ONTARIO,
Calif., Nov. 8, 2024 /PRNewswire/
-- Nature's Miracle Holdings Inc. (NASDAQ: NMHI) ("Nature's
Miracle" or the "Company"), a leader in vertical farming
technology and infrastructure, today announced the pricing of
a public offering of (a) 24,137,360 units (the "Units"), with each
Unit consisting of (i) one share of common stock, par value
$0.0001 per share (the "Common
Stock"), (ii) one Series A Warrant to purchase one share of Common
Stock (the "Series A Warrant"), and (iii) one Series B Warrant to
purchase such number of shares of Common Stock as determined on the
Reset Date (as defined in the Series B Warrant) (the "Series B
Warrant"), at a public offering price of $0.1118 per Unit and (b) 2,696,271 pre-funded
units (the "Pre-Funded Units"), with each Pre-Funded Unit
consisting of (i) one pre-funded warrant exercisable for one share
of Common Stock, (ii) one Series A Warrant, and (iii) one Series B
Warrant, at a public offering price of $0.1117 per Pre-Funded Unit, for the aggregate
gross proceeds of approximately $3
million, prior to deducting underwriting discounts and other
offering expenses.
The offering is expected to close on or about November 12, 2024, subject to customary closing
conditions.
D. Boral Capital LLC ("D. Boral Capital") is acting as the sole
book running manager for the offering. Sichenzia Ross Ference
Carmel LLP is acting as legal counsel to the Company, Lucosky
Brookman LLP is acting as legal counsel to D. Boral Capital.
The offering is being conducted pursuant to the Company's
registration statement on Form S-1, as amended on November 6, 2024 (File No. 333-282487), which was
initially filed on October 3, 2024
with the Securities and Exchange Commission (the "SEC") and was
declared effective by the SEC on November 7,
2024. A final prospectus relating to the offering will be
filed with the SEC and will be available on the SEC's website at
www.sec.gov. Electronic copies of the final prospectus relating to
this offering, when available, may be obtained from D. Boral
Capital LLC, 590 Madison Avenue, 39th Floor, New York, NY 10022, Attention: Syndicate
Department, or via email at syndicate@efhuttongroup.com or
telephone at (212) 404-7002.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
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 includes 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.
Forward-Looking Statements
The information in this press release includes "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements include, but are not
limited to, statements regarding expectations, hopes, beliefs,
intentions or strategies regarding the future. In addition, any
statements that refer to projections, forecasts or other
characterizations of future events or circumstances, including any
underlying assumptions, are forward-looking statements. The
words
"anticipate," "believe," "contemplate," "continue," "could,"
"estimate," "expect," "forecast," "intends," "may," "will,"
"might," "plan," "possible," "potential," "predict," "project,"
"should," "would" and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. Forward-looking
statements in this press release may include, for example: the
closing of the offering, intended use of proceeds from the
offering; successful launch and implementation of NMHI's joint
projects with manufacturers and other supply chain participants of
steel, rubber and other materials;
changes in NMHI's strategy, future operations, financial
position, estimated revenues and losses, projected costs, prospects
and plans; NMHI's ability to develop and launch new products and
services; NMHI's ability to successfully and efficiently integrate
future expansion plans and opportunities; NMHI's ability to grow
its business in a cost-effective manner; NMHI's product development
timeline and estimated research and development costs; the
implementation, market acceptance and success of NMHI's business
model; developments and projections relating to NMHI's competitors
and industry; and NMHI's approach and goals with respect to
technology. These forward-looking statements are based on
information available as of the date of this press release, and
current expectations, forecasts and assumptions, and involve a
number of judgments, risks and uncertainties. Accordingly,
forward-looking statements should not be relied upon as
representing views as of any subsequent date, and no obligation is
undertaken to update forward-looking statements to reflect events
or circumstances after the date they were made, whether as a result
of new information, future events or otherwise, except as may be
required under applicable securities laws. As a result of a number
of known and unknown risks and uncertainties, actual results or
performance may be materially different from those expressed or
implied by these forward-looking statements. Some factors that
could cause actual results to differ include: the ability to
maintain the listing of the Company's shares on Nasdaq; changes in
applicable laws or regulations; the effects of the COVID-19
pandemic on NMHI's business; the ability to implement business
plans, forecasts, and other expectations, and identify and realize
additional opportunities; the risk of downturns and the possibility
of rapid change in the highly competitive industry in which NMHI
operates; the risk that NMHI and its current and future
collaborators are unable to successfully develop and commercialize
NMHI's products or services, or experience significant delays in
doing so; the risk that the Company may never achieve or sustain
profitability; the risk that the Company will need to raise
additional capital to execute its business plan, which may not be
available on acceptable terms or at all; the risk that the Company
experiences difficulties in managing its growth and expanding
operations; the risk that third-party suppliers and manufacturers
are not able to fully and timely meet their obligations; the risk
that NMHI is unable to secure or protect its intellectual property;
the possibility that NMHI may be adversely affected by other
economic, business, and/or competitive factors; and other risks and
uncertainties described in NMHI's filings from time to time with
the Securities and Exchange Commission.
Contacts
George
Yutuc
Chief Financial Officer
George.Yutuc@nature-miracle.com
MZ North America
Shannon
Devine / Rory Rumore
Main: 203-741-8811
NMHI@mzgroup.us
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SOURCE Nature's Miracle Holding Inc.