Nature's Miracle Holding Inc. Announces Third Quarter 2024 Financial Results

~ Revenue Growth of 13.5% to $3.1 Million from Q3 2023~

ONTARIO,Calif.,Nov. 15,2024 --Nature's Miracle Holding Inc.(NASDAQ: NMHI) ("Nature's Miracle" or the "Company"),a leader in vertical farming technology and infrastructure,today announced its financial results for the third quarter ended September 30,2024.

Third Quarter 2024 Financial and Business Updates

Revenue for the third quarter of 2024 increased 13.5% to $3.1 million compared to $2.7 million in the same year ago period.

Gross profit of $228,113 and $158,768 for the third quarter of 2024 and 2023,respectively.

Gross margin expanded by 160 basis points to 7.5% from 5.9% in the third quarter of 2023.

Net loss of $2.8 million as compared to net loss of $0.4 million in the third quarter of 2023.

Adjusted EBITDA for the third quarter of 2024 was a loss of $1.1 million compared to a loss of $0.2 million in the same year ago period.

Completed $2.1 million of debt reduction with forgiveness agreement from Uninet Global Inc. which improved its shareholder equity position.

Delivered first shipment of Efinity brand dehumidifier product to Fiacre Inc.,a major indoor grower in the San Francisco Bay Area.

Received record $2.4 million purchase order of Efinity LED grow lights from a top indoor grower.

Entered a sales order agreement with What Rebates for $5.1 million of grow light products for use by the U.S. energy rebate market that will contribute to 2024 full year revenue.

Closed an underwritten public offering for gross proceeds of $1.2 million in July.

Management Commentary

James Li,Chairman and CEO of Nature's Miracle,commented,"We are encouraged with third quarter's double digit revenue growth while making significant operational progress in the third quarter and thus far in the fourth quarter to accelerate our growth objectives. As previously announced,on November 12th,we closed a $3 million equity raise,which significantly improved our liquidity position for the execution of our growth plan.While our core business in the Controlled Environment Agriculture industry has performed strongly as we launched a variety of new products and initiatives that resulted in customer growth,we are excited to enter the EV space with our recently announced agreement with Robostreet. This strategic pivot to the marketing and distribution of electric powered agriculture vehicles for commercial use,combined with our core vertical farming business is a venture that aligns with convenience culture and is currently underrepresented in the market. Our ultimate goal is to market and distribute our EV trucks to the commercial and agriculture markets in the United States and South America as we continue to cultivate and diversify our revenue streams and generate value for all shareholders over the long-term."

Subsequent Operational Updates

Launched a wholly owned subsidiary,NM Rebate Inc.,to facilitate the Company's energy rebate financing segment.

Announced an agreement with Robostreet Inc. to order a total of 150 LS450 electric trucks from to convert into mobile vertical farms targeting the Los Angeles market.

Announced Hydroman,Inc.,its 100% owned subsidiary,will become Hydroman Electric Corporation to launch its electric-powered mobile vertical farms throughout the United States and South America.

Received aggregate gross proceeds of approximately $3 million from an underwritten public offering in November.

Third Quarter 2024 Financial Summary

For the third quarter of 2024,revenue totaled $3.1 million,an increase of 13.5%,compared to $2.7 million in the same year ago period. Revenue increased due to rising demand from new and existing customers as a result of an expansion of the sales team in 2024 and the introduction of new product lines in 2024.

Cost of revenue totaled $2.8 million in the third quarter of 2024,compared to $2.5 million in the same year ago period. The increase in the cost of revenue was primarily due to the increase in revenue,driven by a higher volume of product sales on an increase in customer demand.

Gross profit totaled $228,113 in the third quarter of 2024,or 7.5% of revenue,an increase from $158,768 and 5.9% of revenue,in the third quarter of 2023. The increase in gross profit and margin was due to a combination of customers shifting to premium grow lighting,such as our own "Efinity" brand,favorable purchasing conditions from suppliers and consistent fixed costs over higher volume of sales.

Operating expenses in the third quarter of 2024 were $2.2 million,as compared to $0.6 million for the third quarter of 2023. The increase was mainly due to the introduction of public company costs in 2024,resulting in an increase in payroll and compensation expense,increased professional fees and increased stock compensation expense which were not components of private entity operations in 2023.

Net loss in the third quarter of 2024 was $2.8 million,as compared to net loss of $0.4 million in the third quarter of 2023. The increase in losses was a result of additional personnel and stock compensation expense after the de-SPAC transaction,a higher level of legal and accounting costs related to the Nasdaq listing and SEC filings,higher public relations costs,new corporate offices and higher interest expense.

About Nature's Miracle Holding 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 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

[email protected]

MZ North America

Shannon Devine / Rory Rumore

Main: 203-741-8811

[email protected]

NATURE'S MIRACLE HOLDING INC.,SUBSIDIARIES AND VIE

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEET

As of

September30,

As of

December31,

2024

2023

(Unaudited)

ASSETS

CURRENT ASSETS

Cash and cash equivalent

$

40,114

$

221,760

Accounts receivable,net

2,376,603

1,236,248

Accounts receivable - related parties,net

1,850,601

305,669

Inventories,net

3,333,539

5,046,084

Prepayments and other current assets

393,439

139,734

Loans receivable - related parties

-

460,000

Total Current Assets

7,994,296

7,409,495

NON-CURRENT ASSETS

Security deposit

27,633

47,633

Right-of-use assets,net

582,890

503,089

Cost method investment

1,000,000

1,000

Property and equipment,net

4,286,692

4,406,272

Deferred offering costs

-

833,932

Total Assets

$

13,891,511

$

14,200,421

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES

Short-term loans

$

2,856,673

$

509,443

Short-term loans - related parties

858,255

783,255

Current portion of long-term debts

293,541

268,805

Convertible notes

681,410

-

Accounts payable

9,356,293

8,034,044

Accounts payable - related parties

572,500

2,758,074

Other payables and accrued liabilities

3,469,680

1,351,951

Other payables - related parties

348,658

257,954

Operating lease liabilities - current

451,417

359,459

Tax accrual

469,419

340,628

Deferred income - Contract liabilities

376,562

118,909

Total Current Liabilities

19,734,408

14,782,522

NON-CURRENT LIABILITIES

Long-term debts,net of current portion

5,757,460

5,979,939

Operating lease liabilities,net of current portion

235,040

157,897

Total Non-Current Liabilities

5,992,500

6,137,836

Total Liabilities

25,726,908

20,920,358

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' DEFICIT

Preferred Stock ($0.0001 par value,1,000 shares authorized,none issued and

outstanding at September 30,2024 andDecember 31,2023,respectively)

-

-

Common Stock ($0.0001 par value,100,31,636,764 and

22,272,478 shares issued and outstanding at September 30,2024 and December 31,

2023,respectively)*

3,163

2,227

Additional paid-in capital

5,939,783

1,526,773

Accumulated deficit

(17,777,200)

(8,247,862)

Accumulated other comprehensive loss

(1,143)

(1,075)

Total Stockholders' Deficit

(11,835,397)

(6,719,937)

Total Liabilities and Stockholders' Deficit

$

13,421

*Giving retroactive effect to reverse recapitalization effected on March 11,2024

NATURE'S MIRACLE HOLDING INC.,SUBSIDIARIES AND VIE

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

For the

Three Months

Ended

For the

Three Months

Ended

For the

Nine Months

Ended

For the

Nine Months

Ended

September 30,

September 30,

2024

2023

2024

2023

(Unaudited)

(Unaudited)

(Unaudited)

(Unaudited)

REVENUE (including related party revenue of $1,135,628 and

$10,425 for the three months ended September 30,2024 and

2023; $2,129,726 and $35,522 for the nine months ended

September 30,2024 and 2023)

$

3,052,727

$

2,690,690

$

8,662,414

$

7,600,890

COST OF REVENUE

2,824,614

2,531,922

7,669,764

7,044,591

GROSS PROFIT

228,113

158,768

992,650

556,299

OPERATING EXPENSES:

Selling,general and administrative

1,375,475

579,827

4,059,595

1,594,873

Stock compensation expenses

848,075

-

1,215,880

-

Total operating expenses

2,223,550

579,827

5,275,475

1,873

LOSS FROM OPERATIONS

(1,995,437)

(421,059)

(4,282,825)

(1,038,574)

OTHER INCOME (EXPENSE)

Interest expense,net

(738,468)

(133,047)

(1,527,443)

(493,067)

Non cash finance expense

-

-

(1,000)

-

Loss on loan extinguishment

(15,131)

-

(15,131)

(233,450)

Other (expense) income

(1,300)

(5,023)

2,438

1,323

Total other expense,net

(754,899)

(138,070)

(2,540,136)

(725,194)

LOSS BEFORE INCOME TAXES

(2,750,336)

(559,129)

(6,822,961)

(1,763,768)

PROVISION FOR (BENEFIT OF) INCOME TAXES

-

(155,163)

2,500

(385,853)

NET LOSS

$

(2,336)

$

(403,966)

$

(6,825,461)

$

(1,377,915)

OTHER COMPREHENSIVE LOSS

Foreign currency translation adjustment

(35)

85

(68)

876

COMPREHENSIVE LOSS

$

(2,371)

$

(403,881)

$

(6,529)

$

(1,039)

WEIGHTED AVERAGE NUMBER OF COMMON STOCK*

Basic and diluted

30,241,099

22,478

26,622,599

22,478

LOSS PER SHARE

Basic and diluted

$

(0.09)

$

(0.02)

$

(0.26)

$

(0.06)

*Giving retroactive effect to reverse recapitalization effected on March 11,2024

Reconciliation of GAAP to Non-GAAP Financial Measures

Reconciliation of Adjusted EBITDA

For the Three

Months Ended

September 30,

2024

For the Three

Months Ended

September 30,

2023

Net Loss

$ (2,371)

$ (403,881)

Add Back: Depreciation

39,860

41,694

Stock Compensation

848,075

-

Interest Expense

738,468

133,047

EBITDA plus non-cash Stock Compensation

$ (1,123,968)

$ (229,140)