Going Concern and Liquidity Risk: Agrify has incurred significant losses and negative cash flows from operations, raising substantial doubt about its ability to continue as a going concern without additional capital.

Regulatory and Legal Uncertainty Risk: The cannabis industry operates under a complex and evolving legal and regulatory framework, particularly in the U.S., where cannabis remains federally illegal, which could adversely affect market growth and customer operations.

Intense Competition Risk: The market for cannabis cultivation solutions and technology is highly competitive, with numerous existing and new entrants, which could lead to pricing pressure, reduced market share, and lower profitability.