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AgriFORCE Growing Systems (Nasdaq: AGRI) announced it will be renamed AVAX One and intends to raise approximately $550 million to establish a Nasdaq-listed vehicle focused on maximizing per-share ownership of AVAX, the native token of the Avalanche network.

Key elements include a reported $300 million PIPE (subject to shareholder approval), near-term equity-linked capital plans to raise up to $250 million, a target to own more than $700 million of AVAX, and a strategic advisory board led by industry executives.

AgriFORCE Growing Systems (Nasdaq: AGRI) ha annunciato che verrà rinominata AVAX One e intende raccogliere circa $550 milioni per istituire una veicolo quotata Nasdaq focalizzata a massimizzare la proprietà per azione di AVAX, il token nativo della rete Avalanche.

Elementi chiave includono un PIPE da 300 milioni di dollari (soggetto all'approvazione degli azionisti), piani di capitale legati a equity nel breve termine per raccogliere fino a $250 milioni, un obiettivo di oltre $700 milioni di AVAX posseduti, e un consiglio consultivo strategico guidato da dirigenti del settore.

AgriFORCE Growing Systems (Nasdaq: AGRI) anunció que será renombrada AVAX One y tiene la intención de recaudar aproximadamente $550 millones para establecer una estructura con sede en Nasdaq enfocada en maximizar la propiedad por acción de AVAX, el token nativo de la red Avalanche.

Los elementos clave incluyen un PIPE de 300 millones de dólares (sujeto a aprobación de los accionistas), planes de capital próximos vinculados a acciones para recaudar hasta $250 millones, un objetivo de poseer más de $700 millones en AVAX, y una junta asesoría estratégica liderada por ejecutivos de la industria.

AgriFORCE Growing Systems (나스닥: AGRI)은 이름을 AVAX One로 바꾸고 $550백만 달러를 모아 나스닥 상장 차의 AVAX 보유 지분 극대화를 목표로 하는 AVAX의 네이티브 토큰에 초점을 둔 차량을 설립하려 한다고 발표했습니다.

주요 요소로는 주주 승인에 달려 있는 300백만 달러 PIPE, 가까운 시일내 주식연계 자본 조달 계획으로 최대 $250백만를 모으려는 계획, $700백만 이상을 보유하는 목표, 업계 임원들이 이끄는 전략 자문위원회가 포함됩니다.

AgriFORCE Growing Systems (Nasdaq: AGRI) a annoncé qu'elle sera renommée AVAX One et prévoit de lever environ $550 millions pour établir un véhicule coté Nasdaq axé sur la maximisation de la propriété par action de AVAX, le jeton natif du réseau Avalanche.

Les éléments clés comprennent un PIPE de $300 millions (sous réserve de l'approbation des actionnaires), des plans de capital liés à des actions à court terme pour lever jusqu'à $250 millions, un objectif de détenir plus de $700 millions de AVAX, et un conseil consultatif stratégique dirigé par des dirigeants de l'industrie.

AgriFORCE Growing Systems (Nasdaq: AGRI) gab bekannt, dass es in AVAX One umbenannt wird und beabsichtigt, ca. $550 Millionen zu erhöhen, um ein Nasdaq-notiertes Vehikel zu schaffen, das darauf abzielt, die pro-Aktie-Besitz von AVAX, dem native Token des Avalanche-Netzwerks, zu maximieren.

Zu den Schlüsselpunkten gehören ein berichtetes $300 Millionen PIPE (vorbehaltlich der Zustimmung der Aktionäre), kurzfristige aktienbezogene Kapitalpläne zur Beschaffung von bis zu $250 Millionen, ein Ziel, mehr als $700 Millionen AVAX zu besitzen, und ein strategischer Beratungsrat, geleitet von Branchenführern.

AgriFORCE Growing Systems (ناسداك: AGRI) أعلنت أنها ستغيِّر اسمها إلى AVAX One وتعتزم جمع نحو $550 مليون لإنشاء مركبة مدرجة في Nasdaq تركز على تعظيم ملكية السهم الواحد لـ AVAX، الرمز الأصلي لشبكة Avalanche.

تشمل العناصر الرئيسية PIPE مقترح بقيمة $300 مليون (رهناً بموافقة المساهمين)، وخطط تمويل مرتبطة بالأسهم على المدى القريب لجمع حتى $250 مليون، وهدف لامتلاك أكثر من $700 مليون من AVAX، ومجلس استشاري استراتيجي يقوده المديرون التنفيذيون في الصناعة.

Positive
  • $300 million PIPE reportedly raised (subject to shareholder approval)
  • Target to own over $700 million of AVAX tokens
  • Planned total capital raise of approximately $550 million
  • Participation from 50+ institutional and crypto investors
Negative
  • PIPE proceeds are subject to shareholder approval
  • Planned $250 million in equity-linked instruments may dilute shareholders
  • Securities sold via exemption cannot be resold until registration

Insights

Company rebrands to AVAX One and announces a large capital raise to amass AVAX tokens and pursue fintech integrations.

The plan organizes a near-term capital raise of approximately $550 million including a $300 million PIPE and up to $250 million additional equity-linked activity, with an objective to own more than $700 million of AVAX tokens. This creates a clear, stated business mechanism: convert raised proceeds and future instruments into ownership of a specific digital asset, and later seek cash-flowing fintech targets to deploy on the Avalanche network.

Key dependencies and risks center on execution and approvals: shareholder approval is required for the PIPE component, resale registration must be filed with the SEC, and the capital-raising steps rely on private-placement exemptions. The structure concentrates exposure in a single digital token and in planned future acquisitions, so outcomes depend on successful closings, registration timing, and the company’s ability to source and onboard fintech businesses onto the named blockchain.

Watch for the PIPE close and shareholder vote in the near term and the SEC registration filing for resale rights; these are immediate milestones that will determine whether the stated ownership target of > $700 million in AVAX can be achieved. If those items complete, the company's strategy and NAV concentration will become observable within the next several quarters.

Advised by Leaders from Coinbase and SkyBridge Capital, and Led by a Team from Citi, Mastercard, and BlackRock, Company Will Provide Pure-Play Exposure to Avalanche, the Platform for Onchain Finance

NEW YORK, Sept. 22, 2025 /PRNewswire/ -- AgriFORCE Growing Systems Ltd. (Nasdaq: AGRI) today announced it will be renamed AVAX One (the "Company") and plans to raise approximately $550 million, establishing the first NASDAQ-listed company with a dedicated strategy to maximize ownership of AVAX, the native token of the Avalanche network.

Avalanche is a high-speed, institutional-grade blockchain designed to be a foundational digital settlement layer for the future of finance. Its technology allows global leaders like KKR, Apollo and J.P. Morgan Chase to launch their own custom, compliant blockchains for the tokenization of real-world assets. The network is secured by $6.2 billion in staked assets.

"The architecture of financial markets is changing, and programmable blockchains like Avalanche are the new foundation," said Jolie Kahn, Chief Executive Officer of the Company. "For the first time, our company provides public market investors with a professionally-managed vehicle to invest directly in this transformation. Our mission is to maximize our ownership of this foundational technology, AVAX, on a per-share basis, delivering direct value to our shareholders as this new economy grows."

"Our vision is to build the 'Berkshire Hathaway of the onchain financial economy,' which is the execution of a multi-year thesis that Wall Street needs a smarter, more scalable way to get exposure to institutional grade blockchain infrastructure," said Matt Zhang, Founder of Hivemind Capital and nominated Chairman of the Board.

"Our near-term active strategy will focus on disciplined asset accumulation and, in the long run, acquiring and onboarding cash-flowing fintech businesses onto the Avalanche network. This creates a powerful growth flywheel and sustainable NAV premium that differentiates ourselves from all other digital asset treasury companies and ETFs," said Zhang, former global head of structured trading at Citi.

The goal of the Company's capital raising strategy is to own more than $700 million worth of AVAX tokens, making it a foundational partner in the growing ecosystem. The capital raise strategy will be constituted of a successfully raised approximately $300 million PIPE, subject to shareholder approval, and will involve near-future capital raising activities to raise up to an additional $250 million, that are expected to be focused on equity-linked instruments.

The Company's strategic advisory board will be led by Anthony Scaramucci, Founder of SkyBridge Capital, and Brett Tejpaul, Head of Coinbase Institutional, as well as other leaders in the finance industry to be revealed soon.

"The tokenization of assets is the single biggest theme for the next decade of finance," said Anthony Scaramucci. "Avalanche has clearly become the institutional-grade platform for this shift, and SkyBridge has already committed to tokenizing on the network. AVAX One will be the essential on-ramp for public investors to participate."

The capital raise is led by Hivemind Capital, with participation from over 50 institutional and crypto-native investors including ParaFi, Galaxy Digital, Digital Currency Group, Kraken, Cypher Capital, Big Brain Holdings, FalconX, Republic Digital, Borderless Capital, Summer Capital, GSR Ventures, Fintech Collective, Bastion Trading, CMCC Global Titan Fund, Hypersphere, Fifth Lane Capital, HashKey Capital and others.

The offer and sale of the foregoing securities in the PIPE is being made in a private placement in reliance on an exemption from the registration requirement of the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder, and applicable state securities laws. Accordingly, the securities offered in the private placement may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirement of the Securities Act and such applicable state securities laws. Concurrently with the execution of the securities purchase agreements, the Company and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the "SEC") registering the resale of the shares of common stock.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction. Any offering of the securities under the resale registration statement will only be made by means of a prospectus.

Advisors

Cohen & Company Capital Markets ("CCM"), a division of Cohen & Company Securities, LLC, served as exclusive financial advisor to Hivemind Capital and exclusive placement agent to the Company.

Lowenstein Sandler LLP served as legal advisor to Hivemind Capital. Morgan, Lewis & Bockius LLP served as legal advisor to CCM.

About AVAX One

AVAX One will be the first NASDAQ-listed company with a dedicated mission to provide pure-play exposure to the Avalanche ecosystem. The Company's primary strategy will be to maximize AVAX per-share accretion for its shareholders through a disciplined, professionally managed approach to its digital asset treasury. Led by a team of veterans from institutional finance and advised by leaders from across the digital asset industry, AVAX One is being built to be the premier, regulated gateway for public market investors to participate in the growth of the onchain economy.

AVAX One will continue to operate its existing business AgriFORCE, a high-conviction, energy-led technology company operating at the convergence of digital infrastructure and clean power. Through its TerraHash Digital™ division, the Company builds and operates decentralized compute platforms powered by mobile, off-grid, natural gas systems.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Act, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements generally can be identified by the use of words such as "anticipate," "expect," "plan," "could," "may," "will," "believe," "estimate," "forecast," "goal," "project," and other words of similar meaning. These forward-looking statements address various matters including statements relating to the anticipated benefits and timing of the completion of the proposed offering and related transactions, the intended use of proceeds from the PIPE offering, expectations regarding future capital raising activity, the assets to be held by the Company, expectations regarding adoption of the Avalanche network, the expected future market, price and liquidity of the digital assets the Company acquires, the macro and political conditions surrounding digital assets, the Company's plan for value creation and strategic advantages, market size and growth opportunities, regulatory conditions, competitive position and the interest of other entities in similar business strategies, technological and market trends, future financial condition and performance, the expected financial impacts of the proposed transactions described herein, expectations relating to the receipt of shareholder approval and the timing of the closing of the PIPE offering. Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, the proposed transactions described herein may not be completed in a timely manner or at all; failure to realize the anticipated benefits of the transactions and the proposed AVAX strategy; changes in business, market, financial, political and regulatory conditions; risks relating to the Company's operations and business, including the highly volatile nature of the price of AVAX and other cryptocurrencies; the risk that the price of the Company's securities may be highly correlated to the price of the digital assets that it holds; risks related to increased competition in the industries and markets in which the Company does and will operate (including the applicable digital assets market); risks relating to significant legal, commercial, regulatory and technical uncertainty regarding digital assets generally; risks relating to the treatment of crypto assets for U.S. and foreign tax purposes, as well as those risks and uncertainties identified in the Company's filings with the SEC. The forward-looking statements in this press release speak only as of the date of this document, and the Company undertakes no obligation to update or revise any of these statements.

Cision View original content:https://www.prnewswire.com/news-releases/agriforce-growing-systems-agri-to-launch-as-first-publicly-traded-avalanche-focused-company-on-nasdaq-with-a-550-million-capital-raise-strategy-302562817.html

SOURCE AgriFORCE Growing Systems Ltd.

FAQ

What will AgriFORCE (Nasdaq: AGRI) rename to and when?

AgriFORCE announced it will be renamed AVAX One; the press release is dated Sept. 22, 2025.

How much capital is AVAX One planning to raise and how is it structured?

AVAX One plans approximately $550 million total: a reported $300 million PIPE plus up to $250 million in equity-linked instruments.

What is AVAX One’s ownership target for AVAX tokens?

The company aims to own more than $700 million worth of AVAX tokens on a per-share basis.

Who are some advisors and investors backing AVAX One’s capital raise?

Advisory leaders include Anthony Scaramucci and Brett Tejpaul; investors include ParaFi, Galaxy Digital, Digital Currency Group, and others.

Is the reported PIPE immediately tradable by investors?

No; the PIPE is a private placement made under exemptions and the securities cannot be resold in the U.S. until a registration statement is effective.

Does the PIPE require shareholder approval for closing?

Yes; the press release states the approximately $300 million PIPE is subject to shareholder approval.
Agriforce Growing Systems Ltd

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