observer

SHF Holdings, Inc. — fact timeline

Source-grounded facts extracted from SHF Holdings, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

SHFS SHF Holdings, Inc. JSON
Earnings Releases

SHF Holdings, Inc. reported full year ended December 31, 2022 results: revenue $9.4 million, net income $35.1 million.

“() --- EX-99.1 2 ex99-1.htm Exhibit 99.1 Safe Harbor Financial Announces Preliminary Fourth Quarter and Full Year 2022 Financial Results - Full year revenue increased 34% to $9.4 million, number of active accounts increased 82% to 1040 compared to 2021 - - Recent agreement to resolve $64.7 million in payment obligations significantly strengthens balance sheet,”
Listing & Compliance Notices

SHF Holdings, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“March 16, 2023, SHF Holdings, Inc. (the “Company”) received a letter from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that for the last 30 consecutive business days, the Company did not maintain a minimum closing bid price of $1 per share for its common stock, as required by Nasdaq listing rule 5550(a)(2). The notice has no immediate effect on the listing of the Company’s common stock or warrants, and the Company’s common stock and warrants continue to trade on The Nasdaq Global Market under the symbols “SHFS” and “SHFSW,” respectivel”
Debt Financings

SHF Holdings, Inc. reported a default on loan of $2,166,250 with EF Hutton, division of Benchmark Investments, LLC.

“As previously disclosed in a Current Report on Form 8-K filed with the SEC by SHF Holdings, Inc. (“SHF” or the “Company”) on November 8, 2022, EF Hutton, division of Benchmark Investments, LLC (“EF Hutton”), notified the Company on November 2, 2022 that it was in default on a promissory note in the total amount of $2,166,250 executed on September 28, 2022 (the “Note”). On March 10, 2023, SHF and EF Hutton agreed to fully resolve the balance due, as well as all obligations set forth in the Note, for the total sum of $550,000 (the “Resolution Payment”). SHF made the Resolution Payment on March 10, 2023.”
Auditor Changes

SHF Holdings, Inc. engaged Marcum LLP as its auditor.

“approved the engagement of Marcum LLP ("Marcum") as the Company's independent registered public accounting firm, effective December 23, 2022, to audit the Company's consolidated financial statements for the year ending December 31, 2022.”
Auditor Changes

SHF Holdings, Inc. dismissed Elliott Davis, PLLC as its auditor.

“dismissed Elliott Davis, PLLC ("Elliot Davis") as the Company's independent registered public accounting firm, effective as of December 23, 2022.”
M&A Transactions

SHF Holdings, Inc. completed an acquisition involving Rockview Digital Solutions, Inc. d/b/a Abaca for $30,000,000 of cash and Parent Common Stock (closed 2022-11-15).

“II was renamed Rockview Digital Solutions, Inc., a d/b/a Abaca. Pursuant to the Merger Agreement, the consideration for the transaction provides the Company shareholders with $30,000,000 of cash and Parent Common Stock. The stock consideration consists of 2,100,000 shares of Parent Common Stock at the Closing Date and $12,600,000 (minus the note balance of”
Material Agreements

SHF Holdings, Inc. amended Amendment to the Merger Agreement and Plan of Merger with Rockview Digital Solutions, Inc., d/b/a Abaca, and Dan Roda as representative (effective 2022-11-11).

“On November 11, 2022, SHF Holdings, Inc. (the “Parent”) entered into an Amendment to the Merger Agreement and Plan of Merger (the “Amendment”) to that certain Agreement and Plan of Merger, dated as of October 29, 2022, by and among the Parent, SHF Merger Sub I, a Delaware corporation and a direct wholly-owned subsidiary of Parent (“Merger Sub I”), SHF Merger Sub II, LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Parent (“Merger Sub II” and, together with Merger Sub I, the “Merger Subs”), Rockview Digital Solutions, Inc., a Delaware corporation, d/b/a Abaca (the “Company”) and Dan Roda, solely in such individual’s capacity as the representative of the Company Security Holders (the “Company Stockholders’ Representative”) (the “Original Agreement” and collectively with the Amendment, the “Merger Agreement”).”
Auditor Changes

SHF Holdings, Inc. engaged Elliott Davis, PLLC as its auditor.

“On November 8, 2022, the Audit Committee approved the engagement of Elliott Davis, PLLC (“Elliot Davis”) as the Company’s independent registered public accounting firm, effective November 14, 2022, to audit the Company’s consolidated financial statements for the year ending December 31, 2022.”
Auditor Changes

SHF Holdings, Inc. dismissed Marcum LLP as its auditor.

“On November 8, 2022, the Audit Committee of the board of directors (the “Audit Committee”) of SHF Holdings, Inc. (the “Company”), dismissed Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm, effective as of November 14, 2022, following the filing of the Company’s Form 10-Q for the quarter ended September 30, 2022.”
Earnings Releases

SHF Holdings, Inc. reported Three Months Ended September 30, 2022 results: revenue $2,379,314, net income $1,056,235.

“For the quarter ended September 30, 2022, total revenue increased 38.6% to $2.37 million, compared to $1.72 million in the same period last year. This increase was the result of increased investment income related to higher interest rates and increased loan interest income. For the third quarter of 2022, the Company sourced six new loans. For the nine months ended September 30, 2022, total revenue increased 11.4% to $5.90 million, compared to $5.30 million in the same period in 2021. For the quarter ended September 30, 2022, net income was $1.06 million, compared to $946 thousand in the same three month period ended September 30, 2021.”
Material Agreements

SHF Holdings, Inc. entered into Agreement and Plan of Merger with Rockview Digital Solutions, Inc. d/b/a Abaca valued at cash consideration of $9,000,000 paid in installments; $21,000,000 of common stock (effective 2022-10-29).

“On October 29, 2022, SHF Holdings, Inc., a Delaware corporation (the “ Parent ” or “ SHF ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among the Parent, SHF Merger Sub I, a Delaware corporation and a direct wholly-owned subsidiary of Parent (“ Merger Sub I ”), SHF Merger Sub II, LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Parent (“ Merger Sub II ” and, together with Merger Sub I, the “ Merger Subs ”), Rockview Digital Solutions, Inc., a Delaware corporation, d/b/a Abaca (the “ Company ”) and Dan Roda, solely in such individual’s capacity as the representative of the Company Security Holders (the “ Company Stockholders’ Representative ”).”
Debt Financings

SHF Holdings, Inc. reported a default on debt of $2,166,250 with EF Hutton, a division of Benchmark Investments, LLC at 24% per annum maturing January 31, 2023.

“promissory note (the “Note”) with EF Hutton, a division of Benchmark Investments, LLC (“EF Hutton”). Pursuant to the Note, the Company is indebted to EF Hutton in the amount of $2,166,250. The Note provides that SHF was obligated to pay EF Hutton the principal sum of $2,166,250 on the following schedule: (i) $715,750 on October 14, 2022 and (ii) $362,625 on each”
Material Agreements

SHF Holdings, Inc. entered into Forbearance Agreement with Partner Colorado Credit Union valued at Deferral of approximately $56.9 million in cash proceeds payment obligation for six months, includin (effective 2022-10-26).

“On October 26, 2022, SHF Holdings, Inc., a Delaware corporation (the “ Parent ” or “ SHF ”), entered into a Forbearance Agreement (the “Forbearance Agreement”) with Partner Colorado Credit Union (“PCCU”), a Colorado credit union, and Luminous Capital USA Inc. (“Luminous”).”
Material Agreements

SHF Holdings, Inc. entered into Agreement and Plan of Merger with Rockview Digital Solutions, Inc., d/b/a Abaca valued at Cash consideration of $9,000,000 (payable $3,000,000 at Closing, $3,000,000 at one-year anniversary, (effective 2022-10-31).

“On October 31, 2022, SHF Holdings, Inc., a Delaware corporation (the “ Parent ” or “ SHF ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among the Parent, SHF Merger Sub I, a Delaware corporation and a direct wholly-owned subsidiary of Parent (“ Merger Sub I ”), SHF Merger Sub II, LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Parent (“ Merger Sub II ” and, together with Merger Sub I, the “ Merger Subs ”), Rockview Digital Solutions, Inc., a Delaware corporation, d/b/a Abaca (the “ Company ”) and Dan Roda, solely in such individual’s capacity as the representative of the Company Security Holders (the “ Company Stockholders’ Representative ”).”

James H. Dennedy was appointed as Chief Financial Officer at SHF Holdings, Inc..

“appointed Mr. James H. Dennedy as the Company’s Chief Financial Officer, effective October 24, 2022.”

Chris Fameree resigned as Chief Financial Officer at SHF Holdings, Inc..

“On October 12, 2022, Chris Fameree notified SHF Holdings, Inc. (the “Company”) of his intent to voluntarily resign from his position as the Company’s Chief Financial Officer, effective as of October 14, 2022.”

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.