aerogrow-8k110509.htm
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): October 30, 2009


AEROGROW INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)


Nevada
000-50888
46-0510685
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
  
 
       
 
6075 Longbow Dr. Suite 200, Boulder, Colorado
80301
  
 
(Address of Principal Executive Offices)
(Zip Code)
  
       

Registrant's Telephone Number, Including Area Code:  (303) 444-7755

 
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
     r Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
     r Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
     r Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
     r Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 

 
 
 

Item 1.01.  Entry into a Material Definitive Agreement.

Between October 30 and November 5, 2009, the Company entered into bridge financing arrangements totaling $380,000 (the “Bridge Loans”) with four lenders (the “Lenders”) as detailed in the table below.  The Bridge Loans are unsecured, mature on February 1, 2009, and bear interest at 20% per annum with interest payments due when the principal amounts are repaid.  The Company issued 380,000 warrants to purchase common shares of the Company to the Lenders.  Each of the warrants has a five-year term and an exercise price of $0.25 per common share.

Lender
Relationship to the Company
  
Bridge Loan Amount
  
Date of Loan
  
Warrants Issued to Lender
  
Grad Wurn LLC
None
   $ 180,000  
November 1, 2009
     180,000
 
                     
Michael S. Barish
Director, greater than 5% beneficial ower
   $ 100,000  
November 4, 2009
     100,000  
                   
Jervis B. Perkins
Chief Executive Officer, director, and greater than 10% beneficial owner
   $ 50,000  
October 30, 2009
     50,000  
                     
J. Michael Wolfe
Employee and greater than 10% beneficial owner
   $ 50,000  
November 5, 2009
     50,000  
 
 
The Bridge Loan in the principal amount of $180,000 from Grad Wurn LLC is guaranteed by Jack J. Walker, the Company’s Chairman.

 
 
 


SIGNATURE

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.

 
 
  AeroGrow International, Inc.  
       
Date: November 5, 2009
By:
/s/ H. MacGregor Clarke                   
    H. MacGregor Clarke  
    Chief Financial Officer and Treasurer