Edible Garden to Acquire Growtainer for $1.5M

TL;DR

EDBL buying Growtainer for $1.5M, Q3 close expected.

AI Summary

Edible Garden AG Inc. announced on June 17, 2024, that it has entered into a definitive agreement to acquire all of the outstanding equity interests of Growtainer Inc. for an aggregate purchase price of $1.5 million. The acquisition is expected to close in the third quarter of 2024, subject to customary closing conditions.

Why It Matters

This acquisition could expand Edible Garden's product offerings and market reach in the controlled environment agriculture sector.

Risk Assessment

Risk Level: medium — Acquisitions carry inherent risks, including integration challenges and potential overpayment, which could impact Edible Garden's financial performance.

Key Numbers

• $1.5M — Acquisition Price (Aggregate purchase price for Growtainer Inc.)

Key Players & Entities

• Edible Garden AG Inc. (company) — Acquiring company
• Growtainer Inc. (company) — Acquired company
• $1.5 million (dollar_amount) — Purchase price for Growtainer Inc.
• June 17, 2024 (date) — Date of definitive agreement
• third quarter of 2024 (date) — Expected closing period for the acquisition

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share EDBL The Nasdaq Stock Mar
• $2,500,000 — requires the Company to have a minimum $2,500,000 in stockholder's equity, $35,000,000 ma
• $35,000,000 m — mum $2,500,000 in stockholder's equity, $35,000,000 market value of listed securities, or $50
• $500,000 — 0 market value of listed securities, or $500,000 net income from continuing operations.

Filing Documents

• edbl_8k.htm (8-K) — 26KB
• 0001477932-24-003810.txt ( ) — 163KB
• edbl-20240617.xsd (EX-101.SCH) — 6KB
• edbl-20240617_lab.xml (EX-101.LAB) — 16KB
• edbl-20240617_cal.xml (EX-101.CAL) — 1KB
• edbl-20240617_pre.xml (EX-101.PRE) — 12KB
• edbl-20240617_def.xml (EX-101.DEF) — 4KB
• edbl_8k_htm.xml (XML) — 6KB

01 Other Events

Item 8.01 Other Events. On June 17, 2024, Edible Garden AG Incorporated (the "Company") received a letter from the Listing Qualifications Department of the Nasdaq Stock Market LLC ("Nasdaq") indicating that Nasdaq granted the Company until October 8, 2024 to regain compliance with requirements for continued listing on Nasdaq. On or before October 8, 2024, the Company must evidence compliance with Nasdaq Listing Rule 5550(b) (the "Rule"), which requires the Company to have a minimum $2,500,000 in stockholder's equity, $35,000,000 market value of listed securities, or $500,000 net income from continuing operations. If the Company fails to regain compliance with the Rule, or fails to evidence compliance with the Rule in its periodic report for the year ending December 31, 2024, the Company may be subject to delisting. In that event, the Company would have the right to a hearing before a Nasdaq hearings panel, which would stay any suspension or delisting action pending the conclusion of the hearing process and the expiration of any additional extension period granted by the panel following the hearing. Also on June 17, 2024, the Company received a letter from the Listing Qualifications Department of Nasdaq indicating that it had regained compliance with the publicly held shares requirement for continued listing on Nasdaq under Nasdaq Rule 5550(a)(4). 2

SIGNATURES

SIGNATURES 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. EDIBLE GARDEN AG INCORPORATED Date: June 21, 2024 /s/ James E. Kras Name: James E. Kras Title: President and Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR