ONTARIO,
Calif., May 20, 2024 /PRNewswire/ -- Nature's
Miracle Holding Inc. (NASDAQ: NMHI) ("Nature's Miracle" or the
"Company"), a leader in vertical farming technology and
infrastructure, announced today that both Nature's Miracle and
Agrify Corporation (NASDAQ: AGFY) ("Agrify"), have mutually agreed
to terminate the previously announced plan to merge, originally
announced on May 16, 2024. Given
unfavorable market conditions, a decision was reached to terminate
the planned merger.
In connection with the termination of its plan to acquire
Agrify, the Company and Agrify have executed a termination
agreement with respect to the merger agreement and have also
executed a debt termination agreement with entities controlled by
Agrify's Chief Executive Officer with respect to the purchase of
outstanding debt. Each of the termination agreements contained
mutual releases. Both the "Merger Agreement" and "Purchase of
Notes" agreements have been cancelled with no termination or
cancellation fees attached to either party.
James Li, Chairman and CEO of
Nature's Miracle Holding Inc. stated, "Based on the current
unfavorable market conditions, we've determined this is in the best
interest of our shareholders and the long-term value of our
business. At Nature's Miracle, we will continue to focus on our
core indoor growing products including grow light, dehumidifier and
container growing systems where we are seeing strong momentum.
We extend our appreciation to the Agrify team for their
cooperation."
About Nature's Miracle Holding Inc.
Nature's Miracle is an integrated agriculture technology company
providing equipment and services to the Controlled Environment
Agriculture industry. Through its two wholly-owned subsidiaries
Visiontech Group, Inc. and Hydroman, Inc., the company offers
products including horticultural lighting, irrigation systems,
power distribution systems, materials and equipment to indoor,
greenhouse, hydroponic and vertical growers. Nature's Miracle has
also developed cost-effective solutions for greenhouse systems,
automated vertical farming, and modular container grow systems.
Nature's Miracle was founded and continues to be led by
James Li who co-founded China
Hydroelectric Corporation, one of the largest small hydroelectric
companies listed on the NYSE ("CHC") and by President Jonathan Zhang, who built Efinity, a
well-recognized and respected brand of grow lighting in the indoor
farming and controlled environment field. For more information,
please visit www.Nature-Miracle.com.
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
merger agreement and business of Nature's Miracle and Agrify; other
future references such as the anticipated synergies resulting from
the transactions contemplated by the merger agreement, the parties'
ability to close the proposed merger on the expected timeline or at
all, the expected share ownership by former Agrify shareholders in
the combined company, the services and markets of Nature's Miracle
and Agrify, 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 business and revenue prospects of Nature's
Miracle may not materialize which may adversely affect the price of
Nature's Miracle's securities; (ii) the occurrence of any
unforeseen event that would impact continued listing of Nature's
Miracle's or Agrify's securities on the Nasdaq exchange; (iii)
changes in the competitive industries in which Nature's Miracle and
Agrify operates, variations in operating performance across
competitors, changes in laws and regulations affecting Nature's
Miracle's and Agrify's business and changes in the combined capital
structure; (iv) the ability to implement business plans, forecasts
and other expectations after the completion of the proposed
transactions contemplated by the merger agreement; (v) the risk of
downturns in the market and Nature's Miracle's and Agrify's
industry including, but not limited to market prices of indoor
grower's produce, transportation costs, competition with outdoor
growers and demand in the consumer marketplace; and (vi) the risk
that the parties may not be able to satisfy one or more of the
closing conditions to the transaction. For additional details on
the uncertainties that may cause our actual results to be
materially different than those expressed in our forward-looking
statements, please review the most recent Annual Reports on Form
10-K filed by Nature's Miracle and by Agrify with the Securities
and Exchange Commission at www.sec.gov, particularly the
information contained in the section entitled "Risk Factors."
Forward-looking statements speak only as of the date on which they
are made, and neither Nature's Miracle nor Agrify 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
Nature's Miracle nor Agrify gives any assurance that it will
achieve its expectations.
Company Contact
George
Yutuc
Chief Financial Officer
George.yutuc@nature-miracle.com
Investor Relations Contact
Shannon Devine/Rory
Rumore
MZ North America
Main: 203-741-8811
NMHI@mzgroup.us
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SOURCE Nature's Miracle Holding Inc