Subsequent Events |
6 Months Ended |
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Jun. 30, 2025 | |
Subsequent Events [Abstract] | |
Subsequent events | Note 18 — Subsequent events
The Company evaluated subsequent events and transactions that occurred after the date of these unaudited condensed consolidated financial statements were issued. Based on this review, except as disclosed below, the Company did not identify any other subsequent events that would require adjustment or disclosure in the unaudited condensed consolidated financial statements.
On July 10, 2025, the Company entered into a convertible redeemable note with Lender 1, a Florida limited liability company for an aggregate principal amount of $120,000 with an original issue discount of $12,000 and legal fees of $4,000 charged to the principal. The note matures on July 10, 2026. The note bears interest of 6% per annum, has convertibility features into 60% of the average of the lowest trading price for the proceeding 15 days prior to conversion.
On July 16, 2025, Funders App LLC dba Tenthly, a lender to the Company (“Factor K”) filed a complaint in Court in Monroe County, New York referring to an outstanding balance of $100,588 after payments of $46,551 on its loan agreement with the Company, dated February 11, 2025 (Refer to Note 9 for detail). The total claimed amount is $129,463 plus interest from June 30, 2025 and attorney fees. On July 22, 2025, Factor K and the Company entered into a Stipulation of Settlement Agreement pursuant to which each party agreed to a settlement amount and remittance schedule that commenced July 23, 2025. In the event of default on payments, Factor K may file a default judgement for the sum of $129,463 less remittances pursuant to the Stipulation of Settlement Agreement.
On July 23, 2025, the Company entered into another securities purchase agreement with Diagonal pursuant to which the Company sold to the Diagonal a convertible promissory note in the aggregate principal amount of $97,350 with an original issue discount of $14,850 and closing expenses of $7,500 deducted from funding amount. The note bears an annual interest charge of 14% and maturity date was April 30, 2026. Only upon an occurrence of an event of default under the note, the holder may convert the outstanding unpaid principal amount of the note into shares of common stock of the Company at a discount of 39% of the market price.
On July 24, 2025, the Company entered into debt-to-equity conversion agreements with Tie (James) Li, Zhiyi (Jonathan) Zhang, George Yutuc, and Peng Zhang. Pursuant to the Agreements, wages and salaries owed and unpaid to James Li, Jonathan Zhang, and George Yutuc were converted into shares of common stock of the Company based on the trading price of $0.1305, the price at the end of the signing date of the Agreements. Pursuant to the agreement with Mr. Tie (James) Li, the parties agreed that his unpaid wages and salaries through July 23, 2025, or $673,476, be converted into 5,160,739 shares of common stock of the Company.
Pursuant to the agreement with Jonathan Zhang, the parties agreed that his unpaid wages and salaries through July 23, 2025, or $406,691, be converted into 3,111,408 shares of common stock of the Company.
Pursuant to the agreement with George Yutuc, the parties agreed that 50% of his wages and salaries from February 2025 to June 30, 2025, or $52,083, be converted into 399,106 shares of common stock of the Company.
Pursuant to the Agreement with Mr. Peng Zhang, debt owed on a note issued to Mr. Peng Zhang by the Company in an outstanding amount of $560,000 was converted into 4,291,188 shares of common stock of the Company based on the trading price of $0.1305, the price at the end of the signing date of the agreement.
On July 25, 2025, the Company entered into the Amended Equity Financing Agreement (the “Amended EPFA”) with GHS Investments, LLC, a Nevada limited liability company (the “Investor”), which amends and supersedes the previously disclosed Equity Financing Agreement (“EPFA”), dated as of May 6, 2025, by and between the Company and the Investor, in connection with an equity line of credit (“ELOC”) for up to $20,000,000 (the “Commitment Amount”), for a period of 24 months from the effective date of the registration statement (the “Registration Statement”) registering the shares of Common Stock relating to the EPFA (the “Term”), or July 15, 2027. During the Term, the Company has the right, but not the obligation, from time to time at its sole discretion, to direct Investor, by delivery of an irrevocable written notice (“Purchase Notice”) to purchase shares of our Common Stock (each a “Purchase”). The maximum dollar amount of each Purchase will not exceed two hundred percent (200%) of the average daily trading dollar volume for the Common Stock during the ten (10) consecutive trading days preceding the Purchase Notice. Prior to the Amended EPFA, no Purchase would be made in an amount equaling less than ten thousand dollars ($10,000) or greater than five hundred thousand dollars ($500,000). The parties entered into the Amended EPFA solely to increase such Purchase amount from $500,000 to $2,000,000.
On July 30, 2025, the Company entered into another securities purchase agreement with Diagonal pursuant to which the Company sold to the Diagonal a convertible promissory note in the aggregate principal amount of $90,200 with an original issue discount of $8,200 and closing expenses of $7,000 deducted from funding amount. The note bears an annual interest charge of 14% and maturity date was May 30, 2026. Only upon an occurrence of an event of default under the note, the holder may convert the outstanding unpaid principal amount of the note into shares of common stock of the Company at a discount of 39% of the market price.
On July 30, 2025, the Company entered into a loan agreement with Lender 2, a Delaware limited partnership for an aggregate principal amount of $230,000 with an original issue discount of $30,000 and legal fees of $4,250 charged to the principal. The note matures 12 months following the issue date. The note bears interest of 14% per annum, has convertibility features into 75% of the lowest trading price of NMHI common stock the preceding 10 days on the date of conversion notice.
On July 31, 2025, Webfunder LLC (“Factor I”) filed a Settlement Agreement for Stay of Prosecution in the Seventeenth Judicial Court in Broward County, Florida, pursuant to which both parties agreed to a new payment schedule from August 5, 2025 to December 9, 2025 for a total amount of $186,572. The original loan referred to in this Settlement Agreement for Stay of Prosecution was a standard merchant cash advance settlement agreement dated December 12, 2024 (Refer to Note 9 for detail). There are remedies and other protective language for Factor I in the event of non-performance.
On August 1, 2025, the Company and Wave Advance, Inc. (“Factor L”) signed a Settlement Agreement that required payments from August 5 to October 27, 2025, for an aggregate amount of $201,170. The original loan referred to in this Settlement Agreement was a Standard Merchant Cash Advance Settlement Agreement dated February 25, 2025 (Refer to Note 9 for detail). There are remedies and other protection language for the Lender in the event of non-performance.
On August 4, 2025, the Company entered into a convertible promissory note with Lender 3, a Florida limited liability company for an aggregate principal amount of $82,500 with an original issue discount of $7,250 and legal fees of $3,250 charged to the principal. The note matures 12 months following the issue date. The note bears interest of 8% per annum, has convertibility features into 65% of the average of the three lowest trading price for the proceeding 10 days prior to conversion.
On August 4, 2025, the Company entered into a securities purchase agreement with Lender 4, a Puerto Rico limited liability company, pursuant to which it issued a series of four 8% convertible redeemable notes, each with an aggregate principal amount of $37,500 and an original issue discount of $3,750. Legal fees of $3,000 were charged to the principal of the first note, while legal fees of $1,500 were charged to the principal of each of the remaining three notes. The first note, issued on August 4, 2025, matures on August 4, 2026, bears interest at 8% per annum, and is convertible into common shares at 60% of the lowest trading prices during the 15 trading days preceding the conversion date.
On August 5, 2025 the Company entered into a securities purchase agreement with Lender 5, a Delaware limited liability company, pursuant to which the Company sold, and Lender 4 purchased, (i) a convertible promissory note in the principal amount of $172,500, and (ii) 200,000 shares of Class A common stock, par value $0.0001, of the Company, for an aggregate purchase price of $150,000. The note matures 12 months following the issue date, bears interest of 10% per annum and has convertibility features into 75% of the lowest trading price of common shares of the Company’s the last 10 preceding days on the date of conversion notice.
On August 6, 2025, the Company entered into a Standstill Agreement with MaximCash Solutions LLC (“MaximCash”). A complaint was previously filed on July 8, 2025 by MaximCash against the Company in the Third Judicial Court of Utah pertaining to the loan agreement dated December 30, 2024 (the “MaximCash Loan”), as a result of a failure to make the required repayment pursuant to the MaximCash Loan agreement. The claimed amount was $230,738 plus daily interest and attorney fees. On August 7, the Company wired $61,720 to MaximCash as partial payment. |