Growgeneration Corp. current report, 10 June 2020

Business Context and Reporting Period

Company: GrowGeneration Corp.
Filing Type: Form 8-K (Current Report)
Date of Report: June 10, 2020
Reporting Period: Single event date (June 10, 2020)
Business Context: The Company is an emerging growth company incorporated in Colorado, with common stock (GRWG) trading on The NASDAQ Stock Market LLC. This filing serves as a Regulation FD disclosure regarding a proposed capital raise.

Key Financial Metrics

This filing is a current report regarding a corporate event and does not contain audited financial statements, revenue, profit, cash flow, margin, debt, or liquidity metrics for the reporting period.

  • Proposed Capital Raise: $35,000,000
  • Instrument: Follow-on public offering via Form S-1 registration statement.

Material Changes

The material change disclosed is the initiation of a proposed follow-on public offering. The Company filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission to raise $35,000,000, subject to market and other conditions. No prior comparable period data is provided in this document to assess historical changes.

Guidance, Outlook, and Risks

Management Commentary: The filing references a press release (Exhibit 99.1) detailing the offering. The securities may not be sold, nor offers accepted, until the registration statement becomes effective.

Risks and Contingencies:

  • Effectiveness Condition: The offering is contingent upon the registration statement becoming effective.
  • Market Conditions: The raise is subject to market and other conditions.
  • Legal Disclaimer: The information is furnished and not deemed "filed" for Section 18 liability purposes under the Exchange Act, nor incorporated by reference into other filings unless expressly stated.
  • Jurisdictional Restrictions: No sales or solicitations may occur in jurisdictions where such actions would be unlawful prior to registration or qualification.

Investor Verification Checklist

  • Verify the effectiveness status of the Form S-1 registration statement filed on or around June 10, 2020.
  • Confirm whether the $35,000,000 follow-on offering was completed, partially completed, or withdrawn.
  • Review the full text of the press release (Exhibit 99.1) for specific terms of the offering not detailed in the 8-K summary.
  • Check subsequent filings for updates on the Company's liquidity position post-offering.