LM Funding America Files 8-K/A Amendment

TL;DR

LM Funding America amended its 8-K filing, detailing asset deals and equity sales from Dec 6, 2024.

AI Summary

LM Funding America, Inc. filed an amendment (8-K/A) on January 10, 2025, regarding events that occurred on December 6, 2024. The filing pertains to a material definitive agreement, completion of an acquisition or disposition of assets, unregistered sales of equity securities, Regulation FD disclosure, and other events, including financial statements and exhibits.

Why It Matters

This amendment provides updated information and disclosures related to significant corporate events, including potential asset transactions and equity sales, which could impact investors' understanding of the company's financial position and strategic direction.

Risk Assessment

Risk Level: medium — Amendments to 8-K filings can indicate new or revised information about material events, potentially affecting stock price and investor confidence.

Key Players & Entities

• LM Funding America, Inc. (company) — Registrant
• December 06, 2024 (date) — Earliest event reported
• January 10, 2025 (date) — Filing date of amendment

FAQ

Key Financial Figures

• $0.001 — ich registered Common Stock par value $0.001 per share LMFA The Nasdaq Stock Mar
• $2.98 — 4, having an original exercise price of $2.98 per share (the "Existing Warrants"). Th
• $2.95 — ely exercisable at an exercise price of $2.95 per share (the applicable Nasdaq "Minim
• $5.1 m — the Existing Warrants was approximately $5.1 million, prior to deducting placement age
• $7.3 million — e total purchase price of approximately $7.3 million was paid as follows: (i) approximately
• $1.1 million — was paid as follows: (i) approximately $1.1 million was paid by the Company to Seller in ca
• $3.7 million — cash at the closing; (ii) approximately $3.7 million was credited against outstanding loans
• $2.5 million — ates to Seller; and (iii) approximately $2.5 million is currently being held in escrow in or
• $135,000 — which, as amended, provides for rent of $135,000 per year, subject to certain adjustment
• $25,000 — adjustments, and (ii) a cash payment of $25,000 (the "Lease Option"). The Lease Option
• $3.8 million — g of the Acquisition (with a balance of $3.8 million) were paid in full as a credit toward t

Filing Documents

• lmfa-20241206.htm (8-K/A) — 64KB
• lmfa-ex4_1.htm (EX-4.1) — 137KB
• lmfa-ex10_1.htm (EX-10.1) — 91KB
• lmfa-ex99_1.htm (EX-99.1) — 13KB
• lmfa-ex99_2.htm (EX-99.2) — 13KB
• img17863145_0.jpg (GRAPHIC) — 5KB
• img18786666_0.jpg (GRAPHIC) — 5KB
• 0000950170-25-004240.txt ( ) — 509KB
• lmfa-20241206.xsd (EX-101.SCH) — 25KB
• lmfa-20241206_htm.xml (XML) — 9KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement On December 8, 2024, LM Funding America, Inc. (the "Company") entered into a warrant exercise agreement (the "Warrant Exercise Agreement") with an existing accredited investor (the "Investor") to exercise certain outstanding warrants to purchase an aggregate of 1,736,370 shares of the Company's common stock, $0.001 par value per share (the "Common Stock"), originally issued to the Investor on August 19, 2024, having an original exercise price of $2.98 per share (the "Existing Warrants"). The offer and resale of the shares of Common Stock underlying the Existing Warrants was registered pursuant to a registration statement on Form S-3 (File No. 333-282023). In consideration for the immediate exercise of the Existing Warrants, the exercising holder received new unregistered warrants to purchase up to an aggregate of 3,472,740 shares of the Company's Common Stock (the "New Warrants"). The New Warrants have substantially the same terms as the Existing Warrants, are immediately exercisable at an exercise price of $2.95 per share (the applicable Nasdaq "Minimum Price"), and will expire five years from the date of issuance. The Company agreed to file a resale registration statement covering the resale of the shares of Common Stock issuable upon exercise of the New Warrants with the Securities and Exchange Commission (the "SEC") as soon as reasonably practicable (and in any event within 30 calendar days) after the date of the Warrant Exercise Agreement, and to use commercially reasonable efforts to have such resale registration statement declared effective by the SEC within 60 calendar days following the date of the Warrant Exercise Agreement. The New Warrants include a beneficial ownership limitation that prevents the investor from owning more than 4.99% of the Company's outstanding common stock at any time (which may be increased by the investor to no more than 9.99%). The gross proceeds to the Company from the exe

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. On December 6, 2024, the Company and its wholly-owned subsidiary, US Digital Mining and Hosting Oklahoma LLC, an Oklahoma limited liability company ("US Digital"), completed the previously announced acquisition (the "Acquisition") of substantially all of the business assets of Tech Infrastructure JV I LLC, a Delaware limited liability company and joint venture affiliate of Arthur Development Group, Inc. ("Seller"), including certain contracts, mining equipment and other tangible personal property, and certain rights of the Seller relating to the assets being purchased (collectively, the "Assets"), free and clear of any liens other than certain specified liabilities of the Seller that were assumed, pursuant to that certain Asset Purchase Agreement (the "Purchase Agreement") entered into on November 14, 2024 by and among the Company, US Digital, and Seller. The total purchase price of approximately $7.3 million was paid as follows: (i) approximately $1.1 million was paid by the Company to Seller in cash at the closing; (ii) approximately $3.7 million was credited against outstanding loans made by the Company and its affiliates to Seller; and (iii) approximately $2.5 million is currently being held in escrow in order to ensure that Seller vacates the site, including by removing all of the miners that Seller hosts for its other clients. The foregoing description of the Purchase Agreement is not complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company on November 18, 2024, and is, along with the description of the same contained in Item 1.01 of such Current Report on Form 8-K, incorporated herein by reference. Further, in connection with the Acquisition, the Company took assignment of a Ground Lease and Use Agreement (the "Ground Lease") which, as amended, provides for r

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information in Item 1.01 above is incorporated herein by reference. The New Warrants were issued solely to an accredited investor in a private placement transaction exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder. The New Warrants and the shares of Common Stock issuable upon the exercise thereof have not been registered under the Securities Act and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. This report shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On December 9, 2024, LMFA issued a press release announcing its entry into the Warrant Exercise Agreement and a press release announcing the closing of the Acquisition, copies of which are attached to this Current Report on Form 8-K as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference. The disclosure in this Item 7.01 (including the exhibit) shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any of the Company's filings under the Securities Act or the Exchange Act, except to the extent, if any, expressly set forth by specific reference in such filing.

01 Other Events

Item 8.01 Other Events. As a result of the completion of the Acquisition, the total aggregate amount of loans made by the Company to Seller that were outstanding immediately prior to the closing of the Acquisition (with a balance of $3.8 million) were paid in full as a credit toward the purchase price of the Acquisition, and no amounts remain outstanding under such loans.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 4.1 Form of Common Stock Purchase Warrant. 10.1 Form of Warrant Exercise Agreement, dated December 8, 2024. 99.1 Press Release announcing entry into Warrant Exercise Agreement issued December 9, 2024. 99.2 Press Release announcing closing of the Acquisition issued December 9, 2024. 104 Cover Page Interactive Data File (embedded within the inline XBRL document).

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. LM Funding America Inc Date: January 10, 2025 By: /s/ Richard Russell Richard Russell, Chief Financial Officer

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