La Rosa Holdings Corp. Files 8-K: Material Agreements & Asset Changes

TL;DR

La Rosa Holdings Corp. just filed an 8-K detailing material agreements, asset deals, and new debt. Big moves happening.

AI Summary

On October 7, 2024, La Rosa Holdings Corp. entered into a material definitive agreement and completed an acquisition or disposition of assets. The company also incurred a direct financial obligation. This filing indicates potential changes in the company's financial structure and operational assets.

Why It Matters

This 8-K filing signals significant corporate actions, including new financial obligations and asset transactions, which could impact the company's financial health and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates material definitive agreements, completion of acquisitions/dispositions, and creation of financial obligations, suggesting significant corporate activity that carries inherent risks.

Key Players & Entities

• La Rosa Holdings Corp. (company) — Registrant
• October 7, 2024 (date) — Earliest event reported

FAQ

Key Financial Figures

• $0.0001 — nge on which registered Common Stock, $0.0001 par value LRHC The Nasdaq Stock Mar
• $588,000 — suant to which the Company sold to Arin $588,000 of its future receivables for the sale
• $420,000 — hased Amount"), for a purchase price of $420,000 less fees and expenses paid, or for net
• $400,000 — and expenses paid, or for net funds of $400,000 to the Company. Pursuant to the Arin C
• $15,473.68 — Agreement, Arin is expected to withdraw $15,473.68 a week directly from the Company's bank
• $616,250 — uant to which the Company sold to Cedar $616,250 of its future receivables, including ca
• $425,000 — hased Amount"), for a purchase price of $425,000 less underwriting fees and expenses pai
• $403,750 — and expenses paid, or for net funds of $403,750 to the Company. The parties agreed that
• $301,250 — that a portion of the proceeds equal to $301,250 will be paid by the Company to Cedar pu
• $15,400 — greement, Cedar is expected to withdraw $15,400 a week directly from the Company's bank
• $1.00 — intained a minimum closing bid price of $1.00 per share required for continued listin

Filing Documents

• ea0217385-8k_larosa.htm (8-K) — 38KB
• ea021738501ex10-1_larosa.htm (EX-10.1) — 195KB
• ea021738501ex10-2_larosa.htm (EX-10.2) — 213KB
• ex10-1_001.jpg (GRAPHIC) — 3KB
• ex10-2_001.jpg (GRAPHIC) — 2KB
• 0001213900-24-087281.txt ( ) — 705KB
• lrhc-20241007.xsd (EX-101.SCH) — 3KB
• lrhc-20241007_lab.xml (EX-101.LAB) — 33KB
• lrhc-20241007_pre.xml (EX-101.PRE) — 22KB
• ea0217385-8k_larosa_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Arin Cash Advance Agreement On October 7, 2024, La Rosa Holdings Corp., a Nevada corporation (the "Company"), entered into a Standard Merchant Cash Advance Agreement (the "Arin Cash Advance Agreement") with Arin Funding LLC ("Arin") pursuant to which the Company sold to Arin $588,000 of its future receivables for the sale of its goods and services (the "Receivables Purchased Amount"), for a purchase price of $420,000 less fees and expenses paid, or for net funds of $400,000 to the Company. Pursuant to the Arin Cash Advance Agreement, Arin is expected to withdraw $15,473.68 a week directly from the Company's bank account until the Receivables Purchased Amount due to Arin under the Arin Cash Advance Agreement is paid in full. In the event of a default (as defined in the Arin Cash Advance Agreement), Arin, among other remedies, can demand payment in full of all amounts remaining due under the Arin Cash Advance Agreement. To guarantee the Company's satisfaction of its obligations under the Arin Cash Advance Agreement, the Company granted Arin a security interest in all its accounts, including, but not limited to, deposit accounts, accounts receivables, other receivables, chattel paper, documents, equipment, general intangibles, instruments and inventory. The foregoing description of the Arin Cash Advance Agreement is qualified in its entirety by reference to the full text of the Arin Cash Advance Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein in its entirety by reference. Cedar Cash Advance Agreement On October 7 , 2024, the Company entered into a Standard Merchant Cash Advance Agreement (the "Cedar Cash Advance Agreement") with Cedar Advance LLC ("Cedar") pursuant to which the Company sold to Cedar $616,250 of its future receivables, including cash, check, credit or debit card, electronic transfer, or other form of monetary payments from third parties (the "Receivable

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets Arin Cash Advance Agreement The information contained in Item 1.01 of this Current Report about the Company's sale of its future receivables to Arin under the Arin Cash Advance Agreement is incorporated by reference herein. 1 Cedar Cash Advance Agreement The information contained in Item 1.01 of this Current Report about the Company's sale of its future receivables to Cedar under the Cedar Cash Advance Agreement is incorporated by reference herein.

03 Creation of a Direct Financial Obligation or an Obligation

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant Arin Advance Agreement To the extent required by Item 2.03 of Form 8-K, the information contained in Item 1.01 of this Current Report about the Company's sale of its future receivables to Arin under the Arin Cash Advance Agreement is incorporated herein by reference. Cedar Cash Advance Agreement To the extent required by Item 2.03 of Form 8-K, the information contained in Item 1.01 of this Current Report about the Company's sale of its future receivables to Cedar under the Cedar Cash Advance Agreement is incorporated herein by reference.

01 Notice of Delisting or Failure to Satisfy a Continued

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On October 10, 2024, the Company received a letter from the Nasdaq Listing Qualifications Staff of The Nasdaq Stock Market LLC ("Nasdaq") therein stating that for the 30 consecutive business day period between August 28, 2024 through October 9, 2024, the common stock of the Company had not maintained a minimum closing bid price of $1.00 per share required for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the "Bid Price Rule"). Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided an initial period of 180 calendar days, or until April 8, 2025 (the "Compliance Period"), to regain compliance with the Bid Price Rule. If the Company does not regain compliance with the Bid Price Rule by April 8, 2025, the Company may be eligible for an additional 180-day period to regain compliance. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Bid Price Rule, and would need to provide written notice of its intention to cure the bid price deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the Company cannot regain compliance during the Compliance Period or any subsequently granted compliance period, the common stock of the Company will be subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq hearings panel. The notice from Nasdaq has no immediate effect on the listing of the Company's common stock and its common stock will continue to be listed on The Nasdaq Capital Market under the symbol "LRHC". The Company is currently evaluating its options for regaining compliance. There can be no assurance that the Company will regain compliance with the Bid

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1* Standard Merchant Cash Advance Agreement, dated October 7, 2024, between the Company and Arin Funding LLC 10.2 * Standard Merchant Cash Advance Agreement, dated October 7, 2024, between the Company and Cedar Advance LLC 104 Cover Page Interactive Data File (embedded with the Inline XBRL document). * Certain personal information in this Exhibit has been omitted in accordance with Regulation S-K Item 601(a)(6). 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: October 11, 2024 LA ROSA HOLDINGS CORP. By: /s/ Joseph La Rosa Name: Joseph La Rosa Title: Chief Executive Officer 3

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View this 8-K filing on SEC EDGAR