Source-grounded facts extracted from RYTHM, Inc.'s SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
RYTHM, Inc. reported preliminary financial results for first three quarters of its 2022 fiscal year.
“On October 2, 2023, Agrify Corporation (the “Company”) issued a press release announcing the Company’s filing of its restated Quarterly Reports on Form 10-Q for March 31, 2022, June 30, 2022, and September 30, 2022, which included a summary of financial results for each of the applicable quarters.”
RYTHM, Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).
“August 16, 2023, the Company received a third notice from Nasdaq that the Company remains noncompliant with the Nasdaq Listing Rule 5250(c)(1) as a result of its failure to file its Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2023 (the “Second Quarter Form 10-Q”) with the SEC by the required filing date (the “August Nasdaq Notice” and, together with the April Nasdaq Notice and the May Nasdaq Notice, the “Nasdaq Notices”). As disclosed in the Current Report on Form 8-K filed by the Company on April 17 , 2023, the Company’s audit committee concluded that, as a result of i”
RYTHM, Inc. incurred loan of up to $500,000 with GIC Acquisition, LLC at 10% per annum maturing August 6, 2023.
“On July 12, 2023, the Board of Directors of Agrify Corporation (the “Company”) approved the issuance of an unsecured promissory note (the “Note”) in favor of GIC Acquisition, LLC (the “Investor”), an entity that is owned and managed by Raymond Chang, the Company’s Chairman and Chief Executive Officer. Pursuant to the Note, the Investor will lend up to $500,000 to the Company. The Note bears interest at a rate of 10% per annum, will mature in full on August 6, 2023, and may be prepaid without any fee or penalty.”
RYTHM, Inc. entered into Note with GIC Acquisition, LLC valued at up to $500,000 (effective 2023-07-12).
“On July 12, 2023, the Board of Directors of Agrify Corporation (the “Company”) approved the issuance of an unsecured promissory note (the “Note”) in favor of GIC Acquisition, LLC (the “Investor”), an entity that is owned and managed by Raymond Chang, the Company’s Chairman and Chief Executive Officer. Pursuant to the Note, the Investor will lend up to $500,000 to the Company.”
RYTHM, Inc.: Effected a 1-for-20 reverse stock split of common stock via Certificate of Change (effective 2023-07-05).
“On June 30, 2023, Agrify Corporation (the “Company”) filed with the Secretary of State of the State of Nevada a Certificate of Change (the “Certificate of Change”) to effect a 1-for-20 reverse stock split of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in which each twenty (20) shares of Common Stock issued and outstanding will be combined and converted into one share of Common Stock (the “Reverse Stock Split”). The Reverse Stock Split will be effective as of 12:01 a.m. Eastern Time on July 5, 2023 (the “Effective Date”).”
Stuart Wilcox resigned as Chief Operating Officer at RYTHM, Inc..
“Stuart Wilcox, the Chief Operating Officer of Agrify Corporation (the “Company”), notified the Company that he will resign as Chief Operating Officer of the Company effective as of the Effective Date.”
RYTHM, Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).
“May 17, 2023, the Company received a second notice from Nasdaq that the Company remains noncompliant with the Nasdaq Listing Rule 5250(c)(1) as a result of its failure to file its Quarterly Report on Form 10-Q for the quarter ended March 31, 2023 (the “Form 10-Q”) with the SEC by the required due date (the “May Nasdaq Notice” and, together with the April Nasdaq Notice, the “Nasdaq Notices”). As disclosed in the Current Report on Form 8-K filed by the Company on April 17 , 2023, the Company’s audit committee concluded that, as a result of inadvertent errors in the accounting for warrants previo”
RYTHM, Inc. entered into Letter Agreement with Lender valued at Exchanged $2.0 million of the August 2022 Note for 8,903,927 shares of common stock (effective 2023-04-26).
“On April 26, 2023, the Company entered into a letter agreement with the Lender (the “Letter Agreement”), pursuant to which the Company and the Lender agreed to exchange $2.0 million of the remaining outstanding principal amount under the August 2022 Note for 8,903,927 shares (the “Exchange Shares”) of common stock of the Company, par value $0.001 per share (the “Common Stock”).”
RYTHM, Inc. received a nasdaq deficiency notice notice regarding late filing (rules 5250(c)(1)).
“April 18, 2023, Agrify Corporation (the “Company”) received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company had not yet filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “Form 10-K”), the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1). Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission. As disclosed in the Current Report on Form 8-K filed by the Company on April 17 , 2023, the Co”
RYTHM, Inc. reported that prior financial statements should not be relied upon.
“On April 12, 2023, the Audit Committee of the Board of Directors (the "Audit Committee") of Agrify Corporation (the "Company"), in consultation with management of the Company and the Company’s independent registered public accounting firm, Marcum LLP ("Marcum"), concluded that the Company’s previously issued unaudited condensed consolidated interim financial statements as of and for the fiscal periods ended March 31, 2022, June 30, 2022 and September 30, 2022 included in the Company’s Quarterly Reports on Form 10-Q for such periods should no longer be relied upon.”
RYTHM, Inc. amended senior notes of Prepayment of approximately $10.3 million and exchange of $10.0 million for Convertible Note with Lender at Not specified maturing Not specified.
“into a new Securities Exchange Agreement (the “ Exchange Agreement ”) with the Lender. Pursuant to the Exchange Agreement, at closing the Company will prepay approximately $10.3 million in principal amount under the August 2022 Note and exchange $10.0 in principal amount of the remaining balance of the August 2022 Note for a new senior secured convertible note”
RYTHM, Inc. amended Note Amendment with Lender valued at Amendment to the August 2022 Note to remove covenants. (effective 2023-03-08).
“Note Amendment Concurrently with the closing under the Exchange Agreement, the Company and the Lender will enter into an Amendment to the August 2022 Note (the “ Note Amendment ”).”
RYTHM, Inc. entered into Securities Exchange Agreement with Lender valued at Prepayment of approximately $10.3 million principal under the August 2022 Note and exchange of $10.0 (effective 2023-03-08).
“On March 8, 2023, the Company entered into a new Securities Exchange Agreement (the “ Exchange Agreement ”) with the Lender.”
RYTHM, Inc.: 增加授权普通股数量从100,000,000至200,000,000，总授权股份从103,000,000至203,000,000 (effective 2023-03-01).
“The Charter Amendment increased the number of authorized shares of the Company's common stock from 100,000,000 to 200,000,000, and correspondingly increased the total authorized shares of stock from 103,000,000 to 203,000,000.”
RYTHM, Inc. shareholders approved Adjournment of Special Meeting at the 2023-02-28 meeting.
“Proposal 3 – Adjournment of Special Meeting The adjournment of the Special Meeting in order to solicit additional proxies if there are not sufficient shares to be voted in favor of any of the foregoing proposals at the time of the Special Meeting, was approved, although no such adjournment was required due to the approval of Proposals 1 and 2. The results of the vote were as follows: Votes For Votes Against Votes Abstained 10,656,747 882,089 71,796”
RYTHM, Inc. shareholders approved Approval of Amendment to Company's Article of Incorporation at the 2023-02-28 meeting.
“Proposal 2 – Approval of Amendment to Company’s Article of Incorporation An amendment to the Company’s Articles of Incorporation to increase the number of authorized shares of Common Stock from 100,000,000 to 200,000,000, and to correspondingly increase the total authorized shares of stock from 103,000,000 to 203,000,000 , was approved. The results of the vote were as follows: Votes For Votes Against Votes Abstained 10,591,334 990,577 28,721 1”
RYTHM, Inc. shareholders approved Approval of Issuance of Shares Upon Exercise of Warrants at the 2023-02-28 meeting.
“Proposal 1 – Approval of Issuance of Shares Upon Exercise of Warrants The issuance of up to 26,769,230 shares of Common Stock upon the exercise of warrants of the Company (the “Warrants”) issued in connection with the Company’s public offering that closed on December 20, 2022, as contemplated by Nasdaq Listing Rule 5635, and to permit the reduction of the exercise price of those Warrants under certain circumstances , was approved. The results of the vote were as follows: Votes For Votes Against Votes Abstained Broker Non-Votes 3,074,619 370,306 31,684 8,134,023”
Raymond Chang changed role as principal financial and accounting officer at RYTHM, Inc..
“Raymond Chang, the Company’s Chief Executive Officer, will serve as the Company’s principal financial and accounting officer.”
Timothy Hayden changed role as Senior Vice President – Business Development at RYTHM, Inc..
“the Company and Timothy Hayden agreed that Mr. Hayden will not serve as Interim Chief Financial Officer as previously reported on the Company’s Current Report on Form 8-K filed with the SEC on January 24, 2023, and will instead transition to the role of Senior Vice President – Business Development.”
Timothy Oakes resigned as Chief Financial Officer at RYTHM, Inc..
“Timothy Oakes, the Chief Financial Officer of Agrify Corporation (the “Company”), resigned effective February 28, 2023.”
RYTHM, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).
“January 19, 2023, Agrify Corporation (the “Company”) received a deficiency letter (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market, LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days, the bid price for the Company’s common stock had closed below $1.00 per share, which is the minimum closing price required to maintain continued listing on the Nasdaq Stock Market under Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Requirement”). The Notice has no immediate effect on the listing of the Company’s common stock on”
Timothy Hayden was appointed as Interim Chief Financial Officer at RYTHM, Inc..
“On January 23, 2023, the Company’s Board of Directors appointed Timothy Hayden as the Company’s Interim Chief Financial Officer, and Mr. Hayden will assume the role of the Company’s principal financial and accounting officer, in each case effective as of March 1, 2023.”
Timothy R. Oakes resigned as Chief Financial Officer at RYTHM, Inc..
“On January 2, 2023, Timothy R. Oakes, the Chief Financial Officer of Agrify Corporation (the “Company”), notified the Company that he will resign as Chief Financial Officer effective as of February 28, 2023 (the “Effective Date”) to pursue other opportunities.”
RYTHM, Inc. entered into Underwriting Agreement with Canaccord Genuity LLC valued at approximately $8.2 million (effective 2022-12-16).
“On December 16, 2022, Agrify Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Canaccord Genuity LLC as underwriter (the “Underwriter”), pursuant to which the Company agreed to issue and sell an aggregate of (i) 11,884,615 shares of its common stock, and, in lieu of common stock to certain investors that so chose, pre-funded warrants (the “Pre-Funded Warrants”) to purchase 1,500,000 shares of its common stock, and (ii) accompanying warrants (the “Common Warrants”) to purchase 26,769,230 shares of the Company’s common stock (the “Offering”).”
RYTHM, Inc. reported year-to-date period ended September 30, 2022 results: revenue $52.4 million, net income $148.6 million, EPS $57.21 per diluted share.
“and Year-To-Date 2022 Financial Results ● Revenue was $7.0 million for the third quarter, a decrease of 55.4% compared to $15.8 million for the prior year period. Revenue was $52.4 million for the year-to-date period, an increase of 51.4% versus $34.6 million for the prior year-to-date period. Third quarter 2022 revenue reflects the deferral of $5.3 million of”
RYTHM, Inc. reported third quarter ended September 30, 2022 results: revenue $7.0 million, net income $46.3 million, EPS $17.33 per diluted share.
“the quarter with line of sight on more than $15.0 million in revenue, however, we had to make some difficult business decisions, which resulted in quarterly revenue of only $7.0 million. Our third quarter revenue excludes $5.3 million of design and build revenue, which was deferred as a result of a default by Bud & Mary’s ownership on the terms of its Total”
Max Holtzman was appointed as member of the Board at RYTHM, Inc..
“the Board appointed Max Holtzman as a member of the Board.”
Stuart Wilcox was appointed as Chief Operating Officer at RYTHM, Inc..
“appointed Stuart Wilcox as Chief Operating Officer, effective as of the Effective Date.”
Barry Turkanis resigned as Director at RYTHM, Inc..
“Resignation of Director On December 23, 2021, Bar”
Leonard J. Sokolow was appointed as Director at RYTHM, Inc..
“appointed Leonard J. Sokolow as a member of the Board.”
Barry Turkanis was appointed as Director at RYTHM, Inc..
“On December 12, 2021, the Board of Directors (the “Board”) of Agrify Corporation (the “Company”) appointed Barry Turkanis as a member of the Board to fill the vacancy created by the previously disclosed resignation of Timothy Oakes from the Board in connection with Mr. Oakes’ appointment as the Company’s Chief Financial Officer in November 2021.”
Niv Krikov departed as Chief Financial Officer at RYTHM, Inc..
“Niv Krikov, the Company’s former CFO, will remain an advisor for the n”
Timothy Oakes was appointed as Chief Financial Officer at RYTHM, Inc..
“appointed Timothy Oakes as Chief Financial Officer, effective as of November 10, 2021.”
Robert Harrison changed role as Senior Vice President, Manufacturing Operations at RYTHM, Inc..
“Robert Harrison, who previously served as the Company’s COO, became Senior Vice President, Manufacturing Operations of the Company.”
Thomas Massie was appointed as President and Chief Operating Officer at RYTHM, Inc..
“appointed Thomas Massie as President and Chief Operating Officer, effective as of November 10, 2021.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.