LOS
ANGELES, Feb. 9, 2024 /PRNewswire/ -- Nature's
Miracle Holdings Inc. ("Nature's Miracle") has entered into a Joint
Development Agreement with Afafa, Inc. ("AFAFA") to exclusively
design, develop, manufacture and sell industry leading MiracleFarm
"5+1" container farm units. MiracleFarm "5+1" container units are
expected to be an innovator in the vertical farming business as a
self-contained indoor farming unit which can create cost savings
combined with potential higher yield compared to a conventional
vertical farming facility. A MiracleFarm "5+1" container farm
consists of five vegetable-growing 40-foot containers plus one
container providing the controlling and seeding function.
MiracleFarm plans to utilize industrial robots inside the container
to maintain the micro environment inside the MiracleFarm
containers. MiracleFarm can also be deployed with solar power
generation as well as mobile energy storage units depending on
locations. Nature's Miracle will jointly develop MiracleFarm with
AFAFA by investing in research, design of the product, material
costing and final manufacturing processes of units. AFAFA will
become the manufacturing partner while Nature's Miracle will be the
exclusive partner for marketing, sales and distribution in
North America, Europe, Asia
and Middle East. Nature's Miracle
is planning to launch our Miracle
Farm "5+1" container farm units in North America in mid-2024.
Management Comments
"Pressing significant issue with the vertical farming industry
in North America has been the high
cost of constructing vertical farming facilities as well as high
maintenance and operating costs. We believe MiracleFarm will
address this issue by reducing the building cost of vertical
farming facilities. In addition, the utilization of automation as
well as deployment of renewable energy is expected to reduce
operating costs. We have been a leader in designing
and sourcing products for the controlled environment
agriculture industry." said Tie "James" Li, Chairman and Chief
Executive Officer of Nature's Miracle. "We hope the launch of
MiracleFarm "5+1" will make the vertical farming industry in
North America more sustainable by
reducing both the initial Capex as well as the on-going operating
costs. Our deep knowledge of the sector helps us design and build
practical and cost-efficient solutions in an industry concerned
with high capital expenditures. The "5+1" series can be applied in
both urban and rural areas and as a sustainable alternative to
traditional farming methods".
According to David Lu, CEO of
Afafa, Inc. "We have chosen to partner exclusively with Nature's
Miracle in the development and launch of the MiracleFarm 5+1 units.
Their sales footprint in North
America is compelling and we are quite pleased in the
results of the product development process and prospects for demand
in North America and other
markets."
About Nature's Miracle Holdings Inc.
Nature's Miracle (www.Nature-Miracle.com) is a growing
agriculture technology company providing equipment and services to
growers in the Controlled Environment Agriculture ("CEA") industry
which also include vertical farming in North America. Nature's Miracle offers
hardware to design, build and operate various indoor growing
settings including greenhouse and indoor-growing spaces. Nature's
Miracle, through its two wholly-owned subsidiaries (Visiontech
Group, Inc. and Hydroman, Inc.), provides grow lights as well as
other hydroponic products to hundreds of indoor growers in
North America. Nature's Miracle
has also developed a robust pipeline to build commercial-scale
greenhouse in the U.S. and Canada
to meet the growing needs of fresh and local vegetable products.
Nature's Miracle has established its first manufacturing footprint
in North America with its
grow-light assembly plant in Manitoba,
Canada and is expected to set up additional
manufacturing/assembly facilities in North America.
Nature's Miracle Inc. and Lakeshore Acquisition II Corp.
("Lakeshore") (Nasdaq: LBBB) previously announced that they entered
into a definitive business combination agreement (the "Merger
Agreement"). The Registration Statement on Form S-4 in connection
with the planned business combination has been declared effective
by the U.S. Securities and Exchange Commission ("SEC"). The
extraordinary general meeting to consider and vote upon the
business combination and related matters has been set for
February 15, 2024. Upon consummation
of the business combination, the combined company will be renamed
Nature's Miracle Holding Inc. and its common stock and warrants are
expected to be traded on the Nasdaq Global Market.
About Afafa, Inc.
Afafa, Inc., based in Shenzhen,
PRC, is a leader in the development and manufacturing of systems
for the controlled environment industry having pioneered advances
in LED lighting used for vertical farming and related products
automating and increasing yields in indoor farming. Under various
brand names, their products are used throughout North America and Europe.
Important Information About the Proposed Business Combination
and Where to Find It
This press release includes information about a proposed
business combination between Lakeshore and Nature's Miracle. A full
description of the terms of the business combination have been
provided in a Registration Statement on Form S-4 and a definitive
proxy statement filed with the SEC. The proxy statement has been
mailed to Lakeshore's shareholders as of a record date established
for voting at the shareholders' meeting relating to the proposed
transactions. This press release does not contain all the
information that should be considered concerning the proposed
business combination and is not intended to form the basis of any
investment decision or any other decision in respect of the
proposed business combination. Lakeshore's shareholders and other
interested persons are advised to read the Registration Statement
on Form S-4 and proxy statement and the amendments thereto and
other documents filed in connection with the proposed business
combination, as these materials will contain important information
about Nature's Miracle, Lakeshore and the proposed business
combination. The Registration Statement on Form S-4 and the proxy
statement and other documents filed with the SEC may be obtained
without charge at the SEC's website at www.sec.gov, or by
directing a written request to Lakeshore, 667 Madison
Avenue, New York, NY 10065.
Participants in the Solicitation
Lakeshore, certain shareholders of Lakeshore, and their
respective directors and executive officers may be deemed to be
participants in the solicitation of proxies from Lakeshore in
connection with the proposed business combination. A list of the
names of such shareholders, directors and executive officers and
information regarding their interests in the proposed business
combination is included in the proxy statement for the proposed
business combination. A list of the names of Lakeshore's directors
and executive officers and a description of their interests in
Lakeshore is contained in Lakeshore's registration statement on
Form S-1, which was filed with the SEC and is available free of
charge at the SEC's web site at www.sec.gov, or by directing a
written request to Lakeshore, 667 Madison Avenue, New York,
NY 10065. Additional information regarding the interests of
such participants is contained in the Registration Statement on
Form S-4 and proxy statement for the proposed business
combination.
Nature's Miracle and its directors and executive officers may
also be deemed to be participants in the solicitation of proxies
from the shareholders of Lakeshore in connection with the proposed
business combination. A list of the names of such directors and
executive officers and information regarding their interests in the
proposed business combination is included in the proxy statement
for the proposed business combination.
Forward-looking Statements
Except for historical information contained herein, this press
release contains certain "forward-looking statements" within the
meaning of the federal U.S. securities laws with respect to the
proposed business combination between Lakeshore and Nature's
Miracle, the benefits of the transaction, the amount of cash the
transaction will provide Nature's Miracle, the anticipated timing
of the transaction, the services and markets of Nature's Miracle,
our expectations regarding future growth, results of operations,
performance, future capital and other expenditures, competitive
advantages, business prospects and opportunities, future plans and
intentions, results, level of activities, performance, goals or
achievements or other future events. These forward-looking
statements generally are identified by words such as "anticipate,"
"believe," "expect," "may," "could," "will," "potential," "intend,"
"estimate," "should," "plan," "predict," or the negative or other
variations of such statements, reflect our management's current
beliefs and assumptions and are based on the information currently
available to our management. Forward-looking statements are
predictions, projections and other statements about future events
that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties. Many factors could
cause actual results or developments to differ materially from
those expressed or implied by such forward-looking statements,
including but not limited to: (i) the risk that the transaction may
not be completed in a timely manner or at all, which may adversely
affect the price of Lakeshore's securities; (ii) the risk that the
transaction may not be completed by Lakeshore's business
combination deadline and the potential failure to obtain an
extension of the business combination deadline if sought by
Lakeshore; (iii) the failure to satisfy the conditions to the
consummation of the transaction, including the approval of the
business combination agreement by the stockholders of Lakeshore,
the satisfaction of the minimum cash amount following any
redemptions by Lakeshore's public stockholders and the receipt of
certain governmental and regulatory approvals; (iv) the lack of a
third-party valuation in determining whether or not to pursue the
proposed transaction; (v) the occurrence of any event, change or
other circumstance that could give rise to the termination of the
business combination agreement; (vi) the effect of the announcement
or pendency of the transaction on Nature's Miracle's business
relationships, operating results and business generally; (vii)
risks that the proposed transaction disrupts current plans and
operations of Nature's Miracle; (viii) the outcome of any legal
proceedings that may be instituted against Nature's Miracle or
Lakeshore related to the business combination agreement or the
proposed transaction; (ix) the ability to maintain the listing of
Lakeshore's securities on a national securities exchange; (x)
changes in the competitive industries in which Nature's Miracle
operates, variations in operating performance across competitors,
changes in laws and regulations affecting Nature's Miracle's
business and changes in the combined capital structure; (xi) the
ability to implement business plans, forecasts and other
expectations after the completion of the proposed transaction, and
identify and realize additional opportunities; (xii) the risk of
downturns in the market and Nature's Miracle's industry including,
but not limited to, as a result of the COVID-19 pandemic; (xiii)
costs related to the transaction and the failure to realize
anticipated benefits of the transaction or to realize estimated pro
forma results and underlying assumptions, including with respect to
estimated stockholder redemptions; (xiv) risks and uncertainties
related to Nature's Miracle's business, including, but not limited
to risks relating to the uncertainty of the projected financial
information with respect to Nature's Miracle; risks related to
Nature's Miracle's limited operating history, the roll-out of
Nature's Miracle's business and the timing of expected business
milestones; Nature's Miracle's ability to implement its business
plan and scale its business; Nature's Miracle's ability to develop
products and technologies that are more effective or commercially
attractive than competitors' products; Nature's Miracle's ability
to maintain accelerate rate of growth recently due to lifestyle
changes in the wake of COVID-19 pandemic; risks of increased costs
as a result of being a public company; risks relating to Nature's
Miracle's being unable to renew the leases of their facilities and
warehouses; Nature's Miracle's ability to grow the size of its
organization and management in response of the increase of sales
and marketing infrastructure; risks relating to potential tariffs
or a global trade war that could increase the cost of Nature's
Miracle's products; risks relating to product liability lawsuits
that could be brought against Nature's Miracle;; Nature's Miracle's
ability to formulate, implement and modify as necessary effective
sales, marketing, and strategic initiatives to drive revenue
growth; Nature's Miracle's ability to expand internationally;
acceptance by the marketplace of the products and services that
Nature's Miracle markets; and government regulations and Nature's
Miracle's ability to obtain applicable regulatory approvals and
comply with government regulations. The foregoing list of factors
is not exclusive. You should carefully consider the foregoing
factors and the other risks and uncertainties described in the
"Risk Factors" section of proxy statement and other documents filed
by Lakeshore from time to time with the SEC. These filings identify
and address other important risks and uncertainties that could
cause actual events and results to differ materially from those
contained in the forward-looking statements. Forward-looking
statements speak only as of the date on which they are made, and
neither Nature's Miracle nor Lakeshore assume any obligation to
update or revise any forward-looking statements or other
information contained herein, whether as a result of new
information, future events or otherwise. You are cautioned not to
put undue reliance on these forward-looking statements. Neither
Lakeshore nor Nature's Miracle gives any assurance that either
Lakeshore or Nature's Miracle, or the combined company, will
achieve its expectations.
Non-solicitation
This press release is not a proxy statement or solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the potential business combination or any other
matter and shall not constitute an offer to sell or a solicitation
of an offer to buy the securities of Lakeshore, Nature's Miracle or
the combined company, nor shall there be any sale of any such
securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of such state or
jurisdiction. No offer of securities shall be made except by means
of a prospectus meeting the requirements of the Securities Act of
1933, as amended.
Contacts
info@nature-miracle.com
SOURCE Nature's Miracle, Inc.
