Nature’s Miracle Holding Inc. Enters into Securities Purchase Agreement with Accredited Investor

Nature’s Miracle Holding Inc. (NASDAQ: NMHI) recently announced the signing of a securities purchase agreement with an accredited investor. The agreement, finalized on January 10, 2025, includes the sale of 3,000 shares of newly created Series A Preferred Stock, referred to as Preferred Shares, for an aggregate stated value of $3,000,000. The purchase price was set at $2,700,000. Additionally, the agreement encompasses warrants to purchase common stock equal to the number of shares underlying the Preferred Shares and an incremental warrant for additional Preferred Shares and corresponding Warrants.

The completion of the transaction is subject to specific conditions outlined in the Purchase Agreement. This includes receiving a notice from the Nasdaq Stock Market (Nasdaq) granting an extension for compliance with Nasdaq minimum maintenance requirements until March 31, 2025. Upon closing, the investor will initially pay $1,800,000 for the Preferred Shares, with the remaining $900,000 payable upon the Registration Effectiveness Date, enabling the resale of shares.

The Warrants obtained through this agreement will have a ten-year term with an exercise price tied to the closing price of the company’s common stock. Furthermore, the Preferred Shares will accrue dividends at an annual rate linked to the prime rate plus 5.5%, or 13.5% of the stated value. Conversion of the Preferred Shares into common stock and adjustments to the conversion price are also detailed in the agreement based on certain conditions.

In conjunction with the transaction, Nature’s Miracle enlisted D. Boral Capital LLC as the exclusive placement agent, responsible for overseeing the offering. The company agreed to pay DBC a fee of 5% of the gross proceeds and reimburse expenses incurred. The engagement relied on the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933.

Nature’s Miracle finalized the Purchase Agreement, COD, Incremental Warrant, Warrant, Registration Rights Agreement, and Engagement Agreement. Exhibits detailing these agreements are accessible in the Current Report on Form 8-K filed by the company.

The strategic move by Nature’s Miracle Holding Inc. underscores its commitment to strategic financing and growth, setting a significant precedent for future financial endeavors and market positioning.

This article is a summary of the current report filed with the Securities and Exchange Commission (SEC) on January 10, 2025.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Nature’s Miracle’s 8K filing here.

About Nature’s Miracle

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Nature’s Miracle Holding Inc, an agriculture technology company, provides lighting and grow media products to growers in the controlled environment agriculture industry in the United States and Canada. The company offers LED fixtures; high pressure sodium and ceramic metal halide fixtures; and electronic ballasts and control boxes.

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