Item 8.01 Other Events

As previously disclosed on a Current Report on Form 8-K dated February 2, 2021, Agrify Corporation (the "Company"), on February 1, 2021, consummated its initial public offering ("IPO") of 5,400,000 shares of common stock for a price of $10.00 per share, less certain underwriting discounts and commissions. Pursuant to an Underwriting Agreement, dated as of January 27, 2021, by and between the Company and Maxim Group LLC, as representative of the underwriters named therein (the "Underwriters"), the Company granted the Underwriters a 45-day option to purchase up to 810,000 additional shares of its common stock on the same terms and conditions for the purpose of covering any over-allotments.

Subsequently, the underwriters exercised the over-allotment option, and on February 4, 2021, the Company closed on the sale of an additional 810,000 shares of common stock for a price of $10.00 per share, less a 7% underwriting commission. The exercise of the over-allotment option brings the total number of shares of common stock sold by the Company in connection with the IPO to 6,210,000 shares and the total net proceeds received in connection with the offering to approximately $57 million, after deducting underwriting discounts and estimated offering expenses.

The offering was made pursuant to the Company's registration statement on Form S-1 (File No. 333- 251616), which was declared effective by the Securities and Exchange Commission (the "SEC") on January 27, 2021 under the Securities Act of 1933, as amended, and the Company's Registration Statement on Form S-1MEF (File No. 333-252490). A final prospectus describing the terms of the offering was filed with the SEC on January 29, 2021 and is available on the SEC's website located at http://www.sec.gov.


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