LM Funding America Announces Private Repurchase of Shares and Warrants

Rhea-AI Summary

LM Funding America (NASDAQ: LMFA) entered into privately negotiated repurchase agreements on Oct 30, 2025 to buy back 3,308,575 shares and associated warrants issued in its Aug 18, 2025 private placement.

The company will pay $2.41 per unit for aggregate repurchase consideration of approximately $8.0 million. The reacquired warrants represent rights to buy an aggregate of 7,248,787 shares at a current exercise price of $1.10 per share (≈2.19 warrants per unit after adjustments).

The repurchase will be financed by an $11 million one-year loan facility from Galaxy Digital, secured by Bitcoin deposited with Galaxy; the facility includes structured provisions to manage exposure. The company expects the transaction to close on Oct 30, 2025.

Positive

• Repurchase of 3,308,575 shares and related warrants reduces outstanding dilution
• Aggregate repurchase consideration of $8.0 million at $2.41 per unit
• Financing via an $11 million one-year facility preserves cash while enabling buyback

Negative

• Loan facility is secured by Bitcoin, increasing crypto-collateral exposure
• Reacquired warrants represent right to purchase 7,248,787 shares, potential future dilution if exercised

Insights

Capital Markets Analyst

LM Funding repurchased private-placement units for $8.0 million, financed by a secured $11 million one-year facility.

LM Funding agreed to buy 3,308,575 common shares and associated warrants issued in the August 18, 2025 private placement at $2.41 per unit, representing aggregate consideration of approximately $8.0 million. The reacquired warrants cover rights to purchase an aggregate of 7,248,787 shares at a current exercise price of $1.10 per share. The company will fund the repurchase with an $11 million loan facility from Galaxy Digital secured by Bitcoin the company deposited with Galaxy.

The financing approach reduces the public warrant overhang and simplifies stated capital structure, while introducing secured leverage for the repurchase; the facility term is one-year and includes structured provisions to manage exposure. Key dependencies are the final closing, the exact loan covenants and security terms, and the post-transaction counts of outstanding shares and warrants. Monitor closing confirmation expected on Oct. 30, 2025, the loan agreement details (covenants, collateral triggers), and the updated share/warrant ledger over the next 12 months as the facility matures.

TAMPA, Fla., Oct. 30, 2025 (GLOBE NEWSWIRE) -- LM Funding America, Inc. (NASDAQ: LMFA) (“LM Funding” or the “Company”), a Bitcoin treasury and mining company, today announced that it has entered into privately negotiated repurchase agreements with 7 institutional investors to acquire 3,308,575 shares of the Company’s common stock and associated warrants that were originally issued by the Company in its private placement financing that closed on August 18, 2025.

Under the terms of the repurchase agreements, LM Funding will acquire investment units of stock and warrants that were originally issued in the August 2025 private placement at a repurchase price of $2.41 per unit, representing aggregate total repurchase consideration of approximately $8.0 million. Each unit consists of one share of common stock and warrants to purchase approximately 2.19 common shares (after giving effect to prior warrant adjustments) with a current warrant exercise price of $1.10 per share, with the reacquired warrants representing the right to purchase an aggregate of 7,248,787 shares.

The transaction will be financed through a $11 million loan facility provided by Galaxy Digital that will be secured by the Bitcoin deposited by the Company with Galaxy. The one-year facility includes structured provisions designed to manage exposure and maintain flexibility over the term of the loan.

“We believe LM Funding’s current market capitalization does not accurately reflect the intrinsic value of our balance sheet,” said Bruce Rodgers, Chairman and CEO of LM Funding. “By acquiring these securities, we are reducing warrant overhang, simplifying our capital structure, and pursuing a path aimed towards aligning our stock with our net asset value.”

The Company expects this transaction will close today, October 30, 2025.

About LM Funding America
LM Funding America, Inc. (Nasdaq: LMFA), operates as a Bitcoin treasury and mining company. The Company was founded in 2008 and is based in Tampa, Florida. The Company also operates a technology-enabled specialty finance business that provides funding to nonprofit community associations primarily in the State of Florida. For more information, please visit https://www.lmfunding.com.

Forward-Looking Statements
This press release may contain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” and “project” and other similar words and expressions are intended to signify forward-looking statements. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various risks and uncertainties. Some of these risks and uncertainties are identified in the Company's most recent Annual Report on Form 10-K and its other filings with the SEC, which are available at www.sec.gov. These risks and uncertainties include, without limitation, the risks of operating in the cryptocurrency mining business, our limited operating history in the cryptocurrency mining business and our ability to grow that business, the capacity of our Bitcoin mining machines and our related ability to purchase power at reasonable prices, our ability to identify and acquire additional mining sites, the ability to finance our site acquisitions and cryptocurrency mining operations, the risks associated with growing our Bitcoin treasury operations and strategy, our ability to acquire new accounts in our specialty finance business at appropriate prices, changes in governmental regulations that affect our ability to collect sufficient amounts on defaulted consumer receivables, changes in the credit or capital markets, changes in interest rates, and negative press regarding the debt collection industry. The occurrence of any of these risks and uncertainties could have a material adverse effect on our business, financial condition, and results of operations.

For investor and media inquiries, please contact:
Investor Relations 
Orange Group 
Yujia Zhai 
LMFundingIR@orangegroupadvisors.com

FAQ

What exactly is LMFA repurchasing on October 30, 2025?

LM Funding is repurchasing 3,308,575 common shares and associated warrants issued in the Aug 18, 2025 private placement.

How much is LM Funding paying per unit in the repurchase of LMFA securities?

The company will pay $2.41 per unit, for aggregate repurchase consideration of approximately $8.0 million.

How will LMFA finance the $8.0 million repurchase announced Oct 30, 2025?

The repurchase will be financed by an $11 million one-year loan facility from Galaxy Digital, secured by Bitcoin deposited by the company.

How many shares could the reacquired warrants convert into under the LMFA deal?

The reacquired warrants represent the right to purchase an aggregate of 7,248,787 shares at a current exercise price of $1.10 per share.

What investor effects does the LMFA repurchase aim to achieve?

Management said the repurchase is intended to reduce warrant overhang, simplify capital structure, and align the stock with net asset value.