GROV 10-Q Quarterly Report June 30, 2022 | Alphaminr
Grove Collaborative Holdings, Inc.
ALPHAMINR

GROV 10-Q Quarter ended June 30, 2022

Balance Sheet
Cash Flow
Income Statement
Debt
Name: Grove Collaborative Holdings, Inc. <br /> CIK: 1841761 <br /> Filing Type: 10-Q/A <br /> Report Date: 2022-06-30 <br /> Download URL: https://www.sec.gov/Archives/edgar/data/1841761/000184176122000020/grov-20220630.htm <br />
TABLE OF CONTENTS
Part I - Financial InformationItem 1. Financial StatementsItem 2. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II - Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales Of Equity Securities and Use Of ProceedsItem 3. Defaults Upon Senior SecuritiesItem 4. Mine Safety DisclosuresItem 5. Other InformationItem 6. Exhibits

Exhibits

2.1 Amended and Restated Agreement and Plan of Merger, dated as of March 31, 2022, by and among Virgin Group Acquisition Corp. II, Treehouse Merger Sub, Inc., Treehouse Merger Sub II, LLC and Grove Collaborative, Inc.(incorporated by reference to Exhibit 2.1 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on April 4, 2022). 3.1 Certificate of Incorporation of Grove Collaborative Holdings, Inc. (incorporated by reference to Exhibit3.1 to the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 3.2 Bylaws of Grove Collaborative Holdings, Inc. (incorporated by reference to Exhibit 3.2to the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.1 Specimen Warrant Certificate (incorporated by reference to Exhibit 4.3 to the Registration Statement on Form S-1 filed by the Registrant on March 15, 2021). 4.2 Warrant Agreement, dated as of March 22, 2021, between Virgin Group Acquisition Corp. II and Continental Stock Transfer Trust Company (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by the Registrant on March 25, 2021). 4.3 Certificate of Corporate Domestication of Virgin Group Acquisition Corp. II(incorporated by reference to Exhibit 4.3 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.4 Warrant Agreement, dated June 16, 2022, between Grove Collaborative Holdings, Inc. and Corvina Holdings Limited (incorporated by reference to Exhibit 4.4 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.5 Specimen Warrant to Purchase Shares of Common Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.5 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.6 Specimen Warrant to Purchase Shares of Common Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.6 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.7 Specimen Warrant to Purchase Shares of Common Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.7 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.8 Specimen Warrant to Purchase Shares of Common Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.8 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.9 Specimen Warrant to Purchase Shares of Series A Preferred Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.9 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.10 Specimen Warrant to Purchase Shares of Series B Preferred Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.10 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.11 Specimen Warrant to Purchase Shares of Series C Preferred Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.11 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 4.12 Specimen Warrant to Purchase Shares of Series D Preferred Stock of Grove Collaborative, Inc. (incorporated by reference to Exhibit 4.12 of the Companys Form 8-K (File No. 001-40263) filed with the SEC on June 23, 2022). 10.1 FormofSubscription Agreement (incorporatedbyreference to Exhibit 10.2 of the Companys Form 8-K (File No. 001-40263), filed withtheSEC on December 8, 2021). 10.2 Subscription Agreement (incorporated by reference to Exhibit 10.1ofthe Companys Form 8-K (File No. 001-40263), filed withtheSEC on April 4, 2022). 10.3 Amended and Restated Registration RightsAgreement, dated as of June 16, 2022,amongthe Company,Virgin Group AcquisitionSponsor II, LLC, and certain other parties (incorporated by reference to Exhibit 10.3 of the Companys Form 8-K (File No. 001-40263), filed withtheSEC on June 23, 2022). 10.4 Form of Sponsor Agreement (incorporated by reference to Exhibit 10.1 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on December 8, 2021). 10.5 Sponsor Agreement Amendment (incorporated by reference to Exhibit 10.2 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on April 4, 2022). 10.6 Form ofSupport Agreement (incorporated by reference to Exhibit 10.3 of the Companys Form 8-K (File No. 001-40263), filed withtheSEC on December 8, 2021). 10.7 Support Agreement Amendment (incorporated by reference to Exhibit 10.3 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on April 4, 2022). 10.10+ Form of Indemnity Agreement by and between the Company and its directors and officers (incorporated by reference to Exhibit 10.8 to the Registration Statement on Form S-4/A (File No. 001-40263), filed with the SEC on May 13, 2022). 10.11+ Grove Collaborative, Inc. 2016 Equity Incentive Plan (incorporated by reference to Exhibit 10.18 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.12+ FormofStock Option Grant Notice and Option Agreement under the Grove Collaborative, Inc. 2016 Equity Incentive Plan (incorporated by reference to Exhibit 10.19 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.13+ Restricted Stock Unit Agreement under the Grove Collaborative, Inc. 2016 Equity Incentive Plan (incorporated by reference to Exhibit 10.20ofthe Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.14+ FormofRestricted Stock Unit Grant Notice under the Grove Collaborative, Inc. 2016 Equity Incentive Plan (incorporated by reference toExhibit10.21 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.15 Mezzanine Loan and Security Agreement, dated asofApril 30, 2021, among Silicon Valley Bank, a California corporation, in its capacity as administrative agent and collateral agent, Silicon Valley Bank, a California corporation, as a lender, Hercules Capital, Inc., a Maryland corporation, as a lender, and Grove Collaborative, Inc., a Delaware public benefit corporation, as Borrower (incorporated by reference to Exhibit 10.11 of the Companys Form 8-K (File No. 001-40263), filed with the SEConJune 23, 2022). 10.16 First Amendment to Mezzanine Loan and Security Agreement, dated as of May 9, 2022, among Silicon Valley Bank, a California corporation, in its capacity as administrative agent and collateral agent, Silicon Valley Bank, a California corporation, as a lender, Hercules Capital, Inc., a Maryland corporation, as a lender, and Grove Collaborative, Inc., a Delaware public benefit corporation, as Borrower (incorporated by reference to Exhibit 10.12 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.17 Second Amendment to Mezzanine Loan and Security Agreement, dated asofJune 16, 2022, among Silicon Valley Bank, a California corporation, in its capacityasadministrative agent and collateral agent, Silicon Valley Bank,aCalifornia corporation, as a lender, Hercules Capital, Inc., a Maryland corporation, as a lender, and Grove Collaborative, Inc., a Delaware public benefit corporation, formerly known as Treehouse Merger Sub II, LLC, as Borrower (incorporated by reference to Exhibit 10.13 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.18 Second Amended and Restated Loan and Security Agreement, datedasof July 29, 2020, between Silicon Valley Bank,aCalifornia corporation and Grove Collaborative, Inc. a Delaware corporation (incorporated by reference to Exhibit 10.14 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.19 First Amendment to Second Amended and Restated Loan and Security Agreement, dated as of April 30, 2021, between Silicon Valley Bank, a California corporation and Grove Collaborative, Inc. a Delaware public benefit corporation (incorporated by reference to Exhibit 10.15 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.20 Second Amendment to Second Amended and Restated Loan and Security Agreement, datedasof May 9, 2022, between Silicon Valley Bank,aCalifornia corporation and Grove Collaborative, Inc. a Delaware public benefit corporation (incorporated by reference to Exhibit 10.16 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.21 Third Amendment to Second Amended and Restated Loan and Security Agreement, dated as of June 16, 2022, between Silicon Valley Bank, a California corporation and Grove Collaborative, Inc. a Delaware public benefit corporation, formerly known as Treehouse Merger Sub II, LLC, a Delaware limited liability company (incorporated by reference to Exhibit 10.17 of the Companys Form 8-K (File No. 001-40263), filed with the SEC on June 23, 2022). 10.22 Standby Equity Purchase Agreement, dated as of July 18, 2022, between Grove CollaborativeHoldings, Inc. and YA II PN, Ltd. (incorporated by reference to Exhibit 10.22 of the Companys Form S-1 (File No. 333-266197), filed with the SEC on July 18, 2022). 10.23* Form ofRestricted Stock UnitAward Notice and Restricted Stock UnitAgreement(Executive Version)under theGrove Collaborative Holdings, Inc. 2022 Incentive Equity Plan. 10.24* Form of Stock Option Grant Notice and Option Agreement(Executive Version)under theGrove Collaborative Holdings, Inc. 2022 Incentive Equity Plan. 31.1* Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* CertificationofPrincipal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32.1* Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.