Agrify, a Nasdaq-listed company offering vertical farming solutions, has decided not to proceed with a warrant inducement transaction previously announced on April 19, 2023, which would have resulted in gross proceeds of up to USD 1.84 million and the issuance of approximately 21.3 million new warrants to exercising warrant holders. 

The decision was made because the transaction would not be in the best interests of its stockholders, partly due to limitations on Agrify’s ability to use its shelf registration statement. The exercise price reduction of warrants issued in Agrify’s December 2022 public offering to USD 0.1725 per share will remain effective, and Agrify plans to explore alternative options for raising capital.

Agrify has also received a letter from Nasdaq indicating non-compliance with Nasdaq Listing Rule 5250(c)(1) because it failed to file its annual report on Form 10-K with the SEC for the fiscal year ended December 31, 2022. Although this has no immediate effect on the stock's Nasdaq listing, Agrify may face delisting if it does not regain compliance in a timely manner.

Agrify had errors in accounting for warrants and will restate its financial statements, causing a delay in filing its Form 10-K for the fiscal year ended December 31, 2022. The company has until June 20, 2023, to submit a plan to regain compliance with the Nasdaq Listing Rule. If Nasdaq accepts the plan, Agrify may have up to 180 days to regain compliance. If not, Agrify can appeal the decision to a Nasdaq Hearings Panel.