LRHC La Rosa Holdings Corp.
Price Chart
Executive Summary
La Rosa Holdings Corp. entered into a Securities Purchase Agreement on May 27, 2026 to issue up to 250 shares of Series D Convertible Preferred Stock (stated value $1,000/share, convertible at $1.58/share) to a single institutional buyer, JAK Opportunities XI LLC, for gross proceeds of up to $250,000. The filing also establishes the terms of the Series D Preferred Stock via a Certificate of Designation, which includes a 9.99% beneficial ownership blocker, a floor price of $0.26, and extensive anti-dilution protections. This is a dilutive capital raise by a micro-cap real estate brokerage that is late on its 10-K and 10-Q filings, signaling financial distress.
Key Financial Metrics
Actionable Insight
This is a distressed financing by a micro-cap company that is delinquent on its SEC filings. The $250,000 raise is small relative to typical operating needs, suggesting acute cash constraints. The conversion price of $1.58 is well above the current stock price (market cap $0M implies near-zero value), meaning conversion is unlikely unless the stock rallies dramatically. However, the floor price of $0.26 and anti-dilution protections create massive potential dilution if the company issues more stock at lower prices. Monitor for the overdue 10-K and 10-Q filings, which could trigger defaults or going-concern qualifications. The stock is likely to remain under pressure given the dilutive overhang and filing delinquency.
Key Facts
- Company issued up to 250 shares of Series D Convertible Preferred Stock at $1,000 stated value per share, raising up to $250,000
- Conversion price set at $1.58 per share, with a floor price of $0.26
- Buyer is JAK Opportunities XI LLC, a single institutional investor
- Company is late filing its Annual Report on Form 10-K for FY2025 and Quarterly Report on Form 10-Q for Q1 2026
- Preferred stock ranks senior to common stock on liquidation and includes mandatory redemption upon bankruptcy trigger events
- Extensive anti-dilution adjustments apply to the conversion price upon any future dilutive issuance below the then-current conversion price
- Company must reserve 200% of shares needed for conversion at the floor price
- Proceeds to be used for acquisitions and general corporate purposes, not for debt satisfaction or stock repurchases
Financial Impact
Up to $250,000 gross proceeds from preferred stock issuance; conversion at $1.58/share implies up to ~158,228 common shares at maximum (before anti-dilution adjustments), representing ~10.3% dilution based on 1,531,052 shares outstanding
Risk Factors
- Company is delinquent on 10-K and 10-Q filings, risking Nasdaq delisting or SEC enforcement
- Dilutive overhang from conversion rights and anti-dilution protections could pressure common stock
- Small raise ($250K) suggests acute liquidity needs; may require additional dilutive financing
- Preferred stock ranks senior to common on liquidation, reducing common equity recovery in bankruptcy
- Extensive investor protections (triggering events, mandatory redemption) could force cash outflows the company cannot afford
Market Snapshot
Documents Analyzed
This report is based on 2 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001213900-26-061250 |
| Document: ea029226701ex10-1.htm | 0001213900-26-061250 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
|
Jun 10, 2026
4d ago
|
8-K
| $1.02 awaiting T+5 | awaiting T+5 | — | $0.9800 (+3.45%) |
|
Jun 5, 2026
9d ago
|
8-K
| $1.12 awaiting T+5 | awaiting T+5 | — | $0.9800 (+12.50%) |
|
Jun 5, 2026
9d ago
|
Press Release
| $1.06 awaiting T+5 | awaiting T+5 | — | $0.9800 (+7.55%) |
|
May 27, 2026
18d ago
|
8-K
| $1.34 $1.34 | · 0.00% | ▲ +1.21% | $0.9800 (+26.87%) |
|
May 22, 2026
23d ago
|
8-K
| $1.32 $1.34 | ▼ −1.52% | ▼ −0.30% | $0.9800 (+25.76%) |
|
May 22, 2026
23d ago
|
Press Release
| $1.32 $1.34 | ▼ −1.52% | ▼ −0.30% | $0.9800 (+25.76%) |
|
Apr 27, 2026
6w ago
|
425
| $2.04 $1.85 | ▼ −9.31% | ▼ −9.71% | $0.9800 (−51.96%) |
|
Apr 27, 2026
6w ago
|
Press Release
| $2.04 $1.85 | ▼ −9.31% | ▼ −9.71% | $0.9800 (−51.96%) |
|
Apr 24, 2026
7w ago
|
8-K
| $2.04 $1.85 | ▲ +9.31% | ▲ +9.71% | $0.9800 (+51.96%) |
|
Apr 22, 2026
7w ago
|
8-K
| $2.57 $1.87 | ▲ +27.24% | ▲ +27.29% | $0.9800 (+61.87%) |
US Market Status
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