Nature's Miracle Holding Inc. Files 8-K for Material Agreement
Ticker: NMHIW · Form: 8-K · Filed: Oct 18, 2024 · CIK: 1947861
Sentiment: neutral
Topics: material-agreement, financial-obligation, 8-k
TL;DR
NMHI just signed a big deal, creating new financial obligations. Details in the 8-K.
AI Summary
Nature's Miracle Holding Inc. entered into a material definitive agreement on October 14, 2024. This agreement also created a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The filing includes financial statements and exhibits related to this event.
Why It Matters
This 8-K filing indicates a significant new agreement for Nature's Miracle Holding Inc., which could impact its financial obligations and future operations.
Risk Assessment
Risk Level: medium — Material definitive agreements and new financial obligations can introduce significant risks and opportunities that are not yet fully understood.
Key Players & Entities
- Nature's Miracle Holding Inc. (company) — Registrant
- October 14, 2024 (date) — Date of earliest event reported
- LBBB Merger Corp. (company) — Former company name
FAQ
What is the nature of the material definitive agreement entered into by Nature's Miracle Holding Inc.?
The filing does not specify the exact nature of the material definitive agreement, only that one was entered into on October 14, 2024.
What type of financial obligation was created by the agreement?
The filing states that the agreement created a 'Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement' for the registrant.
When was the earliest event reported in this 8-K filing?
The earliest event reported is dated October 14, 2024.
What was Nature's Miracle Holding Inc. formerly known as?
Nature's Miracle Holding Inc. was formerly known as LBBB Merger Corp., with a name change date of September 22, 2022.
What are the key items included in this 8-K filing?
This 8-K filing includes information on the entry into a material definitive agreement, the creation of a direct financial obligation or off-balance sheet arrangement, and financial statements and exhibits.
Filing Stats: 895 words · 4 min read · ~3 pages · Grade level 10.4 · Accepted 2024-10-18 16:10:09
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
- $101,200 — te in the aggregate principal amount of $101,200 (the "Note") with an original issue dis
- $13,200 — te") with an original issue discount of $13,200. The offering closed on October 14, 202
- $11,536.80 — ten payments, with the first payment of $11,536.80 due on November 15, 2024, and the remai
- $115,368.00 — er (a total payback to the Purchaser of $115,368.00). Upon the occurrence and during the c
Filing Documents
- ea0217958-8k_natures.htm (8-K) — 34KB
- ea021795801ex10-1_natures.htm (EX-10.1) — 71KB
- ea021795801ex10-2_natures.htm (EX-10.2) — 87KB
- 0001213900-24-088950.txt ( ) — 449KB
- nmhi-20241014.xsd (EX-101.SCH) — 4KB
- nmhi-20241014_def.xml (EX-101.DEF) — 26KB
- nmhi-20241014_lab.xml (EX-101.LAB) — 36KB
- nmhi-20241014_pre.xml (EX-101.PRE) — 25KB
- ea0217958-8k_natures_htm.xml (XML) — 6KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On October 14, 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 $101,200 (the "Note") with an original issue discount of $13,200. The offering closed on October 14, 2024. The Note bears a one-time interest charge of 14%. Accrued, unpaid interest and outstanding principal, subject to adjustment, is required to be paid in ten payments, with the first payment of $11,536.80 due on November 15, 2024, and the remaining nine payments of $11,536.80 due on the fifteenth day of each month thereafter (a total payback to the Purchaser of $115,368.00). 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 eight times the number of shares of common stock which may be issuable
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 October 14, 2024, by and between Nature's Miracle Holding Inc. and the investor 10.2 Convertible Promissory Note dated as of October 14, 2024, issued by Nature's Miracle Holding Inc. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. Dated: October 18, 2024 NATURE'S MIRACLE HOLDING INC. By: /s/ Tie (James) Li Name: Tie (James) Li Title: Chief Executive Officer 3