La Rosa Holdings Corp. Amends 8-K Filing
Ticker: LRHC · Form: 8-K/A · Filed: Jan 31, 2025 · CIK: 1879403
| Field | Detail |
|---|---|
| Company | La Rosa Holdings CORP. (LRHC) |
| Form Type | 8-K/A |
| Filed Date | Jan 31, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.0001, $322,514, $0.85 |
| Sentiment | neutral |
Sentiment: neutral
Topics: amendment, acquisition, equity-sale
TL;DR
La Rosa Holdings Corp. filed an 8-K/A amendment on Nov 11, 2024, for asset deals & equity sales.
AI Summary
La Rosa Holdings Corp. filed an amendment (8-K/A) on January 31, 2025, regarding events that occurred on November 11, 2024. The filing pertains to the completion of an acquisition or disposition of assets and unregistered sales of equity securities.
Why It Matters
This amendment clarifies details about asset transactions and equity sales, which could impact the company's financial structure and ownership.
Risk Assessment
Risk Level: medium — Amendments to 8-K filings often indicate a need for clarification or correction of previously reported material events, suggesting potential complexities or changes.
Key Players & Entities
- La Rosa Holdings Corp. (company) — Registrant
- November 11, 2024 (date) — Earliest event reported
- January 31, 2025 (date) — Filing date of amendment
FAQ
What specific assets were involved in the acquisition or disposition?
The filing does not specify the exact assets involved in the acquisition or disposition.
What type of equity securities were sold in the unregistered sale?
The filing does not specify the type of equity securities sold in the unregistered sale.
What was the effective date of the acquisition or disposition of assets?
The earliest event reported date is November 11, 2024, which is likely the effective date.
Why was an amendment (8-K/A) filed instead of a new 8-K?
An 8-K/A is filed to amend or correct information previously reported in an 8-K filing.
What is the business address of La Rosa Holdings Corp.?
The business address is 1420 Celebration Blvd., Ste 200, Celebration, FL 34747.
Filing Stats: 963 words · 4 min read · ~3 pages · Grade level 12.7 · Accepted 2025-01-31 16:05:25
Key Financial Figures
- $0.0001 — nge on which registered Common Stock, $0.0001 par value LRHC The Nasdaq Stock Mar
- $322,514 — price for the Membership Interests was $322,514.1, which was settled by the issuance of
- $0.85 — the Selling Member's designee based on $0.85 per share, the closing price of the Com
Filing Documents
- ea0229381-8ka1_larosahold.htm (8-K/A) — 31KB
- 0001213900-25-008833.txt ( ) — 207KB
- lrhc-20241111.xsd (EX-101.SCH) — 3KB
- lrhc-20241111_lab.xml (EX-101.LAB) — 33KB
- lrhc-20241111_pre.xml (EX-101.PRE) — 22KB
- ea0229381-8ka1_larosahold_htm.xml (XML) — 5KB
01 Completion
Item 2.01 Completion of Acquisition or Disposition of Assets On November 11, 2024, La Rosa Holdings Corp., a Nevada corporation (the " Company "), consummated its acquisition of 49% of the membership interests (the " Membership Interests ") of La Rosa Realty Premier, LLC, a Florida limited liability company, a subsidiary and a franchisee of the Company (" Realty Premier "), pursuant to that certain membership interest purchase agreement, dated November 11, 2024 (the " Purchase Agreement "), by and among the Company, Realty Premier and the selling member of (the " Selling Member ") of Realty Premier (the " Transaction "). The purchase price for the Membership Interests was $322,514.1, which was settled by the issuance of 354,428 unregistered shares of the Company's common stock to the Selling Member and 25,000 unregistered shares of the Company's common stock to the Selling Member's designee based on $0.85 per share, the closing price of the Company's common stock reported by The Nasdaq Stock Market, LLC for the previous trading day. The shares issued as consideration for the acquisition of the Membership Interests are referred to as the " Purchase Shares ." Concurrently with the Transaction, on November 11, 2024, the Selling Member and his designee entered into a lock-up/leak-out agreements (the " Lock-up Agreements ") with the Company pursuant to which the Selling Member and his designee may not sell more than one-twelfth of their Purchase Shares per calendar month during the one year period commencing after the six-month holding period under Rule 144 promulgated under the Securities Act of 1933, as amended (the " Securities Act "), subject to applicable securities laws. The foregoing summaries of the Purchase Agreement and the Lock-up Agreements purport to be summaries only and are qualified in their entireties by reference to such agreements, copies of which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and are
02. Unregistered
Item 3.02. Unregistered Sales of Equity Securities. As disclosed under Item 2.01 of this Form 8-K, on November 11, 2024, the Company issued an aggregated of 379,428 unregistered shares of the Company's common stock to the Selling Member and his designee pursuant to the Purchase Agreement. The Company issued the foregoing shares of common stock pursuant to the exemption from the registration requirements of the Securities Act available to the Company under Section 4(a)(2) promulgated thereunder due to the fact that the issuance did not involve a public offering of securities. 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. Date: January 31, 2025 LA ROSA HOLDINGS CORP. By: /s/ Joseph La Rosa Name: Joseph La Rosa Title: Chief Executive Officer 3