Growgeneration Corp. current report, 08 December 2020

Full document

Business Context and Reporting Period

Company: GrowGeneration Corp.
Filing Type: Form 8-K (Current Report)
Date of Report: December 8, 2020
Event: Entry into a Material Definitive Agreement for an underwritten public offering of common stock.

Key Financial Metrics

This filing reports on a capital raise event rather than periodic operating results. Specific metrics include:

  • Shares Offered: 5,000,000 shares of Common Stock.
  • Over-Allotment Option: Underwriters have an option to purchase up to an additional 750,000 shares.
  • Offering Price: $30.00 per share.
  • Expected Gross Proceeds: Approximately $150,000,000 (before underwriting discounts and expenses).
  • Expected Closing Date: On or about December 11, 2020.

Note: The filing text does not provide current revenue, profit, cash flow, margins, debt, or liquidity figures.

Material Changes

The primary material change is the execution of an Underwriting Agreement with Oppenheimer & Co. Inc. to raise capital. This represents a significant potential increase in the company's cash position and share count upon closing.

Guidance, Outlook, and Management Commentary

Underwriting Team:

  • Joint Book-Running Managers: Oppenheimer & Co. Inc. and Stifel, Nicolaus & Company, Incorporated.
  • Co-Managers: Craig-Hallum Capital Group LLC, Ladenburg Thalmann & Co. Inc., and Lake Street Capital Markets, LLC.
Regulation FD Disclosure: The Company issued a press release on December 8, 2020, regarding the pricing of this offering. The filing states that the information is furnished and not deemed "filed" for liability purposes under Section 18 of the Exchange Act.

Investor Verification Checklist

  • Verify the final closing date of the offering (expected December 11, 2020) and whether the over-allotment option was exercised.
  • Review the full Underwriting Agreement (Exhibit 10.1) for specific underwriting discounts and offering expenses to determine net proceeds.
  • Confirm the updated share count and dilution impact post-closing.
  • Check subsequent filings for the actual use of proceeds as disclosed in the press release (Exhibit 99.1).