Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

v3.23.2
Subsequent Events
6 Months Ended
Jun. 30, 2023
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Following the effectiveness of the Subscribed Shares Registration Statement, HGI exercised their right to receive all HGI Additional Shares issuable under the HGI Subscription Agreement. On August 1, 2023, the Company issued to HGI 714,285 shares of the Company’s Class A common stock which settled all obligations under the HGI Additional Shares liability.

On August 11, 2023 (the “Preferred Stock Closing Date”), the Company entered into a subscription agreement (the “Preferred Stock Subscription Agreement”) with Volition Capital Fund IV, L.P. (“Volition”) where the Company received gross proceeds of $10.0 million in exchange for 10,000 shares of the Company’s Series A Convertible Preferred Stock (the “Preferred Stock”). The preferred stock is convertible to the Company’s Class A Common Stock at a conversion price of $2.11. Following the seventh anniversary of the Preferred Stock Closing Date, the Company can redeem for cash all shares of Preferred Stock at an amount equal to the original purchase price plus any accrued but unpaid dividends.

In connection with the Preferred Stock Subscription Agreement, on the Preferred Stock Closing Date, the Company issued a warrant to Volition to purchase 1,579,778 shares of Grove’s Class A common stock at an exercise price of $6.33 per share, which expires on the three-year anniversary of the Preferred Stock Closing Date (the “Volition Warrant”). Additionally, the Company issued a separate warrant to Volition to purchase 20,905 shares of Grove’s Class A common stock at an exercise price of $0.01 per share, which expires on the three-year anniversary of the Preferred Stock Closing Date (the “Volition Penny Warrant”).

The Company is currently reviewing all of the features of the Preferred Stock Subscription Agreement, the Volition Warrant and the Volition Penny Warrant and the accounting impact these agreements have on the Company’s consolidated financial statements.