Risk Factors Dashboard
Once a year, publicly traded companies issue a comprehensive report of their business, called a 10-K. A component mandated in the 10-K is the ‘Risk Factors’ section, where companies disclose any major potential risks that they may face. This dashboard highlights all major changes and additions in new 10K reports, allowing investors to quickly identify new potential risks and opportunities.
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Risk Factors - GRAMF
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ITEM 1A. ITEM 1B. RISK FACTORS.
RISK FACTOR SUMMARY
Our business is subject to a number of risks and uncertainties that may affect the value of the Company's Common Stock. This non-exhaustive summary does not address all of the risks. Additional discussion of the risks summarized in this risk factor summary; and other risks can be found below under the heading “Risk Factors” and should be carefully considered, together with other information in this Annual Report and our other filings with the SEC, before making a decision to invest in our Common Stock. Additional discussion of the risks summarized in this risk factor summary; and other risks we face, can be found below under the heading “Risk Factors” and should be carefully considered, together with other information in this Annual Report and our other filings with the SEC, before making a decision to invest in our Common Shares. These risks include, but are not limited to the following:
•Each of Gold Flora, LLC and TPCO have a history of losses, and we may never achieve profitability or generate positive cash flow.
•Cannabis continues to be a controlled substance under the CSA.
•The approach to the enforcement of Regulated Cannabis laws may be subject to change or may not proceed as previously outlined.
•We are subject to applicable anti-money laundering laws and regulations.
•We may have difficulty accessing the services of banks, which may make it difficult to operate its business.
•We may have difficulty accessing public and private capital.
•We are subject to the risks associated with governmental approvals, permits and compliance with applicable laws.
•There may be difficulty with the enforceability of our contracts.
•Certain jurisdictions currently prohibit public companies from operating in the cannabis businesses.
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•Political uncertainty may have an adverse impact on our operating performance and results of operations.
•Significant failure or deterioration of our quality control systems may adversely impact us.
•We may be subject to product liability claims.
•Controversy surrounding vaporizers and vaporizer products may materially and adversely affect the market for vaporizer products and expose us to litigation and additional regulation.
•We face competition from the illegal cannabis market.
•We are subject to environmental regulations and risks.
•We are reliant on our management team.
•Potential future sales of shares could adversely affect prevailing market prices for the Common Stock.
•There may be a limited market for our securities.
•If we fail to comply with the rules under Sarbanes-Oxley related to accounting controls and procedures in the future, or, if we discover further material weaknesses or other deficiencies in our internal control over financial reporting or we fail to maintain effective disclosure controls and procedures, our stock price could decline significantly and raising capital could be more difficult.
•We may not realize the anticipated synergies, cost savings or profits from acquisitions.
•Competition in the cannabis industry is intense and increased competition by larger and better-financed competitors could materially and adversely affect the business, financial condition and results of operations of the Company.
•The cannabis industry is difficult to forecast.
•We may be subject to the risk of litigation.
•We may be subject to risks related to information technology systems, including cyberattacks.
•COVID-19, or the future outbreak of any other highly infectious or contagious diseases, could materially and adversely impact or cause disruption to our operations, performance, financial condition, results of operations and cash flows.
•If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about us or our business, the Common Stock trading price and volume could decline.
•The market price of the Common Stock may be highly volatile.
•We may be required to take further write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and Common Stock price, which could cause investors to lose some or all of their investment.
RISK FACTORS
An investment in the Company involves a number of risks. In addition to the other information contained in this Annual Report, investors should give careful consideration to the following risk factors. Any of the matters highlighted in these risk factors could adversely affect our business and financial condition, causing an investor to lose all, or part of, its, his or her investment. The risks and uncertainties described below are those we currently believe to be material, but they are not the only ones we face. If any of the following risks, or any other risks and uncertainties that we have not yet identified or that we currently consider not to be material, actually occur or become material risks, our business, prospects, financial condition, results of operations and cash flows and consequently the price of our securities could be materially and adversely affected.
Risks Related to the Business Combination
Each of Gold Flora, LLC and TPCO have a history of losses, and we may never achieve profitability or generate positive cash flow.
TPCO had an operating loss of $242,938 (including an impairment loss of $130,567) for the year ended December 31, 2022 and an operating loss of $733,885 (including an impairment loss of $575,499) for the year ended December 31, 2021. Gold Flora had operating loss of $46,745 for the year ended December 31, 2023, an operating income of $3,175 for the year ended December 31, 2022, and an operating loss of $6,062 for the year ended December 31, 2021. Gold Flora Corporation may never achieve profitability or generate positive cash flow, which could cause Gold Flora Corporation to curtail its operations and could adversely affect your investment.
We may not realize the anticipated benefits of the Business Combination.
The Business Combination was consummated to strengthen the position of each of Gold Flora, LLC and TPCO and to create the opportunity to realize anticipated benefits including, among other things, those set forth above under the heading “
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