Other Information
−Removed: Promissory Note, dated July 12, 2023, issued by Agrify Corporation to GIC Acquisition, LLC (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 14, 2023).
−Removed: Exchange Warrant, dated October 27, 2023, issued by Agrify Corporation to High Trail Special Situations LLC (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Abeyance Warrant, dated October 27, 2023, issued by Agrify Corporation to High Trail Special Situations LLC (incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Common Stock Purchase Warrant, dated October 18, 2023, issued by Agrify Corporation to Mack Molding Company, Inc.
−Removed: (incorporated by reference to Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Amended and Restated Junior Secured Promissory Note, dated October 27, 2023, issued by Agrify Corporation to GIC Acquisition, LLC (incorporated by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Junior Secured Promissory Note, dated October 27, 2023, issued by Agrify Corporation to CP Acquisitions, LLC (incorporated by reference to Exhibit 4.5 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Amendment to Junior Secured Promissory Note, dated December 4, 2023, between Agrify Corporation and CP Acquisitions, LLC (incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 6, 2023).
−Removed: Company and Investor Acknowledgment and Release, dated October 27, 2023, between Agrify Corporation and CP Acquisitions LLC (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Letter Agreement, dated October 27, 2023, between Agrify Corporation and High Trail Special Situations LLC (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
−Removed: Modification Agreement, effective October 18, 2023, between Agrify Corporation and Mack Molding Company (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2023).
+Added: Certificate of Amendment to Articles of Incorporation of Agrify Corporation, filed January 22, 2024 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 25, 2024).
+Added: Senior Secured Amended, Restated and Consolidated Convertible Note dated January 25, 2024 (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 25, 2024).
+Added: Form of Pre-Funded Warrant (incorporated by reference to Exhibit 4.21 to Amendment No.
+Added: 1 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on February 8, 2024).
+Added: Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.22 to Amendment No.
+Added: 2 to the Company’s Registration Statement on Form S-1 filed with the Securities and Exchange Commission on February 14, 2024).
+Added: Agrify 2022 Omnibus Equity Incentive Plan, as amended (incorporated by reference to Appendix A to the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on December 18, 2023).
+Added: Term Sheet between Nature’s Miracle Holding Inc.
+Added: and Agrify Corporation (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 22, 2024).
+Added: Term Sheet between Nature’s Miracle Holding Inc., CP Acquisitions LLC and GIC Acquisition, LLC (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 22, 2024).
Rule 13(a)-14(a)/15(d)-14(a) Certification of principal executive officer and principal financial and accounting officer
Section 1350 Certification of principal executive officer and principal financial and accounting officer
−Removed: Inline XBRL Instance Document
−Removed: Inline XBRL Taxonomy Extension Schema Document.
−Removed: Inline XBRL Taxonomy Extension Calculation Linkbase Document.
−Removed: Inline XBRL Taxonomy Extension Definition Linkbase Document.
−Removed: Inline XBRL Taxonomy Extension Label Linkbase Document.
−Removed: Inline XBRL Taxonomy Extension Presentation Linkbase Document.
−Removed: Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
−Removed: Filed herewith.
−Removed: Furnished herewith in accordance with Item 601 (b)(32) of Regulation S-K.
−Removed: Certain confidential portions of this exhibit
−Removed: were omitted pursuant to Item 601(b)(2)(ii) of Regulation S-K because the identified confidential portions (i) are not material and (ii)
−Removed: are customarily and actually treated as private or confidential by the Company.
−Removed: Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
−Removed: The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the U.S.
+Added: XBRL Instance Document
+Added: XBRL Taxonomy Extension Schema Document.
+Added: XBRL Taxonomy Extension Calculation Linkbase Document.
+Added: XBRL Taxonomy Extension Definition Linkbase Document.
+Added: XBRL Taxonomy Extension Label Linkbase Document.
+Added: XBRL Taxonomy Extension Presentation Linkbase Document.
+Added: Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
+Added: herewith in accordance with Item 601 (b)(32) of Regulation S-K.
+Added: confidential portions of this exhibit were omitted pursuant to Item 601(b)(2)(ii) of Regulation S-K because the identified confidential
+Added: portions (i) are not material and (ii) are customarily and actually treated as private or confidential by the Company.
+Added: † † Schedules
+Added: and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+Added: The registrant hereby undertakes to furnish copies of any
+Added: of the omitted schedules and exhibits upon request by the U.S.
Securities and Exchange Commission.
−Removed: Pursuant to the requirements of the Securities
−Removed: Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
+Added: to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
+Added: the undersigned thereunto duly authorized.
AGRIFY CORPORATION
2 unchanged sentences
Chief Executive Officer
−Removed: (Principal Executive Officer and
−Removed: Principal Financial and Accounting
−Removed: January 3, 2024
+Added: (Principal Executive Officer and Principal Financial and Accounting Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.