The proposed transaction will be supported by approximately $11 million in acquisition financing from a third-party lender

NATURE’S MIRACLE HOLDING INC., a leader in controlled environment agriculture and vertical farming solutions, announced that it has entered into a Letter of Intent (LOI) with CM Fabrication, LLC acquire a 55 per cent equity interest in three portfolio companies: CM Fabrication, LLC, CEA Studios (a division of 2WR Georgia, Inc.), and CM E-Commerce LLC.

The proposed transaction will be supported by approximately $11 million in acquisition financing from a third-party lender. The financing, secured by substantially all assets of the Target Companies, is expected to refinance approximately $10 million of existing debt currently held by the Target Companies.

Upon completion of the transaction, Nature’s Miracle will own 55 per cent of the Target Companies and intends to pursue an uplisting strategy through a merger with a Nasdaq or NYSE-listed shell company. In addition, Nature’s Miracle has committed to acquiring the remaining 45 per cent equity interest held by CM Capital Management at a valuation of no less than $20 million or 10x trailing EBITDA.

Following the anticipated public market transaction, Tie “James” Li, Chairman and Chief Executive Officer of Nature’s Miracle, is expected to serve as Executive Chairman of the combined company, while Chris Mayer, owner of CM Fabrication, LLC, is expected to assume a senior C-level executive role.

Founded by Chris Mayer, CM Fabrication, LLC operates a state-of-the-art 500,000-square-foot manufacturing facility in Sycamore, Illinois, providing precision metal fabrication, robotic welding, TIG & MIG welding, and advanced electronic manufacturing services. CEA Studios provides design and architectural services, while CM E-Commerce LLC operates online sales and distribution platforms.

Together, the three companies provide a vertically integrated manufacturing and services platform focused on designing, building, and supplying critical Made-in-USA products and equipment for the rapidly growing drone, AI data center and horticulture industries.

The Target Companies generated approximately $8.6 million in revenue and $0.08 million in EBITDA during fiscal year 2025 and are projected to achieve approximately $18.2 million in revenue and $3.6 million in EBITDA in 2026.