Nature's Miracle Holding Inc. Enters Material Agreement

TL;DR

NMHI just signed a big deal, creating a new financial obligation. Details in the filing.

AI Summary

Nature's Miracle Holding Inc. entered into a material definitive agreement on September 18, 2024. This agreement creates a direct financial obligation for the registrant. The filing also includes financial statements and exhibits related to this event.

Why It Matters

This filing indicates a significant new financial commitment or obligation for Nature's Miracle Holding Inc., which could impact its financial health and future operations.

Risk Assessment

Risk Level: medium — Entering into new material agreements and financial obligations inherently carries risks that could affect the company's financial stability.

Key Players & Entities

• Nature's Miracle Holding Inc. (company) — Registrant
• September 18, 2024 (date) — Date of earliest event reported
• LBBB Merger Corp. (company) — Former company name

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share NMHI The Nasdaq Stock Mar
• $11.50 — e Common Stock, at an exercise price of $11.50 per share NMHIW The Nasdaq Stock Ma
• $107,880 — te in the aggregate principal amount of $107,880 (the "Note") with an original issue dis
• $14,880 — te") with an original issue discount of $14,880. The offering closed on September 20, 2
• $60,952 — ive payments, with the first payment of $60,952 due on March 15, 2025, and the remainin
• $15,238 — 025, and the remaining four payments of $15,238 due on the fifteenth day of each month
• $121,904 — er (a total payback to the Purchaser of $121,904). Upon the occurrence and during the c

Filing Documents

• ea0215436-8k_natures.htm (8-K) — 35KB
• ea021543601ex10-1_natures.htm (EX-10.1) — 66KB
• ea021543601ex10-2_natures.htm (EX-10.2) — 86KB
• 0001213900-24-081430.txt ( ) — 443KB
• nmhi-20240918.xsd (EX-101.SCH) — 4KB
• nmhi-20240918_def.xml (EX-101.DEF) — 26KB
• nmhi-20240918_lab.xml (EX-101.LAB) — 36KB
• nmhi-20240918_pre.xml (EX-101.PRE) — 25KB
• ea0215436-8k_natures_htm.xml (XML) — 6KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On September 18, 2024, Nature's Miracle Holding Inc. (the "Company") entered into a securities purchase agreement (the "Securities Purchase Agreement") with a certain investor (the "Purchaser") pursuant to which the Purchaser agreed to purchase from the Company a convertible promissory note in the aggregate principal amount of $107,880 (the "Note") with an original issue discount of $14,880. The offering closed on September 20, 2024. The Note bears a one-time interest charge of 13%. Accrued, unpaid interest and outstanding principal, subject to adjustment, is required to be paid in five payments, with the first payment of $60,952 due on March 15, 2025, and the remaining four payments of $15,238 due on the fifteenth day of each month thereafter (a total payback to the Purchaser of $121,904). Upon the occurrence and during the continuation of any Event of Default, the Note shall become immediately due and payable and the Company will be obligated to pay to the Purchaser, in full satisfaction of its obligations, an amount equal to 150% times the sum of (w) the then outstanding principal amount of the Note plus (x) accrued and unpaid interest on the unpaid principal amount of the Note to the date of payment plus (y) default interest, if any, at the rate of 22% per annum on the amounts referred to in clauses (w) and/or (x) plus (z) any amounts owed to the Purchaser pursuant to the conversion rights referenced below. Only upon an occurrence of an Event of Default under the Note, the Purchaser may convert the outstanding unpaid principal amount of the Note into restricted shares of common stock of the Company at a discount of 25% of the market price. The Purchaser agreed to limit the amount of stock received to less than 4.99% of the total outstanding common stock. The Company agreed to reserve a number of shares of common stock equal to four times the number of shares of common stock which may be issuable upon co

03. Creation of a Direct Financial Obligation

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth above in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Securities Purchase Agreement dated as of September 18, 2024, by and between Nature's Miracle Holding Inc. and the investor 10.2 Convertible Promissory Note dated as of September 18, 2024, issued by Nature's Miracle Holding Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1

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. Dated: September 24, 2024 NATURE'S MIRACLE HOLDING INC. By: /s/ Tie (James) Li Name: Tie (James) Li Title: Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR