UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): September 16, 2021
| GROVE, INC. |
| (Exact name of registrant as specified in its charter) |
| Nevada |
| 001-40535 |
| 83-3378978 |
| (State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (I.R.S. Employer Identification Number) |
| 1710 Whitney Mesa Drive Henderson, NV 89014 |
| (Address of principal executive offices) |
| (701) 353-5425 |
| (Registrant’s telephone number, including area code) |
N/A
| (Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions.
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 2 – Financial Information
Item 2.02 Results of Operations and Financial Condition.
On September 16, 2021, Grove, Inc. (the “Company”) issued a press release announcing financial and operational results and business highlights for the fiscal year ended June 30, 2021 (the “Press Release”). A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Form 8-K (including Exhibit 99.1) is being “furnished,” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section nor shall they be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Exhibit Description | |
| 2 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GROVE, INC. |
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| Dated: September 16, 2021 |
| /s/ Andrew J. Norstrud |
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| Name: | Andrew J. Norstrud |
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| Title: | Chief Financial Officer |
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| 3 |
EXHIBIT 99.1
Grove, Inc. Announces Unaudited Fiscal Year 2021 Results of Operations
Offers Revenue Guidance for 2022 of $48-55 Million
| · | $24.1 million in revenue for fiscal year 2021 |
| · | $2.0 million in net income for fiscal year 2021 |
| · | Year-end June 30, 2022 revenue guidance of $48-$55 Million |
HENDERSON, NV / September 16, 2021 / Grove, Inc. (NASDAQ:GRVI) ("Grove" or the "Company"), a global innovator in hemp, health, and wellness, today announced unaudited financial results for its fiscal year ended June 30, 2021 were in line with preliminary results issued on June 28, 2021.
Allan Marshall, Chief Executive Officer of Grove, stated, “We are excited that our final numbers will come above our preliminary expectations for revenues and at the top-end of net income estimates released on June 28th 2021. Based on strong growth and revenue acceleration to end 2021, we estimate revenues for the fiscal year ended June 30, 2022 will be between $48 million and $55 million.
Andrew Norstrud, Chief Financial Officer of Grove, stated, “The ongoing audit of the VitaMedica Corporation acquisition and the due diligence on the acquisition of Interactive Offers pushed completion of our anticipated form 10-K filing from Sept 15, 2021 to September 28, 2021.”
Grove also announced it will release the Form 10-K on or before September 28, 2021.
About Grove, Inc.
Grove, Inc. is in the business of developing, producing, marketing and selling raw materials, white label products and end consumer products containing the industrial hemp plant extract, Cannabidiol (“CBD”). The Company sells to numerous consumer markets including the botanical, beauty care, pet care and functional food sectors. It seeks to take advantage of an emerging worldwide trend to re-energize the production of industrial hemp and to foster its many uses for consumers.
Forward-Looking Statements
This press release contains statements that constitute "forward-looking statements," including with respect to the Company's business strategy, product development and industry trends. No assurance can be given that the offering will be completed on the terms described, or at all. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company's registration statement and preliminary prospectus for the offering filed with the SEC. Copies are available on the SEC's website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Company Contact
Andrew Norstrud
Email: investorinfo@cbd.io
Phone: (702) 332-5591
Investor Relations Contact
TraDigital IR
John McNamara
Email: john@tradigitalir.com
Phone: (917) 658-2602