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GroGenesis, Inc. Announces Lock up of 12.5 Million for 36 Months

July 26, 2016

SIOUX FALLS, S.D., GroGenesis, Inc. (OTCQB:GROG) (“GroGenesis” or the “Company”), a global sustainable agriculture company and producer of AgraBurst PRO™, a premium organic, non-GMO nano-surfactant for farmers and commercial lawn & turf companies, announced today a negotiated lock-up of 12,500,000 shares of common stock for a period of 36 months.  This marks the third recently announced step in a major corporate restructuring by GroGenesis.  Since July 12th, the Company has negotiated the following agreements:

  • Rescission Agreement and Mutual Release:  A total of 5,500,000 shares of common stock were surrendered by two shareholders.
  • Exchange Agreement:  A total of 20,000,000 shares of common stock are being exchanged from two shareholders for 40,000 shares of a proposed new class of preferred stock.
  • Lock-up Letter Agreement:  A total of 12,500,000 shares of common stock from one shareholder are being returned to the Company and locked-up for a period of 36 months.

Based on the above actions, there is a total reduction in common shares outstanding of 25,500,000 shares, or 26%, not including the Lock-up Letter Agreement, resulting in a total common shares outstanding count to approximately 74,000,000.  The common stock that is returned as part of the Rescission Agreement and Mutual Release and Exchange Agreement will be returned to the corporate treasury.  In addition, subsequent to this corporate restructuring, the Company’s public float is approximately 8,800,000 shares.

Mr. Kamolvathin, President and CEO of GroGenesis, said, “GroGenesis is delivering on its promise to bring value to shareholders.  The first phase of executing our business plan is to right size the company stock capitalization table towards more efficient market fundamentals that correlate to our stage of operation. The second phase is executing on our business plan to building domestic and international revenues through the judicious build out of a distribution network, which has already begun.  We anticipate informing shareholders of our progress in the near future.”

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About GroGenesis, Inc.

Headquartered in the heart of the US Farm Belt, Sioux Falls, South Dakota-based GroGenesis is an agricultural services enterprise offering food producers a revolutionary, proprietary, all-natural, non-GMO bio-stimulant which enhances soil and crop health and reduces potential harm to farm workers due to its non-toxic properties.  GroGenesis’ flagship product, AgraBurst™, is an all-natural, organic, non-GMO agricultural input which enhances the ability of the plant to more efficiently use the added nutrients incorporated in fertilizers, which results in less fertilizer being needed.  The application of AgraBurst™ can begin the process of improving the health of the soil while minimizing the use of conventional chemical agricultural inputs.  For more information, please visit the Company’s website at

Notice Regarding Forward-Looking Statements

This press release contains forward-looking statements that involve substantial uncertainties and risks.  These forward-looking statements are based upon our current expectations, estimates and projections and reflect our beliefs and assumptions based upon information available to us at the date of this release.  We caution readers that forward-looking statements are predictions based on our current expectations about future events.  These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict.  Our actual results, performance or achievements could differ materially from those expressed or implied by the forward-looking statements as a result of a number of factors, including but not limited to, the development of our products, our limited financial resources, our ability to raise the working capital needed to fund the expansion of our current and future distribution commitments, our ability to retain key employees, our competitors’ ability to develop better or less expensive alternatives to our products and the risks and uncertainties discussed under the heading "Risk Factors" in Item 1 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2015, and in our other filings with the Securities and Exchange Commission.  We undertake no obligation to revise or update any forward-looking statement for any reason.


James Painter
Emerging Markets Consulting, LLC
(407) 340-0226
[email protected]