Item 8.01 Other Events.



On February 24, 2023, Agile Growth Corp. (the "Company") issued a press release announcing that as of the close of business on March 13, 2023, the Company's publicly held Class A ordinary shares (the "Public Shares") will be deemed cancelled and will represent only the right to receive from the Company's trust account ("Trust Account") the per-share redemption price for the Public Shares to be announced at a later date (the "Redemption Amount"), because the Company will not consummate an initial business combination within the time period required by its Amended and Restated Memorandum and Articles of Association. After March 12, 2023, the Company will cease all operations except for those required to wind up the Company's business. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.





Forward-Looking Statements


This report includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this report are forward looking statements. When used in this report, words such as "may," "should," "could," "would," "anticipate," "seek," "believe," "estimate," "expect," "intend" and similar expressions, as they relate to the Company or its management team, identify forward-looking statements. Such statements include, but are not limited to, statements regarding the Company's intention to redeem all of its outstanding Public Shares, the Company's cash position or cash held in the Trust Account and the timing of the distribution from the Trust Account to the public shareholders, the Redemption Amount or the timing when the Company's Public Shares will cease trading on Nasdaq. Such statements are based on the beliefs of, assumptions made by and information currently available to the Company's management. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors detailed in the Company's filings with the Securities and Exchange Commission. All subsequent written or oral forward-looking statements attributable to the Company or persons acting on its behalf are qualified in their entirety by this paragraph. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company. The Company undertakes no obligation to update these statements after the date of this report, except as required by law.

Item 9.01 Financial Statements and Exhibits






Exhibit No.   Description
     99.1       Press release, dated February 24, 2023.
        104   Cover Page Interactive Data File (embedded within the Inline XBRL
              document).

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