Minim, Inc. Raises $1.5M via Preferred Stock Sale

TL;DR

Minim just sold $1.5M in preferred stock to an investor.

AI Summary

On November 13, 2024, Minim, Inc. entered into a Material Definitive Agreement, specifically a Securities Purchase Agreement, with an investor. This agreement involves the sale of approximately $1.5 million worth of Series A Convertible Preferred Stock. The company also reported on unregistered sales of equity securities and other events.

Why It Matters

This capital infusion provides Minim, Inc. with additional funding, which could be used for operational expenses or growth initiatives, potentially impacting its financial stability and future prospects.

Risk Assessment

Risk Level: medium — The company is raising capital through preferred stock, which can dilute existing shareholders and may indicate a need for funds.

Key Numbers

• $1.5M — Capital Raised (Through the sale of Series A Convertible Preferred Stock)

Key Players & Entities

• Minim, Inc. (company) — Registrant
• November 13, 2024 (date) — Date of earliest event reported
• $1.5 million (dollar_amount) — Amount of Series A Convertible Preferred Stock sold
• Securities Purchase Agreement (agreement) — Material Definitive Agreement entered into
• Series A Convertible Preferred Stock (security) — Type of security sold

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value MINM The Nasdaq Capital M
• $0.001 — s Series B Convertible Preferred Stock, $0.001 par value per share (the "Series B Pref
• $1 — ferred Stock"), at a price per share of $1.31, for an aggregate purchase price of
• $2,600,000 — .31, for an aggregate purchase price of $2,600,000, subject to the conditions described be
• $4,000,000 — er the Lazar Purchase Agreement will be $4,000,000. If Closing 2 is completed, the aggrega
• $500,000 — er the Lazar Purchase Agreement will be $500,000. Within five business days following No
• $200,000 — e Lazar Purchasers are required to wire $200,000 to Lazar as an advance of the applicabl

Filing Documents

• miniminc_8k.htm (8-K) — 52KB
• miniminc_ex4-1.htm (EX-4.1) — 97KB
• miniminc_ex10-1.htm (EX-10.1) — 228KB
• 0001829126-24-007637.txt ( ) — 622KB
• minm-20241113.xsd (EX-101.SCH) — 3KB
• minm-20241113_lab.xml (EX-101.LAB) — 33KB
• minm-20241113_pre.xml (EX-101.PRE) — 22KB
• miniminc_8k_htm.xml (XML) — 3KB

01

Item 1.01. Entry into a Material Definitive Agreement. Private Placement and Purchase Agreement On November 13, 2024, Minim, Inc. ("Minim" or the "Company") entered into a Securities Purchase Agreement (the "Purchas Agreement") with Cao Yu, an individual ("Cao"), Hu Bin, an individual, and Youxin Consulting Limited, a Hong Kong company (the "Investors"), whereby, at the closing of the transactions contemplated by the Purchase Agreement (the "Closing"), subject to satisfaction of certain closing conditions, including our stockholders voting in favor of the transaction at a Special Meeting, we will sell, and the Investors will purchase, 1,984,733 shares of the Company's Series B Convertible Preferred Stock, $0.001 par value per share (the "Series B Preferred Stock"), at a price per share of $1.31, for an aggregate purchase price of $2,600,000, subject to the conditions described below, pursuant to the exemptions afforded by the Securities Act of 1933, as amended, and Regulation S thereunder. The Purchase Agreement contains customary representations, warranties and agreements of the Company and the Investors, limitations and conditions regarding sales of the Purchased Securities or underlying Common Stock, indemnification rights and other obligations of the parties. Furthermore, the Purchase Agreement contains certain conditions to closing, including: (i) a resolution appointing three (3) individuals identified in writing by the Investors to fill the vacancies on the Board of Directors caused by the resignations of all of the members of the Board of Directors as of the Closing Date, (ii) satisfactory evidence that all reasonably required waivers and/or settlement agreements with the Company's creditors, vendors and employees have been received, (iii) the Certificate of Designation of the rights and privileges of the Series B Preferred Stock, (iv) satisfactory evidence that all third-party and governmental consents have been received or sent and not revoked, (v)

02

Item 3.02. Unregistered Sales of Equity Securities. The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02.

01

Item 8.01. Other Events. As disclosed on Form 13D/A filed on November 15, 2024 by Mr. David Lazar, our CEO and Chairman of the Board of Diredctors ("Lazar"), on November 13, 2024, Mr. David Lazar, our CEO and Chairman of the Board of Diredctors entered into a Securities Purchase Agreement (the "Lazar Purchase Agreement") with the purchasers named therein (the "Lazar Purchasers"), pursuant to which Lazar agreed to sell to the Lazar Purchasers all of his right and interest in either (i) 1,570,027 shares of Series A Preferred Stock ("Closing 1") or (ii) 2,000,000 shares of Series A Preferred Stock ("Closing 2"), which is dependent on whether certain conditions are satisfied. If Closing 1 is completed, the aggregate purchase price to be paid by the Lazar Purchasers under the Lazar Purchase Agreement will be $4,000,000. If Closing 2 is completed, the aggregate purchase price to be paid by the Lazar Purchasers under the Lazar Purchase Agreement will be $500,000. Within five business days following November 12, 2024, the Lazar Purchasers are required to wire $200,000 to Lazar as an advance of the applicable purchase price. The Lazar Purchase Agreement is subject to the satisfaction of certain closing conditions, including the approval by the our board of directors and stockholders of certain actions, continued listing of our Common Stock on the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market, or any successors to any of the foregoing, and Closing of the Purchase Agreement entered into by the Company as disclosed in Item 1.01 of this Current Report on Form 8-K which is incorporated by reference into this Item 8.01, and contains customary representations, warranties and agreements of Lazar and the Purchasers, indemnification rights and other obligations of the parties. This Current Report on Form 8-K (the "8-K") and other document incorporated by reference into this 8-K contain or may contain forward-looking statements within the meani

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 4.1 Form of Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock. 10.1 Securities Purchase Agreement, effective as of November 13, 2024, by and among the Company and the Investors. 104 Cover Page Interactive Data (embedded within the Inline XBRL document). 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MINIM, INC. Date: November 18, 2024 By: /s/ David Lazar David Lazar Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR