Caring Brands (CABR) risk factors, FY2025 10-K

Risks Related to Our Business

1. 01Caring Brands has a limited operating history, which makes it difficult to accurately evaluate our business prospects
2. 02Our financial situation creates doubt whether we will continue as a going concern
3. 03If we are unable to keep up with rapid technological changes, our products may become obsolete
4. 04We may not have adequate capital to fund our business
5. 05Competition could adversely affect our business
6. 06We may not be able to successfully compete against companies with substantially greater resources
7. 07If we are unable to develop and maintain our brand and reputation for our product offerings, our business and prospects could be materially harmed
8. 08We depend heavily on key personnel, and turnover of key senior management could harm our business
9. 09We are subject to government regulation, and unfavorable changes could substantially harm our business and results of operations
10. 10Our products may not meet health and safety standards or could become contaminated
11. 11The sale of our products involves product liability and related risks that could expose us to significant insurance and loss expenses
12. 12The success of our business will depend upon our ability to create and expand our brand awareness
13. 13We must develop and introduce new products to succeed
14. 14We cannot assure you that we will develop additional products in the future
15. 15Adverse publicity associated with our products or ingredients, or those of similar companies, could adversely affect our sales and revenue
16. 16Any success we may achieve at a given stage of our clinical trials does not guarantee that we will achieve success at any subsequent stage, including without limitation final FDA approval
17. 17We have limited experience in completing regulatory filings and any delays in regulatory filings could materially affect our financial condition
18. 18If serious adverse or undesirable side effects are identified during the development of our product candidates, we may abandon or limit our development or commercialization of such product candidates
19. 19The timing of any future clinical trials depends on our ability to recruit patients to participate as well as to subsequently dose these patients and complete required follow-up periods
20. 20Completion of our clinical trials and commercialization of our product candidates require access to, or development of, facilities to manufacture a sufficient supply of our product candidates. We intend to utilize third parties to manufacture NoStingz, Photocil, CB-101 and the Hair Enzyme Booster (JW-700)
21. 21It is uncertain whether product liability insurance will be adequate to address product liability claims, or that insurance against such claims will be affordable or available on acceptable terms in the future
22. 22If we are unable to establish relationships with licensees or collaborators to carry out sales, marketing, and distribution functions or to create effective marketing, sales, and distribution capabilities, we will be unable to market our products successfully
23. 23Our ability to market our products in the United States depends on their regulatory classification and compliance with applicable regulations
24. 24Commercial success of our OTC/Cosmetic product candidates will depend on the acceptance of these products by physicians, payers, and patients
25. 25In addition, pandemics, such as COVID-19, could decrease consumer spending and adversely affect demand for our products
26. 26Natural disasters and other events beyond our control could materially adversely affect us
27. 27We may not meet our product development and commercialization milestones
28. 28Our operations in international markets involve inherent risks that we may not be able to control

Risks Relating to the Separation

1. 29We may be unable to achieve some or all of the benefits that we expect to achieve from the Separation
2. 30We have a limited operating history as a publicly traded company, and our historical financial information is not necessarily representative of the results we would have achieved as a publicly traded company and may not be a reliable indicator of our future results
3. 31Following the Separation, we are be responsible for the additional costs associated with being a publicly traded company, including costs related to corporate governance, investor and public relations and public reporting
4. 32We may not be able to access the credit and capital markets at the times and in the amounts needed on acceptable terms
5. 33The insurance that we maintain may not fully cover all potential exposures
6. 34Some of our directors and executive officers own Safety Shot common stock or options to acquire Safety Shot common stock and hold positions with Safety Shot, which could cause conflicts of interest, or the appearance of conflicts of interest, that result in our not acting on opportunities we otherwise may have

Risks Related to our Financial Position and Capital Needs

1. 35Raising additional capital may cause dilution to our existing stockholders, restrict our operations or require us to relinquish rights to our technologies or other assets
2. 36Changes in tax laws and unanticipated tax liabilities could adversely affect our effective income tax rate and ability to achieve profitability

Risks Related to our Intellectual Property

1. 37We may incur substantial costs as a result of litigation or other proceedings relating to patent and other intellectual property rights
2. 38A third party may sue us or one of our strategic collaborators for infringing its intellectual property rights. Likewise, we may need to resort to litigation to enforce licensed rights or to determine the scope and validity of third-party intellectual property rights
3. 39Any inability to protect our intellectual property rights could reduce the value of our products and brands, which could adversely affect our financial condition, results of operations and business
4. 40The intellectual property behind our products may include unpublished know-how as well as existing and pending intellectual property protection. All intellectual property protection eventually expires, and unpublished know-how is dependent on key individuals
5. 41If we are not able to adequately protect our intellectual property, then we may not be able to compete effectively, and we may not be profitable

Risks Related to Ownership of Our Securities

1. 42We are an “emerging growth company” and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our common stock less attractive to investors
2. 43Our management has limited experience in managing the day-to-day operations of a public company and, as a result, we may incur additional expenses associated with the management of our Company
3. 44Compliance with changing corporate governance regulations and public disclosures may result in additional risks and exposures
4. 45Certain of our stockholders hold a significant percentage of our outstanding voting securities, which could reduce the ability of minority stockholders to effect certain corporate actions
5. 46If securities or industry analysts publish inaccurate or unfavorable research about our business, our stock price could decline
6. 47Our issuance of additional common stock or preferred stock may cause our common stock price to decline, which may negatively impact your investment
7. 48Our common stock may become subject to the SEC’s penny stock rules and accordingly, broker-dealers may experience difficulty in completing customer transactions and trading activity in our securities may be adversely affected
8. 49If we are unable to implement and maintain effective internal control over financial reporting in the future, investors may lose confidence in the accuracy and completeness of our financial reports and have an adverse effect on the value of our securities
9. 50As an emerging growth company, our auditor will not be required to attest to the effectiveness of our internal controls

Risks Related to Ownership of Our Common Stock

1. 51Our management has limited experience in managing the day-to-day operations of a public company and, as a result, we may incur additional expenses associated with the management of our Company
2. 52The market price of our securities may be volatile, which could cause the value of your investment to decline
3. 53We may not be able to satisfy listing requirements of the NASDAQ or obtain or maintain a listing of our common stock on the NASDAQ
4. 54We do not intend to pay dividends for the foreseeable future
5. 55Sales of a substantial number of shares of our Common Stock in the public market could cause our stock price to fall
6. 56Anti-takeover provisions in the Company’s charter and bylaws may prevent or frustrate attempts by stockholders to change the board of directors or current management and could make a third-party acquisition of the Company difficult