Hydrofarm Holdings Group Announces Closing of Public Offering of Common Stock and Full Exercise of Underwriters’ Option to Purchase Additional Shares

Hydrofarm Holdings Group, Inc. (“Hydrofarm” or the “Company”) (Nasdaq: HYFM), a leading independent distributor and manufacturer of hydroponics equipment and supplies for controlled environment agriculture, today announced the closing of the Company’s previously announced underwritten upsized public offering of 5,526,861 shares of its common stock at a public offering price of $59.00 per share, including 720,894 shares issued pursuant to the full exercise by the underwriters of their option to purchase additional shares of common stock. The net proceeds to the Company from this offering, after deducting the underwriting discounts and commissions and offering expenses payable by the Company, were approximately $309.8 million.

J.P. Morgan and Stifel acted as lead book-running managers for the offering. Deutsche Bank Securities, Truist Securities and William Blair acted as book-running managers for the offering.

A registration statement relating to the sale of these securities was declared effective by the Securities and Exchange Commission (“SEC”) on April 28, 2021 and is available on the SEC’s website located at www.sec.gov. The offering was made only by means of a prospectus. A copy of the final prospectus relating to the offering may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by email at prospectus-eq_fi@jpmorgan.com or by telephone at (866) 803-9204; or Stifel, Nicolaus & Company, Incorporated, Attention: Prospectus Department, One Montgomery Street, Suite 3700, San Francisco, CA 94104 or by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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