RYTHM, Inc. (RYM): M&A transaction — Agrify sells cultivation business to former CEO affiliate; focus shifts to hemp-derived THC drinks

RYTHM, Inc.

Dec 31, 2024 signed and closed asset sale of Cultivation Business (VFUs, TTK, Agrify Insights) to CP Acquisitions LLC, affiliate of former Chairman/CEO Raymond Chang.
Consideration: CP assumed ~$7M of secured indebtedness and other liabilities; no cash received by Agrify.
Agrify will focus on hemp-derived THC Delta 9 beverages, including Señorita THC Margarita, available in 9 states and online.
Pro forma financials show estimated pre-tax loss on sale of ~$15.8M; net assets sold (liabilities assumed) of $20.6M.
Related party debt of ~$6.7M forgiven as part of consideration; warrants cancelled.

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

RYTHM, Inc. completed a disposition involving CP Acquisitions, LLC for assumption by CP of (i) all of the Company's obligations pursuant secured indebtedness currently held by CP with an aggregate amount of principal and accrued in (closed 2024-12-31).

Action: disposition
Counterparty: CP Acquisitions, LLC
Consideration: assumption by CP of (i) all of the Company's obligations pursuant secured indebtedness currently held by CP with an aggregate amount of principal and accrued in
Closing: 2024-12-31

Exact text from the filing

The sale of the Cultivation Business occurred following signing on December 31, 2024. The aggregate consideration received by the Company for the sale of the Cultivation Business consisted of the assumption by CP of (i) all of the Company's obligations pursuant secured indebtedness currently held by CP with an aggregate amount of principal and accrued interest of approximately $7 million, and (ii) certain other liabilities relating to the Cultivation Business.

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RYTHM, Inc. filing history →

Source: SEC EDGAR

accession 0001213900-25-000939

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