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HYDROFARM HOLDINGS GROUP, INC. (HYFM) Form 8-K — Oct 27, 2026

$HYFMForm 8-KItems 1.01, 1.02, 3.02, 3.03, 5.03, 8.01, 9.01Filed Oct 27, 2026, 5:24 PM ET0001437749-26-033664Original filing

Hydrofarm announced a sweeping recapitalization on October 27, 2026: an $8.3 million gross registered direct offering and concurrent private placement of roughly 9.2 million shares at $0.905, plus 100% warrant coverage with 9,210,975 warrants exercisable at $0.78 for 5.5 years. In a companion restructuring, the company discharged and terminated its Credit Agreement with lenders (agent FEAC Agent, LLC, successor to JPMorgan Chase), extinguishing approximately $109 million of outstanding principal as of September 30, 2026 in exchange for 27.5 million shares of Series 1 Non-Voting Convertible Preferred Stock ($1.00 stated value, $1.00 conversion price) and 27.5 million warrants at $0.78.

Key figures

Debt Amount
109000000
Gross Proceeds
8300000
Offering Price
0.905
Shares Offered
9,210,975 shares (1,599,400 registered + 6,971,575 unregistered + 640,000 pre-funded warrant shares)
Lockup days
120
Warrant term years
5.5
Common warrant shares
9210975
Lender warrant shares
27500000
Preferred stated value
1
Lender preferred shares
27500000
Preferred conversion price
1
Placement agent fee percent
8
Common warrant exercise price
0.78
Pre funded warrant exercise price
0.0001

AI analysis

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