Doing a little CSI stuff as this company has really piqued my interest.
---> All their statements regarding the FDA are caveated with the word "planned".
Basically, investors can't hold them to it. Read the "forward looking statements" section of any SEC filing. "Planned" isn't worth the ink its written with. That doesn't mean it won't happen... but the claims can't be litigated if they don't come to fruition.
----> Dilution as per Friday
Subject to Completion, dated November 17, 2023
SAFETY SHOT, INC.
11,607,142 Warrants being offered by the Company
11,607,142 shares underlying the Warrants
442,650 Underwriter’s Warrants
442,650 Shares of Common Stock underlying the Underwriter’s Warrants
This prospectus relates to an aggregate of 12,049,792 shares of our common stock, par value $0.001 per share, upon the exercise of the following warrants: (1) 11,607,142 warrants (the “Company Warrants”) to purchase 11,607,142 shares (the “Company Warrant Shares”) and (2) 442,650 warrants to the representative of the underwriters (the “Underwriter’s Warrants,” collectively with the Company Warrant, the “Warrant”) to purchase 442,650 shares (the “Underwriter Warrant Shares,” collectively with the Company Warrant Shares, the “Warrant Shares”). The warrant holders acquired their Warrants and the underlying shares of common stock from us under a Registration Statement on Form S-1 (File No. 333- 258005) (the “Registration Statement”) filed with SEC and declared effective on July 21, 2021.
As of the date of this prospectus, the Company Warrants have an exercise price of $1.40 per share of common stock and the Underwriter Warrants have an exercise price of $3.50. We will not receive any proceeds from the sale of Warrant Shares by the warrant holders. Upon the cash exercise of the Warrants, however, we will receive the exercise price of such Warrants, for an aggregate of approximately $17,799,274.
The warrant holders may sell all or a portion of the shares of common stock beneficially owned by them and offered hereby from time to time directly or through one or more underwriters, broker-dealers or agents. Please see the section entitled “Plan of Distribution” on page 16 of this prospectus for more information.
Our Common Stock is quoted on The Nasdaq Capital Market LLC (“Nasdaq”) under the symbol “SHOT”. As of November 15, 2023, the last reported sales price of our Common Stock on Nasdaq was $2.28 per share, and on November 14, 2023, we had 40,127,783 shares of Common Stock outstanding.
-----> And there's this
FSD Pharma Rebuts Claims of GBB Drink Lab now acquired by Jupiter Wellness Inc.
In May 2023, GBB Drink Lab (“GBB”) now operating under Jupiter Wellness (Nasdaq:JUPW) filed a lawsuit against FSD Pharma and FSD Biosciences, and issued a press release (link below) alleging a material breach of a mutual nondisclosure agreement and trade secret misappropriation. These claims are categorically untrue.
GBB’s public statements about its knowledge of this technology are, at best, suspect. GBB’s website states that its own supplement’s alleged efficacy “was established via rigorous blood alcohol content testing on dozens of test subjects,” (emphasis added) rather than any sort of formal, clinical validation effort.2 Further, GBB’s press release states that “Our patented formula accelerates the process of converting alcohol to sugar in the body (link below).”1 But it is well-recognized and understood by the scientific community that at no point in the process of metabolizing alcohol is it converted into sugar. FSD Pharma believes that GBB’s failure to appreciate this basic fact demonstrates a lack of understanding regarding the basics of alcohol metabolism in the body.
GBB was recently acquired by Jupiter Wellness, Inc. (Nasdaq: JUPW). In a press release (link below) announcing the closing of the acquisition on August 11, 2023, Jupiter claims that GBB’s proposed product now called Safety Shot “ lowers blood alcohol content by up to 50% in just 30 minutes (link below),”3 another extraordinary claim for which GBB provides no support whatsoever.
In 2022 GBB drink lab tried to sell itself to FSD Pharma. During the due diligence process, FSD Pharma determined that GBB’s proposed product did not meet FSD Pharma’s expectations, that GBB did not provide requested information, and that GBB repeatedly tried to change the proposed structure of any deal. Furthermore, FSD Pharma had serious concerns about the patents at issue.
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And this little blurb:
The Company has incurred and expects to continue to incur significant costs in pursuit of its expansion and development plans. As of September 30, 2023 and December 31, 2022, the Company had $4,387,797 and $1,931,068, respectively, in cash and working capital of $3,902,697 and $2,245,979, respectively. These conditions have raised doubt about the Company’s ability to continue as a going concern as noted by our auditors, M&K CPAS, PLLC.
________________________________________________________________________
IMO.... PROCEED WITH CAUTION.
---> All their statements regarding the FDA are caveated with the word "planned".
Basically, investors can't hold them to it. Read the "forward looking statements" section of any SEC filing. "Planned" isn't worth the ink its written with. That doesn't mean it won't happen... but the claims can't be litigated if they don't come to fruition.
----> Dilution as per Friday
Subject to Completion, dated November 17, 2023
SAFETY SHOT, INC.
11,607,142 Warrants being offered by the Company
11,607,142 shares underlying the Warrants
442,650 Underwriter’s Warrants
442,650 Shares of Common Stock underlying the Underwriter’s Warrants
This prospectus relates to an aggregate of 12,049,792 shares of our common stock, par value $0.001 per share, upon the exercise of the following warrants: (1) 11,607,142 warrants (the “Company Warrants”) to purchase 11,607,142 shares (the “Company Warrant Shares”) and (2) 442,650 warrants to the representative of the underwriters (the “Underwriter’s Warrants,” collectively with the Company Warrant, the “Warrant”) to purchase 442,650 shares (the “Underwriter Warrant Shares,” collectively with the Company Warrant Shares, the “Warrant Shares”). The warrant holders acquired their Warrants and the underlying shares of common stock from us under a Registration Statement on Form S-1 (File No. 333- 258005) (the “Registration Statement”) filed with SEC and declared effective on July 21, 2021.
As of the date of this prospectus, the Company Warrants have an exercise price of $1.40 per share of common stock and the Underwriter Warrants have an exercise price of $3.50. We will not receive any proceeds from the sale of Warrant Shares by the warrant holders. Upon the cash exercise of the Warrants, however, we will receive the exercise price of such Warrants, for an aggregate of approximately $17,799,274.
The warrant holders may sell all or a portion of the shares of common stock beneficially owned by them and offered hereby from time to time directly or through one or more underwriters, broker-dealers or agents. Please see the section entitled “Plan of Distribution” on page 16 of this prospectus for more information.
Our Common Stock is quoted on The Nasdaq Capital Market LLC (“Nasdaq”) under the symbol “SHOT”. As of November 15, 2023, the last reported sales price of our Common Stock on Nasdaq was $2.28 per share, and on November 14, 2023, we had 40,127,783 shares of Common Stock outstanding.
-----> And there's this
FSD Pharma Rebuts Claims of GBB Drink Lab now acquired by Jupiter Wellness Inc.
In May 2023, GBB Drink Lab (“GBB”) now operating under Jupiter Wellness (Nasdaq:JUPW) filed a lawsuit against FSD Pharma and FSD Biosciences, and issued a press release (link below) alleging a material breach of a mutual nondisclosure agreement and trade secret misappropriation. These claims are categorically untrue.
GBB’s public statements about its knowledge of this technology are, at best, suspect. GBB’s website states that its own supplement’s alleged efficacy “was established via rigorous blood alcohol content testing on dozens of test subjects,” (emphasis added) rather than any sort of formal, clinical validation effort.2 Further, GBB’s press release states that “Our patented formula accelerates the process of converting alcohol to sugar in the body (link below).”1 But it is well-recognized and understood by the scientific community that at no point in the process of metabolizing alcohol is it converted into sugar. FSD Pharma believes that GBB’s failure to appreciate this basic fact demonstrates a lack of understanding regarding the basics of alcohol metabolism in the body.
GBB was recently acquired by Jupiter Wellness, Inc. (Nasdaq: JUPW). In a press release (link below) announcing the closing of the acquisition on August 11, 2023, Jupiter claims that GBB’s proposed product now called Safety Shot “ lowers blood alcohol content by up to 50% in just 30 minutes (link below),”3 another extraordinary claim for which GBB provides no support whatsoever.
In 2022 GBB drink lab tried to sell itself to FSD Pharma. During the due diligence process, FSD Pharma determined that GBB’s proposed product did not meet FSD Pharma’s expectations, that GBB did not provide requested information, and that GBB repeatedly tried to change the proposed structure of any deal. Furthermore, FSD Pharma had serious concerns about the patents at issue.
-----------------------------------------------------------------------------
And this little blurb:
The Company has incurred and expects to continue to incur significant costs in pursuit of its expansion and development plans. As of September 30, 2023 and December 31, 2022, the Company had $4,387,797 and $1,931,068, respectively, in cash and working capital of $3,902,697 and $2,245,979, respectively. These conditions have raised doubt about the Company’s ability to continue as a going concern as noted by our auditors, M&K CPAS, PLLC.
________________________________________________________________________
IMO.... PROCEED WITH CAUTION.
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