UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 5, 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. ☐
EXPLANATORY NOTE
This Amendment No. 1 to the Current Report on Form 8-K/A amends the Current Report on Form 8-K of Grove, Inc. (the “Company”) filed on August 6, 2021 (the “Original Report”). The Original Report was filed to report the completion of the Company’s acquisition of VitaMedica Corporation, a California corporation (“VitaMedica”). In response to parts (a) and (b) of Item 9.01 of the Original Report, the Company stated that it would file the required financial information by amendment, as permitted by Items 9.01(a) and 9.01(b) of Form 8-K. The Company hereby amends the Original Report in order to provide part (a) and (b) of Item 9.01. This Amendment No. 1 does not amend any other items of the Original Report and all other information previously reported in or filed with the Original Report is hereby incorporated by reference to this Form 8-K/A.
The pro forma financial information included in this Amendment No. 1 has been presented for informational purposes only, as required by Form 8-K. It does not purport to represent the actual results of operations that the Company and VitaMedica would have achieved had the companies been condensed combined during the periods presented in the pro forma financial information and is not intended to project the future results of operations that the condensed combined company may achieve after completion of the acquisition.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
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| (a) | Financial Statements of Businesses Acquired |
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| The audited financial statements of VitaMedica Corporation as of and for the years ended June 30, 2021, and 2020, and the related Independent Auditor's Report are filed hereto as Exhibit 99.1 and incorporated herein by reference. |
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| (b) | Pro Forma Financial Information |
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| The unaudited Pro Forma Condensed combined Balance Sheet of Grove, Inc. and VitaMedica Corporation as of June 30, 2021, and Unaudited Pro Forma Condensed combined Statement of Income of Grove, Inc. and VitaMedica Corporation for the year ended June 30, 2021, and 2020 are filed hereto as Exhibit 99.2 and incorporated herein by reference. |
(d) Exhibits
| Exhibit No. | Exhibit Description | |
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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: October 15, 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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