Growgenics

Growgenics

Advanced LED horticultural lighting technology for optimizing plant growth

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Security Type
Crowd Note
Categories
Consumer Goods & Products
Min Investment
$1,000
Offering Date
November 02, 2018
Expected Close Date
January 31, 2019
Target Raise
$500.00K-$1.00M
Deal Notes

Round type: Seed Round size: US $1,000,000 Minimum investment: US $1,000 Target Minimum: US $500,000 Security Type: Crowd Note Conversion discount: 20.0% Valuation Cap: US $5,000,000 Interest rate: 5.0% Note term: 24 months Closing conditions: While Growgenics has set an overall target minimum of US $500,000 for the round, Growgenics must raise at least US $25,000 of that amount through the Regulation CF portion of their raise before being able to conduct a close on any investments below $20,000. For further information please refer to Growgenics's Form C. Transfer restrictions: Securities issued through Regulation CF have a one year restriction on transfer from the date of purchase (except to certain qualified parties as specified under Section 4(a)(6) of the Securities Act of 1933), after which they become freely transferable. While securities issued through Regulation D are similarly considered "restricted securities" and investors must hold their securities indefinitely unless they are registered with the SEC and qualified by state authorities, or an exemption from such registration and qualification requirements is available. Raised to date: US $39,900 US $39,900 (under Reg CF only)

Company Description

Advanced LED horticultural lighting technology for optimizing plant growthThe agricultural market is changing.  Indoor grow lighting is poised to re-define how we grow food. This new market is about growing plants indoors in a controlled environment without pesticides, and lighting is a critical component.  There are two rapidly growing markets in this sector; indoor growing of cannabis, and indoor vertical farming for growing food. By 2022, cannabis is expected to be a $24 billion market in the U.S. alone while Indoor vertical food farming is expected to grow to a $6 billion market.  We believe there are three major problems with most current grow lights - they’re not designed for plants, they generate excessive heat, and they waste a tremendous amount of energy.Growgenics has created an innovative solution that aims to address and solve these problems via our advanced high-efficiency variable color spectrum LED shape lighting technology.  Our laboratory testing has revealed accelerated plant growth with reduced energy. We just recently closed our first major lighting deal with a  mid-west vertical grow farm. In addition, we filed our utility patents this past March 2018 and are currently in discussions with a major U.S. distribution partner.

Perks

Tier-1: Investors of $1,500 or more will receive a limited edition Growgenics' stainless-steel water bottle.
Tier-2: Investors of $5,000 or more will receive Tier-1 perks plus, a limited edition 4-piece set of Growgenics' crystal wine glasses, a Growgenics' limited edition polo shirt and baseball cap.
Tier-3: Investors of $25,000 or more will receive Tier-2 perks plus, a Growgenics' mini indoor advanced LED counter-top herb garden and micro green grow system.
BRONZE: Investors of $50,000 or more will receive Tier-3 perks, plus  an invitation to participate in quarterly calls with Growgenics Senior management.
SILVER: Investors of $75,000 or more will receive BRONZE perks, plus paid airfare to participate in a one-time full day strategy session and dinner with Growgenics’ senior management.
GOLD: Investors of $100,000 or more will receive SILVER perks, plus paid airfare and hotel stay in scenic Newport Rhode Island. Trip to include a sail experience with Growgenics’ management team on an historic America’s Cup 12 Meter Champion Yacht. Also includes invitation to annual dinner with the Growgenics’ senior management team.

Key Deal Facts

First volume order of $70k from a commercial vertical farm grower.
Utility patent pending on grow light assembly (filed in March 2018).
Founder holds 14 patents and has over 35 years of experience in advanced product development with a background in mechanical engineering.
The vertical farming market is expected to grow at a CAGR of 24.8% from 2016 and reach USD 5.80 billion by 2022.
The cannabis market is projected to reach $24 billion by 2022.

Use of Proceeds

The use of proceeds for expenses related to the Combined Offering is as follows:

  • If the Company raises the Target Amount, it will use 44.50% of the proceeds, or $11,125, towards offeringexpenses;
  • If the Company raises the Closing Amount, it will use 9.35% of the proceeds, or $46,750, towards offeringexpenses; and
  • If the Company raises the Maximum Amount, it will use 8.43% of the proceeds, or $84,250, towardsoffering expenses

Management Team / Advisory Board Bios

Richard Genga
President/CEO
Richard holds a degree in mechanical engineering and applied mechanics from the University of Rhode Island 1983. He is a technology centric entrepreneur with a business development flare. Richard is the developer of the technology under review. His in-depth experience includes a diverse 35+ year product development background with expertise in mechanical design, electronics, electro-mechanical design, industrial design, controls, software integration, technical program management, intellectual property, and agency regulations. He holds 14 patents in various high growth industries. He is well versed in business development, operations, strategic partnerships, complex program management, advanced product design, manufacturing, operations, and speed-to-market.

Ronbert Flynn
Chief Operating Officer
Robert Flynn was a Senior Executive in the publicly traded +$3 billion (USD) London-based Cookson Group plc of London from 1982 to 1996. He was President of the Key-Tech division that he acquired and subsequently sold to another European based company. He managed technology and manufacturing companies in England and the United States with a particular emphasis on startup and turnaround situations. Robert received his Bachelor of Arts degree in Economics from the University of Rhode Island in 1977. He attended the Graduate School of Arts and Sciences of Harvard University as a Special Student in 1982 and received a Master of Liberal Arts degree from the Harvard University Extension School in 1984.  

Hamid Pishdadian
Chief Technology Officer (Contractor)
Hamid Pishdadian has degrees in Mechanical and Electrical engineering. He is the technical leader and has been a co-developer of the technology under review. His diverse background includes mechanical, electronic, electro-mechanical design, sensor design & development, advanced motor controls, low cost electronic product development, pressure- temperature-flow sensing technology, control of advanced mechanical systems, lighting technology, and regulatory affairs / approvals. Hamid holds 13 patents and has developed products for markets that include HVAC, Sanitation, Industrial Controls, Satellite TV, Data Acquisition, and Power Management. 

Deal Notes

Round type: Seed Round size: US $1,000,000 Minimum investment: US $1,000 Target Minimum: US $500,000 Security Type: Crowd Note Conversion discount: 20.0% Valuation Cap: US $5,000,000 Interest rate: 5.0% Note term: 24 months Closing conditions: While Growgenics has set an overall target minimum of US $500,000 for the round, Growgenics must raise at least US $25,000 of that amount through the Regulation CF portion of their raise before being able to conduct a close on any investments below $20,000. For further information please refer to Growgenics's Form C. Transfer restrictions: Securities issued through Regulation CF have a one year restriction on transfer from the date of purchase (except to certain qualified parties as specified under Section 4(a)(6) of the Securities Act of 1933), after which they become freely transferable. While securities issued through Regulation D are similarly considered "restricted securities" and investors must hold their securities indefinitely unless they are registered with the SEC and qualified by state authorities, or an exemption from such registration and qualification requirements is available. Raised to date: US $39,900 US $39,900 (under Reg CF only)

Amount Raised : $41,400
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Security Description

A Crowd Note modifies the typical convertible note so that the crowd does not automatically convert to equity shareholders on the next financing and remain off the issuer’s capitalization table, but the crowd will still participate in any exit as if they had converted to equity. If there is no future financing, the holders of the Crowd Note still have upside, but could miss out significantly.

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