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Hydrofarm Holdings Group Closes $8.3 Million Registered Direct Offering and Private Placement in Connection with Elimination of $109 Million Term Loan

$HYFMPress releaseOct 28, 2026, 7:30 AM ETRead the release

Hydrofarm closed an $8.3 million registered direct offering at $0.905 per share alongside a concurrent private placement, raising capital priced at-the-market under Nasdaq rules. Concurrently, the company eliminated its $109 million senior secured term loan in full by issuing lenders 27.5 million shares of Series 1 Non-Voting Convertible Preferred Stock and warrants for 27.5 million shares at $0.78, removing approximately $12 million of annual debt service. Pro forma stockholders' equity now exceeds Nasdaq's $2.5 million Equity Rule minimum, and the company believes it has regained compliance, though conversion and warrant exercise still require stockholder approval.

Key figures

Deal Value Usd
8300000
Offering Price
0.905
Shares Offered
1,599,400 registered direct shares plus 7,611,575 private placement shares/pre-funded warrants
Common warrants
9210975
Term loan eliminated
$109 million
Lender warrant shares
27500000
Nasdaq equity rule minimum
$2.5 million
Preferred shares to lenders
27500000
Lender warrant exercise price
$0.78
Annual debt service eliminated
$12 million

AI analysis

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