LM Funding America, Inc. Files 8-K with Material Agreement
Ticker: LMFA · Form: 8-K · Filed: Aug 19, 2025 · CIK: 1640384
Sentiment: neutral
Topics: material-agreement, equity-sale, regulation-fd
Related Tickers: LMFA
TL;DR
LMFA filed an 8-K on 8/18/25 detailing a material agreement and equity sales.
AI Summary
On August 18, 2025, LM Funding America, Inc. entered into a material definitive agreement. The company also reported on unregistered sales of equity securities and provided a Regulation FD disclosure. The filing includes financial statements and exhibits.
Why It Matters
This 8-K filing indicates significant corporate activity for LM Funding America, Inc., potentially impacting its financial position and future operations.
Risk Assessment
Risk Level: medium — Material definitive agreements and unregistered sales of equity securities can introduce financial and operational risks.
Key Players & Entities
- LM Funding America, Inc. (company) — Registrant
- August 18, 2025 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of Incorporation
- Tampa, Florida (location) — Principal Executive Offices
FAQ
What is the nature of the material definitive agreement entered into by LM Funding America, Inc.?
The filing states that LM Funding America, Inc. entered into a material definitive agreement on August 18, 2025, but the specific details of this agreement are not provided in the summary information.
What type of equity securities were sold unregistered?
The filing mentions unregistered sales of equity securities, but the specific type and amount of these securities are not detailed in the provided text.
What is the primary business of LM Funding America, Inc.?
LM Funding America, Inc. is classified under 'FINANCE SERVICES' with a Standard Industrial Classification code of 6199.
When is LM Funding America, Inc.'s fiscal year end?
LM Funding America, Inc.'s fiscal year ends on December 31.
What is the SEC file number for LM Funding America, Inc.?
The SEC file number for LM Funding America, Inc. is 001-37605.
Filing Stats: 2,509 words · 10 min read · ~8 pages · Grade level 15.5 · Accepted 2025-08-19 08:51:46
Key Financial Figures
- $0.001 — ich registered Common Stock par value $0.001 per share LMFA The Nasdaq Stock Mar
- $2.41 — of Common Stock at an exercise price of $2.41 per share (the "Common Warrants"). The
- $10.4 m — from the PIPE Offering of approximately $10.4 million, before deducting fees to the Pla
- $0.481 — t, subject to a floor exercise price of $0.481. The Securities Purchase Agreement pr
- $100,00 — s expenses in an aggregate amount up to $100,00 and will issue to the Placement Agent 2
- $12.6 m — eeds from the Offering of approximately $12.6 million, before deducting fees to the Pla
- $35,000 — s expenses in an aggregate amount up to $35,000 and will issue to the Placement Agent 2
Filing Documents
- lmfa-20250818.htm (8-K) — 100KB
- lmfa-ex1_1.htm (EX-1.1) — 110KB
- lmfa-ex1_2.htm (EX-1.2) — 127KB
- lmfa-ex4_1.htm (EX-4.1) — 195KB
- lmfa-ex4_2.htm (EX-4.2) — 200KB
- lmfa-ex5_1.htm (EX-5.1) — 27KB
- lmfa-ex10_1.htm (EX-10.1) — 385KB
- lmfa-ex10_2.htm (EX-10.2) — 362KB
- lmfa-ex10_3.htm (EX-10.3) — 249KB
- lmfa-ex99_1.htm (EX-99.1) — 20KB
- img17863145_0.jpg (GRAPHIC) — 14KB
- img214945398_0.jpg (GRAPHIC) — 29KB
- 0000950170-25-109941.txt ( ) — 2214KB
- lmfa-20250818.xsd (EX-101.SCH) — 25KB
- lmfa-20250818_htm.xml (XML) — 5KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement PIPE Offering On August 18, 2025, LM Funding America, Inc. (the "Company") and institutional investors (the "Purchasers") entered into a securities purchase agreement (the "Securities Purchase Agreement"), pursuant to which the Company agreed to issue to the Purchasers, in a private placement (the "PIPE Offering"), (i) 4,322,265 shares (the "Shares") of the Company's common stock, par value $0.001 per share ("Common Stock") and (ii) 4,322,265 warrants to purchase shares of Common Stock at an exercise price of $2.41 per share (the "Common Warrants"). The combined purchase price for each Share and Common Warrant in the PIPE Offering was $2.41. The PIPE Offering closed on August 18, 2025. The Company received aggregate gross proceeds from the PIPE Offering of approximately $10.4 million, before deducting fees to the Placement Agent (as defined below) and other estimated offering expenses payable by the Company. The Company plans to use the net proceeds from the PIPE Offering principally to expand its cryptocurrency treasury strategy focused on Bitcoin. The Common Warrants will be exercisable commencing on the effective date of stockholder approval for the issuance of the shares of Common Stock issuable upon exercise of the Common Warrants (the "Stockholder Approval Date") and will expire on the third anniversary of the Stockholder Approval Date. If, at the time of exercise a registration statement registering the issuance of the shares of Common Stock underlying the Common Warrants under the Securities Act of 1933, as amended (the "Securities Act"), is not effective or available, the holder may, in its sole discretion, elect to exercise the Common Warrants through a cashless exercise, in which the holder would receive upon such exercise the net number of shares of Common Stock determined according to the formula set forth in the Common Warrants. Further, if the Company sells, enters into an agreement to sell
02. Unregistered Sale of Equity Securities
Item 3.02. Unregistered Sale of Equity Securities The disclosure set forth above in Item 1.01 of this Current Report is incorporated by reference herein, to the extent applicable. The securities issued in the PIPE Offering and the Placement Common Warrants and the shares of Common Stock issued to the Placement Agent will not be registered under the Securities Act, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder. 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. Unregistered Sale of Equity Securities
Item 7.01. Unregistered Sale of Equity Securities On August 19, 2025, the Company issued a press release, a copy of which is filed herewith as Exhibit 99.1 and is incorporated 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(d). Financial Statements and Exhibits
Item 9.01(d). Financial Statements and Exhibits Exhibit Number Description 1.1 Placement Agency Agreement between the Company and Maxim Group LLC (PIPE Offering) 1.2 Placement Agency Agreement between the Company and Maxim Group LLC (RDO) . 4.1 Form of Warrant (PIPE Offering) 4.2 Form of Warrant (RDO) 5.1 Opinion of Foley & Lardner LLP 10.1 Form of Securities Purchase Agreement between the Company and the purchasers signatory thereto (PIPE Offering) 10.2 Form of Securities Purchase Agreement between the Company and the purchasers signatory thereto (RDO) 10.3 Form of Registration Rights Agreement 23.1 Consent of Foley & Lardner LLP (included in Exhibit 5.1 99.1 Press Release 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: August 19, 2025 By: /s/ Richard Russell Richard Russell, Chief Financial Officer