Luminar Media Group Raises Over $3 Million in Oversubscribed First-Ever Private Placement - Surpassing Target by 6×

Rhea-AI Summary

Luminar Media Group (OTCID:LRGR) announced an oversubscribed friends-and-family convertible note offering with $3,163,000 in total commitments on October 27, 2025, roughly six times the initial $500,000 target.

To date $2,015,000 has been received and $1,148,000 remains pending close. Notes convert automatically into equity upon a successful uplisting to a national exchange (NASDAQ or NYSE) or otherwise mature in 24 months. Proceeds will fund expansion of Fortun-branded origination capacity, accelerate asset and revenue growth, complete a PCAOB audit and S-1 registration for uplisting, and settle legacy notes from the Luminar acquisition.

Positive

• Total commitments of $3,163,000 (≈6× initial $500,000 target)
• $2,015,000 of proceeds received to date
• Convertible notes auto-redeem into equity on successful uplisting
• Proceeds allocated to complete PCAOB audit and S-1 registration

Negative

• $1,148,000 in commitments pending close
• Notes mature in 24 months if uplisting does not occur

Strong Investor Demand Underscores Confidence in Luminar's Growth, Strategy, and Upcoming Uplist Initiatives

MIAMI, FL / ACCESS Newswire / October 27, 2025 / Luminar Media Group, Inc. (OTCID:LRGR) ("Luminar" or the "Company") proudly announces that its inaugural friends-and-family convertible note offering was oversubscribed, with $3,163,000 in total commitments - more than six times the initial target. The oversubscribed raise underscores robust investor confidence in Luminar's continued growth trajectory. Investors committed rapidly, signaling strong confidence in Luminar's balance-sheet strength, and preparation for an upcoming uplisting to a senior U.S. exchange.

Transaction Highlights

• $3,163,000 in total investor commitments, compared to an initial $500,000 target

• $2,015,000 of proceeds received to date; $1,148,000 in additional commitments pending close

• No investment bankers, placement agents or underwriters engaged - the raise was direct, streamlined, and aligned with investors

• No marketing - the raise unfolded through direct investor relationships, with zero marketing efforts

Strategic Placement Structure

The offering is structured as convertible debentures. The notes are designed to automatically redeem into equity upon a successful uplisting to a national exchange such as NASDAQ or NYSE. Otherwise the notes mature in 24 months.

This structure allows Luminar to access growth capital while maintaining a conservative, shareholder-aligned capital strategy. By linking automatic redemption to a major liquidity event, the Company ensures long-term alignment with investors and minimizes near-term dilution.

Use of Proceeds

As a cash-flow positive company, Luminar will deploy proceeds strategically to accelerate growth within its Fortun-branded subsidiaries as part of its integrated growth plan.

Proceeds will be used to:

• Expand origination capacity and funding volume

• Accelerate asset and revenue growth.

• Complete PCAOB audit and S-1 registration in preparation for uplisting

• Settle certain legacy notes dating back to the acquisition of Luminar, further improving the Company's capital structure and eliminating potential overhang

Notably, proceeds are not being used for general operating expenses, underscoring Luminar's disciplined approach to capital management and long-term shareholder value creation.

Management Commentary

"The speed and size of this raise speak for themselves," said Yoel Damas, President of Luminar Media Group. "Our early investors stepped up because they believe in our vision. Investors recognize the strength of our business model and the discipline behind our structure. This capital positions us to expand faster, strengthen our foundation, and move closer to our uplisting goals. At the same time, we're taking proactive steps to resolve historical liabilities from the Luminar acquisition - including settlement of outstanding legacy notes. This will simplify and strengthen our capital structure and clear the path for the next phase of growth."

About Luminar Media Group, Inc.

Luminar Media Group, Inc. (OTC: LRGR) is a diversified holding company focused on delivering innovative financial and media solutions to the small business sector. Through its Fortun-branded subsidiaries - Fortun Advance LLC, Fortun Funding LLC, and Fortun Online LLC - Luminar provides revenue-based financing that empower entrepreneurs and accelerate business performance. The Company continues to expand its integrated platform designed to connect capital and technology in ways that drive measurable growth and long-term value for shareholders.

Forward-Looking Statements

This press release contains "forward-looking statements" as defined by the Private Securities Litigation Reform Act of 1995, including expectations regarding the closing of remaining commitments, uplisting to a major exchange, conversion or maturity of convertible notes, future capital deployment, and business development. Actual results may differ materially due to market conditions, regulatory processes, listing requirements, investor behavior, and execution of the Company's business plan. The Company assumes no obligation to update forward-looking statements except as required by law.

No Offer or Solicitation

This press release is not an offer to sell or a solicitation of an offer to buy any securities of the Company. No sale of securities shall occur in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under applicable securities laws.

Private Placement Disclosure

The securities were offered and sold in a private placement to accredited investors residing in Florida, in reliance upon exemptions from registration under Section 4(a)(2) of the Securities Act of 1933, Regulation D, and applicable provisions of the Florida Securities and Investor Protection Act. These securities have not been registered under the Securities Act or state securities laws and may not be offered or sold in the United States absent registration or a valid exemption. No registration rights or public resale registration were granted in connection with this offering.

Investor Relations Contact:

Robert Rico
305-283-9237
Robert@Fortunco.com

SOURCE: Luminar Media Group, Inc.

View the original press release on ACCESS Newswire

FAQ

How much did Luminar (LRGR) raise in the October 27, 2025 private placement?

Luminar secured $3,163,000 in total commitments, exceeding the $500,000 target by about six times.

How much of Luminar's (LRGR) October 2025 raise has been received versus pending?

$2,015,000 received to date and $1,148,000 in commitments pending close.

What are the convertible note terms in Luminar's (LRGR) private placement?

Notes convert automatically into equity upon a successful uplisting; otherwise they mature in 24 months.

What will Luminar (LRGR) use the private placement proceeds for?

Proceeds will expand Fortun origination capacity, accelerate asset and revenue growth, complete a PCAOB audit and S-1, and settle legacy notes.

Does Luminar (LRGR) plan to use the funds for operating expenses?

No; the company says proceeds are not being used for general operating expenses.

How does the private placement relate to Luminar's uplisting plans (LRGR)?

The offering links automatic note redemption to a successful uplisting to a national exchange such as NASDAQ or NYSE.