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Blue Star Foods Corp., an international seafood importer and processor, reported net revenue of $782,676 for the six months ended June 30, 2026, down from $2,133,098 a year earlier, driven by sharply lower sales volumes. Gross profit was $305,812 versus $344,334, while the net loss narrowed to $800,438 from $1,851,748.
Liquidity is strained: cash and cash equivalents were $11,119, total assets $1,288,041, and total liabilities $4,261,146, resulting in negative stockholders’ equity of $(2,973,105) and a working capital deficit of $3,136,801. Management states these conditions raise substantial doubt about the company’s ability to continue as a going concern.
The capital structure is highly leveraged and dilutive, with convertible notes at fair value of $1,922,579, additional debt and high-interest loans, and extensive use of share issuances to settle obligations. Common shares outstanding rose to 163,880,101 at June 30, 2026, and 171,880,101 by July 31, 2026, alongside 70,923,969 warrants at low exercise prices. A reverse stock split in a range of 1:100 to 1:10,000 has been approved but not yet effected. The company is also involved in legal proceedings over a terminated British Columbia facility lease and has filed a U.S. lawsuit against an Indonesian supplier seeking recovery of approximately $0.25 million; outcomes of these matters are uncertain.
Blue Star Foods Corp. reported Q1 2026 revenue of $250,259, down 74.0% from the prior-year quarter, generating gross profit of only $8,747. Net loss narrowed to $735,313 from $1,199,930 as interest expense declined, but operations remained unprofitable.
Balance sheet pressure is severe: cash was $16,948, total assets $1.34 million versus liabilities of $4.31 million, a working capital deficit of $3,134,850 and stockholders’ deficit of $2,968,411 as of March 31, 2026. The company states these factors raise substantial doubt about its ability to continue as a going concern.
Liquidity depended on high-cost debt and equity. Q1 activity included multiple convertible promissory notes and issuance of more than 68 million common shares to retire modest amounts of debt and interest, plus 1,550,000 super-voting preferred shares that concentrate voting control. The company also faces lease litigation in British Columbia and a U.S. civil claim against an Indonesian supplier, both with outcomes uncertain, and has an approved but not yet effective reverse stock split.
Blue Star Foods Corp. files its annual report describing an international seafood business focused on imported crab meat and land-based salmon farming through subsidiaries Coastal Pride and TOBC. The company dissolved Afritex Ventures Inc. and John Keeler & Co. and now operates with a lean structure.
Management highlights a strategy of organic growth, acquisitions and scaling TOBC’s recirculating aquaculture systems, with an internal goal of producing 21,000 metric tons of steelhead salmon by 2028. The report also notes heavy reliance on a small number of suppliers and customers, extensive regulatory oversight, and an auditor’s going concern paragraph citing recurring losses and capital needs.
Blue Star Foods Corp. approved a board-authorized reverse stock split to be effected at a ratio between 1-for-100 and 1-for-10,000, with the Board to select the final ratio in its sole discretion.
The action was approved by written consent of the holder of approximately 51.17% of the outstanding voting power on January 28, 2026. The Record Date for determining stockholders was January 30, 2026, and the Information Statement is being mailed on or about March 17, 2026. The Reverse Stock Split will not become effective until at least twenty calendar days after mailing. Fractional shares will be rounded up to whole shares; no cash will be paid for fractions.
Blue Star Foods Corp. approved an amendment to its Certificate of Incorporation to increase authorized common shares from 500,000,000 to 5,000,000,000 shares, par value $0.0001 per share. The Written Consent approving the Amendment was executed on January 28, 2026, and the definitive Information Statement was mailed on or about February 9, 2026. Under Rule 14c-2, the Authorized Share Increase will not be effective until at least 20 calendar days after mailing and until the Certificate of Amendment is filed with the Delaware Secretary of State; the company anticipates filing following that period. The Majority Stockholder held approximately 51.17% of voting power as of the record date and approved the change by written consent.