GROWGENERATION CORP (OTCMKTS:GRWG) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry Into a Material Definitive Agreement
On December 22, 2017, GrowGeneration Corp. (the “Company”) entered into an asset purchase agreement (the “Purchase Agreement”) to purchase all of the assets of a retail hydroponic store, East Coast Hydroponic Warehouse (the “Business”), located in Warwick, RI. The closing of the asset purchase took place on January 23, 2018.
The assets subject to the sale under the Purchase Agreement included inventories, fixed assets, tangible personal property, intangible personal property and contracts. The Company agreed to pay the sellers a total of $1,800,000 and 300,000 shares of common stock of the Company as consideration for the assets.
In connection with the purchase of the assets, the Company also entered into a commercial lease, to be effective from January 24, 2018 to January 23, 2023, to rent the premises where the Business is located.
The foregoing descriptions of the terms of the Purchase Agreement and the lease do not purport to be complete and are qualified in their entirety by reference to the full text of the forms of them filed herewith as Exhibits 99.1 and 99.2, respectively.
Section 2 – Financial Information
Item 2.01. Completion of Acquisition or Disposition of Assets
Disclosures under Item 1.01 above are incorporated hereunder in their entirety.
Section 7 – Regulation FD
Item 7.01. Regulation FD Disclosure
On January 24, 2018,the Companypublished a press release regarding the purchase of assets of the Business.
A copy of the press release is attached hereto as Exhibit 99.3. The information contained herein and the exhibit attached herewith shall be deemed furnished and not filed.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
(a) Financial Statements of Business Acquired.
The Company will file any financial statements required by this Item not later than April 7, 2018.
(b) Pro Forma Financial Information.
The Company will file any financial statements required by this Item not later than April 7, 2018.
(d) Exhibits
| ExhibitNo. | Description |
| 99.1 | Form of Agreement to Purchase and Sell Assets, dated December 22, 2017, by and among GrowGeneration Corp., East Coast Hydroponic Warehouse, Inc., Dennis Damato and David Mercier |
| 99.2 | Form of Commercial Lease, dated January 22, 2018, by and between GrowGeneration Corp. and Lincoln Thomas Development, LLC |
| 99.3 | Press Release, dated January 24, 2018 |
GrowGeneration Corp. ExhibitEX-99.1 2 f8k012318ex99-1_growgen.htm FORM OF AGREEMENT TO PURCHASE AND SELL ASSETS,…To view the full exhibit click here
About GROWGENERATION CORP (OTCMKTS:GRWG)
GrowGeneration, Corp. operates retail hydroponic and organic specialty gardening retail outlets. The Company owned and operated a chain of approximately eight retail hydroponic/gardening stores located in the states of Colorado and California at November 9, 2015. The Company is also engaged in the development of a branded e-commerce portal at www.GrowGeneration.com. The Company’s stores offer supplies to the hydroponic and gardening industry, including medium (farming soil), hydroponic equipment, lighting, plant nutrients and various additional products used by professional growers and specialty cultivation operations. The Company’s target market segments include home growers of organic vegetable and fruit growers (small farms, home garden growers, restaurants growers and farmer markets), the do-it yourselfers (home flower and plant growers, or mass market and growers in the cannabis related market (dispensaries, cultivators and caregivers).