aerogrow-8k021710.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): February 17, 2010
AeroGrow
International, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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46-0510685
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(I.R.S.
Employer Identification
No.)
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6075
Longbow Dr. Suite 200, Boulder, Colorado
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80301
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's Telephone Number, Including Area
Code: (303)
444-7755
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Not
Applicable
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(Former
name or former address, if changed since last
report)
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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:
o
Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item
2.02 Results of Operations and Financial Condition.
On
February 17, 2010, AeroGrow International, Inc. (the “Company”) issued a press
release announcing the Company’s operational results for the three and nine
month period ended December 31, 2009. A copy of the press release
announcing the Company’s operational results for the three and month period
ended December 31, 2009, is furnished as Exhibit 99.1 to this
report.
The
information contained in this Item 2.02 and Exhibit 99.1 attached hereto shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, and shall not be deemed incorporated by reference in any filing with
the Securities and Exchange Commission under the Securities Exchange Act of 1934
or the Securities Act of 1933, whether made before or after the date hereof and
irrespective of any general incorporation language in any filings.
Item
7.01. Regulation FD Disclosure.
The
information contained in Item 2.02 is incorporated by reference.
The
information contained in this Item 7.01 and Exhibit 99.1 attached
hereto shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, and shall not be deemed incorporated by
reference in any filing with the Securities and Exchange Commission under the
Securities Exchange Act of 1934 or the Securities Act of 1933, whether made
before or after the date hereof and irrespective of any general incorporation
language in any filings.
Item
9.01 Financial Statements and Exhibits.
Exhibits. The
following exhibit is furnished with this Form 8-K:
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Exhibit
Number
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Description
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99.1
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The
information contained in Exhibit 99.1 attached hereto shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
and shall not be deemed incorporated by reference in any filing with the
Securities and Exchange Commission under the Securities Exchange Act of 1934 or
the Securities Act of 1933, whether made before or after the date hereof and
irrespective of any general incorporation language in any filings.
Portions
of this report may constitute “forward-looking statements” as defined by federal
law. Although the Company believes any such statements are based on reasonable
assumptions, there is no assurance that actual outcomes will not be materially
different. Any such statements are made in reliance on the “safe harbor”
protections provided under the Private Securities Litigation Reform Act of 1995.
Additional information about issues that could lead to material changes in the
Company’s performance is contained in the Company’s filings with the Securities
and Exchange Commission.
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.
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AeroGrow
International, Inc.
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(Registrant)
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Date:
February 17, 2010
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By:
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/s/
H. MacGregor
Clarke
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H.
MacGregor Clarke
Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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99.1
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