Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common
Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information
Our common stock has traded on the NASDAQ Capital
Market under the symbol “AGFY.”
Holders of Record
As of March 24, 2022, there were 62 holders of
record of our common stock. Such numbers do not include beneficial owners holding shares of our common stock in nominee or “street”
name through various brokerage firms.
Dividends
We have never paid cash dividends on any of our
capital stock and currently intend to retain our future earnings, if any, to fund the development and growth of our business.
Securities Authorized for Issuance under Equity Compensation Plans
The information concerning our equity compensation
plan is incorporated by reference from the information in our Proxy Statement for our 2022 Annual Meeting of Stockholders, which we will
file with the SEC within 120 days of the end of the fiscal year to which this Annual Report on Form 10-K relates.
Equity Repurchases
None.
Recent Sales of Unregistered Securities
The following summarizes all issuances of our
unregistered securities during the year ended December 31, 2021.The securities in the below-referenced transactions were (i) issued without
registration and (ii) were subject to restrictions under the Securities Act and the securities laws of certain states, in reliance on
the private offering exemptions contained in Sections 4(2), 4(6) and/or 3(b) of the Securities Act and on Regulation D promulgated there
under, and in reliance on similar exemptions under applicable state laws as transactions not involving a public offering. Unless
stated otherwise, no placement or underwriting fees were paid in connection with these transactions.
In September 2021, the Company issued stock options
to purchase an aggregate of 8,000 shares of its common stock to an employee in consideration of achieving certain milestones from the
acquisition of Harbor Mountain Holdings, LLC.
In October 2021, the Company issued an aggregate
of 666,403 shares of its common stock to the Precision and Cascade shareholders in connection with the merger with Precision and
Cascade. In addition to the shares issued at the closing of the acquisition, the Company has also held back an additional 117,600 shares
of the Company’s common stock due to the former stockholders of Precision and Cascade, which are scheduled to be issued six (6)
months after the close, subject to the satisfaction of certain covenants.
In December 2021, the Company issued an aggregate
of 240,301 shares of its common stock to the PurePressure shareholders in connection with the merger PurePressure. Additionally,
as per the purchase agreement, the Company held back 88,878 shares of the Company’s common stock, representing 15% of the value
of the closing consideration amount. The shares will be held back by the Company for a period of twelve (12) months for purposes of satisfying
any post-closing adjustments.
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Use of Proceeds from Initial Public Offering of Common Stock and
Secondary Public Offering
On February 1, 2021, we closed our initial public
offering, or (“IPO”), of 6,210,000 shares of common stock (inclusive of 810,000 shares of common stock from the full exercise
of the over-allotment option of shares granted to the underwriters). The offer and sale of all of the shares in the IPO were registered
under the Securities Act of 1933, as amended, pursuant to a registration statement on Form S-1 (File Nos. 333- 251616 and 333-252490),
which was declared effective by the SEC on January 27, 2021. Maxim Group LLC and Roth Capital Partners acted as the underwriters. The
public offering price of the shares sold in the offering was $10.00 per share. The total gross proceeds from the offering were $62.1 million.
After deducting underwriting discounts and commissions
of $4 million and offering expenses paid or payable by us of approximately $1 million, the net proceeds from the offering were approximately
$57 million. During the fiscal year ended December 31, 2021, we used the net proceeds from the IPO for our current working capital needs
to support accounts receivable growth, manage inventory to meet demand forecasts, and support operational growth.
On February 19, 2021, we consummated a secondary
public offering (the “February Offering”) of 5,555,555 shares of common stock for a price of $13.50 per share, less certain
underwriting discounts and commissions. On March 22, 2021, we closed on the sale of an additional 833,333 shares of common stock on the
same terms and conditions pursuant to the exercise of the underwriters’ over-allotment option. The exercise of the over-allotment
option brought the total number of shares of common stock sold by us in connection with the February Offering to 6,388,888 shares and
the total net proceeds received in connection with the February Offering to approximately $80 million, after deducting underwriting discounts
and estimated offering expenses. During the fiscal year ended December 31, 2021, we used the net proceeds from the IPO for our current
working capital needs to support accounts receivable growth, manage inventory to meet demand forecasts, and support operational growth.
Item 6. [Reserved].
Not applicable.