Bonk (SHOT) Proxy Filing summary
Event summary combining transcript, slides, and related documents.
Proxy Filing summary
2 Dec, 2025Executive summary
Safety Shot, Inc. and Yerbaé Brands Corp. propose a business combination via a court-approved plan of arrangement, with Safety Shot acquiring all Yerbaé shares at an exchange ratio of 0.2918 Safety Shot shares per Yerbaé share, resulting in Yerbaé shareholders owning approximately 24.2% and Safety Shot shareholders 75.8% of the combined company on a fully diluted basis.
The transaction is motivated by anticipated synergies, enhanced liquidity, improved financial position, and expanded product offerings, with both boards unanimously recommending approval.
The arrangement is subject to approval by Yerbaé shareholders (66 2/3% supermajority and simple majority excluding interested parties), Safety Shot shareholders (majority), and the Supreme Court of British Columbia, with an expected closing in Q2 2025.
Voting matters and shareholder proposals
Yerbaé shareholders will vote on the arrangement resolution; Safety Shot shareholders will vote on share issuance, equity incentive plan amendment, settlement proposal, Nasdaq change of control, reverse stock split, and adjournment proposals.
Approval thresholds: Yerbaé—66 2/3% and simple majority excluding interested parties; Safety Shot—majority for most proposals, with special conditions for the reverse stock split.
Dissent rights are available to registered Yerbaé shareholders, allowing them to seek fair value for their shares.
Board of directors and corporate governance
The combined company board will have seven directors: six from Safety Shot and one from Yerbaé (Todd Gibson).
Safety Shot’s management will lead the combined company, with Yerbaé’s leadership assuming secondary roles.
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