STOCK TITAN

Bloomia Holdings, Inc. Announces Rights Offering Record Date

Rhea-AI Impact
(Neutral)
Rhea-AI Sentiment
(Neutral)
Tags

Bloomia Holdings (NASDAQ:TULP) set Feb 16, 2026 as the record date for a subscription rights offering to raise up to $15.5 million. Each shareholder receives one non-transferable right per share to buy 2.16 shares at $4.05 per whole share; full subscription would issue ~3.8 million shares. The offering is expected to expire Mar 28, 2026 at 5:00 p.m. CT, subject to extension or earlier termination. Proceeds are allocated to a discounted seller-note settlement ($7.33M), related-party note settlement ($6.6M), strategic investments ($1.1M), and ~ $470k fees, aiming to reduce debt and strengthen the balance sheet.

Loading...
Loading translation...

Positive

  • Planned seller-note settlement of $7.33M with >50% discount
  • Estimated one-time gain of $8.0M and >$1.6M annual interest savings
  • Planned related-party note paydown of $6.6M yielding >$600k annual interest savings
  • Allocates $1.1M to strategic investments to reduce operating costs

Negative

  • Issuance of ~3.8M new shares, creating dilution for existing shareholders
  • Estimated offering fees and costs of $470k reduce net proceeds
  • Subscription rights are non-transferable and not exchange-listed
  • Company may amend or terminate the Rights Offering at its discretion

News Market Reaction

+8.84%
3 alerts
+8.84% News Effect
-10.8% Trough Tracked
+$716K Valuation Impact
$9M Market Cap
0.6x Rel. Volume

On the day this news was published, TULP gained 8.84%, reflecting a notable positive market reaction. Argus tracked a trough of -10.8% from its starting point during tracking. Our momentum scanner triggered 3 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $716K to the company's valuation, bringing the market cap to $9M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Planned gross proceeds: $15.5 million Subscription price: $4.05 per share Rights ratio: 2.16 shares per right +5 more
8 metrics
Planned gross proceeds $15.5 million Maximum gross proceeds from the rights offering
Subscription price $4.05 per share Price per whole share in the rights offering
Rights ratio 2.16 shares per right Each right allows purchase of 2.16 common shares
New shares Approximately 3.8 million Aggregate common shares if rights are fully subscribed
Seller note settlement $7,330,000 Use of proceeds; gain of $8,000 and >$1,600 annual interest savings
Related party notes $6,600,000 Use of proceeds; >$600 in annual interest saved
Strategic investments $1,100,000 Use of proceeds to reduce operating cost and improve quality
Offering fees and costs $470,000 Estimated fees and costs of the rights offering

Market Reality Check

Price: $4.53 Vol: Volume 4,189 is well belo...
low vol
$4.53 Last Close
Volume Volume 4,189 is well below the 20-day average of 55,984, indicating limited pre-announcement trading interest. low
Technical Shares at $4.41 are trading slightly below the 200-day moving average of $4.46 and close to the 52-week low of $4.30.

Peers on Argus

No peers with momentum or same-day headlines were detected, suggesting the react...

No peers with momentum or same-day headlines were detected, suggesting the reaction to this rights offering announcement is likely company-specific rather than sector-driven.

Market Pulse Summary

The stock moved +8.8% in the session following this news. A strong positive reaction aligns with the...
Analysis

The stock moved +8.8% in the session following this news. A strong positive reaction aligns with the company’s plan to raise up to $15.5 million to reduce debt and fund strategic investments. The use-of-proceeds table highlights meaningful reductions in seller and related-party notes and associated interest savings. However, investors historically monitor how new share issuance and execution of the stated deleveraging plan affect longer-term trading, especially with shares already near the 52-week low of $4.30 before this announcement.

Key Terms

rights offering, subscription rights, form s-1, prospectus
4 terms
rights offering financial
"for its previously announced subscription rights offering ("Rights Offering")"
A rights offering is a way for a company to raise additional money by giving existing shareholders the opportunity to buy more shares at a discounted price before they are offered to the public. It’s similar to a special sale where current owners get the first chance to buy extra items at a lower cost, allowing them to increase their investment if they choose. This process matters to investors because it can affect the value of their holdings and their ability to buy new shares at favorable terms.
subscription rights financial
"The Company will distribute at no charge... one subscription right for each share"
Subscription rights are short-term privileges given to existing shareholders to buy additional new shares before the general public, typically at a set price and in proportion to their current holdings. Think of it as getting a coupon for first dibs on extra slices of a pizza so your share of the pie doesn’t shrink; exercising them can be a cheaper way to maintain your ownership and voting power, while ignoring them can reduce your stake and potential future earnings.
form s-1 regulatory
"A registration statement on Form S-1 relating to the Rights Offering has been filed"
A Form S-1 is the registration filing a company submits to the U.S. Securities and Exchange Commission when it plans to offer stock to the public, most commonly for an initial public offering. Think of it as the company’s full disclosure packet or blueprint: it contains audited financials, business description, management background, risk factors and details of the offering, giving investors the information needed to judge the company’s financial health and potential risks before buying shares.
prospectus financial
"The rights offering will be made only by means of a prospectus that meets the requirements"
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

AI-generated analysis. Not financial advice.

MINNEAPOLIS, MN / ACCESS Newswire / February 6, 2026 / Bloomia Holdings, Inc. (the "Company") today announced today that its Board of Directors has fixed the close of business on February 16, 2026 as the record date (the "Record Date") for its previously announced subscription rights offering ("Rights Offering") pursuant to which it intends to raise gross proceeds of up to approximately $15.5 million. The Company will distribute at no charge to holders of its common stock, par value $0.01 per share ("Common Stock"), as of the close of business on the Record Date one subscription right for each share of Common Stock held. Each subscription right will entitle the holder to purchase 2.16 shares of Common Stock at a subscription price of $4.05 per whole share. If fully subscribed, this would result in the issuance of an aggregate of approximately 3.8 million shares of Common Stock. The subscription rights are non-transferable, and will not be listed for trading on any stock exchange or market. In addition, holders of subscription rights who fully exercise their subscription rights will be entitled to over-subscribe for additional shares of Common Stock, subject to proration.

The Rights Offering is expected to expire at 5:00 p.m., Central Time, on March 28, 2026 ("Expiration Date"), subject to extension or earlier termination.

The Company reserves the right, in its sole discretion, to amend or modify the terms of the Rights Offering. The Company also reserves the right to terminate the Rights Offering at any time prior to the Expiration Date for any reason, in which event all funds received in connection with the Rights Offering will be returned without interest or deduction to those persons who exercised their subscription rights as soon as practicable.

Holders of subscription rights who hold their shares directly will receive a prospectus, a letter from the Company describing the Rights Offering, and a subscription rights certificate. Those holders who intend to exercise their subscription rights and over-subscription rights should review all of these materials, properly complete and execute the subscription rights certificate, and deliver the subscription rights certificate and full payment of their subscription price to Equiniti Trust Company, LLC, the subscription agent for the Rights Offering, at the address set forth in the prospectus.

The Rights Offering will be more fully described in the prospectus filed with the Securities and Exchange Commission ("SEC") on or about the Record Date. Once available, a copy of the prospectus or further information with respect to the Rights Offering may be obtained by contacting the information agent for the Rights Offering, D.F. King & Co., Inc., at (888) 605-1956 for stockholders, (646) 677-2515 for banks and brokers, or by email at Bloomia@dfking.com.

As announced previously, the Rights Offering is intended to significantly reduce the Company's debt and strengthen its balance sheet. Specifically, the primary purpose of the rights offering is to allow the Company to take advantage of a negotiated option with the previous owners of the Company's Bloomia operating business to settle their sellers' note for a discount exceeding 50% of the current outstanding balance. Additionally, the Company intends to use a majority of the remaining proceeds from the Rights Offering to pay off a material amount of other outstanding debt, which is further expected to increase earnings and allow the Company to invest in future growth opportunities as they come.

Intended Rights Offering Use of Proceeds

Use of proceeds (in '000s)

Amount

Projected Impact

Seller note settlement

$7,330

$8,000 gain and over $1,600 in annual interest savings

Related party notes settlement

$6,600

Over $600 in annual interest saved

Strategic investments

$1,100

Reduce operating cost and improve quality

Estimated offering fees and costs

$470

TOTAL

$15,500

De-levered Bloomia, poised for growth

Important Information

A registration statement on Form S-1 relating to the Rights Offering has been filed with the SEC, but has not yet become effective. The shares of Common Stock issuable in the Rights Offering may not be sold nor may offers to buy such Common Stock be accepted prior to the time the registration statement becomes effective. The rights offering will be made only by means of a prospectus that meets the requirements of the Securities Act of 1933, as amended. For additional information on the rights offering, please see the prospectus included in the registration statement on Form S-1 and related amendments.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the shares of Common Stock issuable in the Rights Offering, nor will there be any sale of such Common Stock in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Bloomia Holdings, Inc.

Bloomia Holdings, Inc. (Nasdaq:TULP) is a specialty ag company focused on making and managing its ag investments in the U.S. and internationally. The Company is the majority owner of Bloomia, one of the largest producers of fresh-cut tulips in the United States. For additional information, contact (800) 874-4648 or visit our website at www.BloomiaHoldingco.com. Investor inquiries can be submitted to info@BloomiaHoldingco.com.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release that are not statements of historical or current facts are considered "forward-looking statements" within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results or performance of the Company to be materially different from the results or performance expressed or implied by such forward-looking statements. The words "anticipate," "believe," "could," "estimate," "expect," "future," "groundwork," "intend," "likely," "may," "plan," "project," "set ourselves up," "will" and similar expressions identify forward-looking statements. Forward-looking statements include statements expressing the intent, belief or current expectations of the Company and members of our management team regarding, for instance: (i) our belief that our cash balance, cash generated by operations and borrowings available under our credit agreement, will provide adequate liquidity and capital resources for at least the next twelve months and (ii) regarding the potential for growth and other opportunities for our business. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. These statements are subject to the risks and uncertainties that could cause actual results to differ materially and adversely from the forward-looking statements. These forward-looking statements are based on current information, which we have assessed and which by its nature is dynamic and subject to rapid and even abrupt changes.

Factors that could cause our estimates and assumptions as to future performance, and our actual results, to differ materially include the following: (1) our ability to complete the Rights Offering and the level of participation in, and correspondence proceeds received from us from, the Rights Offering, (2) our ability to compete, (3) concentration of revenue among a small number of customers, (4) dependency on Dutch tulip bulbs, (5) changes in interest rates, (6) ability to comply with the requirements of our credit agreement and operate within its restrictions, (7) economic and market conditions that may restrict or delay appropriate or desirable opportunities, (8) our ability to develop and maintain necessary processes and controls relating to our businesses, (9) reliance on one or a small number of employees, (10) our ability to generate enough cash or secure enough capital to execute our business plans, (11) our ability to obtain seasonal workers, (12) other economic, international, business, market, financial, competitive and/or regulatory factors affecting the Company's businesses generally, (13) exchange rate fluctuations, (14) tariffs, and (15) the availability of additional capital on desirable terms, if at all. . Forward-looking statements involve known and unknown risks, uncertainties and other factors, including those set forth in our Transition Report on Form 10-KT for the six months ended June 30, 2025 and additional risks, identified in our Quarterly Reports on Form 10-Q and our Current Reports on Form 8-K filed with the SEC. Such forward-looking statements should be read in conjunction with the Company's filings with the SEC. The Company assumes no responsibility to update the forward-looking statements contained in this press release or the reasons why actual results would differ from those anticipated in any such forward-looking statement, other than as required by law.

Contact:

Bloomia Holdings, Inc.
Biz McShane, CFO
(763) 392-6200

SOURCE: Bloomia Holdings, Inc.



View the original press release on ACCESS Newswire

FAQ

What is the Bloomia (TULP) record date for the rights offering?

The record date is February 16, 2026. According to the company, shareholders of record on that date receive one non-transferable subscription right per share to participate in the Rights Offering.

How many shares can TULP shareholders buy per subscription right and at what price?

Each subscription right entitles holders to purchase 2.16 shares at $4.05 per whole share. According to the company, full subscription would issue approximately 3.8 million additional shares if fully subscribed.

How will Bloomia (TULP) use proceeds from the $15.5M rights offering?

Proceeds target debt reduction and strategic investment: $7.33M for seller-note settlement, $6.6M for related-party notes, $1.1M for investments. According to the company, this is intended to de-lever the balance sheet and improve cash interest savings.

When does the Bloomia (TULP) rights offering expire and can it be changed?

The offering is expected to expire March 28, 2026 at 5:00 p.m. CT, subject to extension. According to the company, it reserves the right to amend terms or terminate the offering prior to expiration.
Bloomia Holdings

NASDAQ:TULP

TULP Rankings

TULP Latest News

TULP Stock Data

8.51M
1.06M
MINNEAPOLIS