AVAX ONE Technology Amends Debenture Agreement; Raises Note Amounts

What Happened

• AVAX ONE Technology Ltd. (formerly AgriFORCE Growing Systems, Ltd.) filed an 8-K (Item 1.01) reporting an amendment dated August 14, 2026 to a Securities Purchase Agreement and related debentures originally entered into with institutional investors (SPA dated January 16, 2025). The SPA provided for an initial $7.7 million principal amount of debentures and up to an additional $42.3 million.
• Under the August 14, 2026 amendment, the Company agreed with one investor to waive a negative covenant and release related claims in exchange for increases in the principal amounts of three existing notes and changes to certain covenant terms.

Key Details

• Notes increased: May 21, 2025 note from $110,000 to $121,000; July 21, 2025 note from $277,778 to $305,556; September 25, 2025 note from $550,000 to $605,000.
• Covenant changes: investor granted a waiver of a negative covenant and release of related claims; amendment modifies a “key person” covenant and raises the required minimum cash and Bitcoin held in custody from $100,000 to $3,500,000.
• The full form of the Amendment is filed as Exhibit 10.1 to the 8-K.

Why It Matters

• These changes alter the Company’s obligations to a holder of its debentures—increasing the outstanding principal on three notes and tightening the Company’s liquidity covenant by raising the minimum cash/Bitcoin balance to $3.5M.
• For investors, the amendment may affect the Company’s near-term debt profile and liquidity requirements; the filed amendment provides the definitive terms for evaluation without additional speculation.