T3 Defense (DFNS) FY2025 10-K Risk Factors: 47 New, 31 Dropped

What the changes say

T3 Defense divested its fintech business and transformed into an aerospace and defense distributor acquiring multiple Israeli defense companies.

What changed since the prior 10-K

New

NewRisks Related to Our Business
The audited consolidated financial statements included in this Annual Report have been prepared assuming the Company will continue as a going concern
The company reported negative working capital of $30 million and a stockholders' deficit of $15.6 million as of December 31, 2025.
NewRisks Related to Our Business
Our unprecedented transformation from financial technology to aerospace and defense lacks any operational track record and may completely fail
Management has no prior aerospace and defense track record, having completely transformed from financial technology.
NewRisks Related to Our Business
We are attempting to integrate multiple defense companies simultaneously without any aerospace and defense experience
The company is simultaneously integrating Star 26, Tiltan, Nimbus, and ITS across multiple countries without prior defense M&A experience.
NewRisks Related to Our Business
Our Chief Executive Officer’s commitments to other companies may limit his ability to devote full-time attention to our business and could result in competition or conflicts of interest, which could adversely affect our operations and financial performance
CEO Menachem Shalom serves as CEO of multiple other entities including Star 26, Motomova, and Hold Me, creating potential conflicts.
NewRisks Related to Our Business
We have divested our financial technology business and are now building a defense business, creating operational complexity and execution risk
The dual-track strategy of divesting fintech while acquiring defense companies creates operational complexity and execution risk.
NewRisks Related to Our Business
Our pivot from fintech to the defense sector exposes us to new operational, regulatory, and market risks for which we have limited prior experience
Management lacks experience distributing advanced defense technologies primarily sourced from Israeli companies.
NewRisks Related to Our Business
We have an exclusive distribution agreement with an Israeli supplier, and any termination, non-renewal, or disruption in this relationship could severely impact our operations
An exclusive U.S. distribution agreement with BladeRanger for drone payloads imposes minimum purchase commitments for Years 1 to 3.
NewRisks Related to Our Business
Our minimum purchase and revenue commitments under the BladeRanger distribution agreement creates financial risks, including potential cash flow strains and inventory overhang
Failing to meet BladeRanger minimum purchase commitments could strain cash flows, cause inventory overhang, or lead to obsolescence write-offs.
NewRisks Related to Our Business
We have entered into an exclusive distribution agreement with minimum purchase and revenue commitments that we may be unable to meet, which could result in the loss of exclusivity or termination of these agreements, materially harming our business and financial condition
The BladeRanger agreement requires purchasing 5 units in Year 1, 10 units in Year 2, and 15 units in Year 3.
NewRisks Related to the Defense Industry
We lack the facility security clearances and cleared personnel required for 90% of U.S. defense contracts
The company lacks facility security clearances and cleared personnel required for 90% of U.S. defense contracts.
NewRisks Related to the Defense Industry
Fixed-price defense contracts expose us to unlimited losses without cost estimation experience
Fixed-price defense contracts expose the company to unlimited cost overruns without prior cost estimation experience.
NewRisks Related to the Defense Industry
Export control violations could result in criminal prosecution and permanent debarment
The company lacks ITAR and EAR compliance programs, creating extreme risk of export control violations and permanent debarment.
NewRisks Related to the Defense Industry
We face overwhelming competition from established prime contractors
NewRisks Related to the Defense Industry
We must comply with complex defense regulations without any infrastructure
NewRisks Related to the Defense Industry
Our defense distribution business is subject to complex export control laws and regulations, including ITAR and EAR, and failure to comply could result in significant fines, loss of export privileges, and reputational damage
NewRisks Related to the Defense Industry
Dependence on government and homeland security customers exposes us to risks associated with budget constraints, procurement processes, and policy changes
NewRisks Related to the Defense Industry
The defense procurement process is lengthy, complex, and highly competitive, which may prevent us from achieving the revenue targets required under our distribution agreements
NewRisks Related to the Defense Industry
We face potential liability and indemnification obligations related to the defense products we distribute, which could expose us to significant financial losses
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
The ongoing “Swords of Iron” war and the broader military conflict in the Middle East have had, and may continue to have, a material adverse effect on our Israeli operations, supply chains, personnel, and ability to execute our business strategy
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Mandatory military reserve duty obligations have resulted in, and may continue to result in, significant personnel shortages that disrupt our operations, production schedules, and ability to fulfill contractual obligations
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Escalating global conflicts, particularly the ongoing wars in the Middle East and Ukraine, create both heightened demand and severe operational risks for our business
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
We do not carry war risk insurance for our Israeli operations, and losses arising from military conflict would be entirely unrecovered
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
The conflict has resulted in limitations on exports to Israel, attacks on defense companies by anti-Israeli organizations, and reputational risks that may impair our ability to conduct international business
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Our business partners, customers, and suppliers may invoke force majeure or otherwise fail to perform their contractual obligations as a result of the conflict, which could disrupt our operations and revenue
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Rising global defense spending may not translate into revenue for our company, and shifts in government budget priorities could adversely affect demand for our products and services
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
U.S. trade policy, including tariffs and export restrictions, may increase our costs, disrupt our supply chains, and limit our market access
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Intensifying great-power competition and the fragmentation of international trade and security frameworks create systemic risks to our business model
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Our Israeli operations face active military conflict without war risk insurance
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Operating across multiple jurisdictions creates irreconcilable legal conflicts
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Our foreign ownership structure may permanently preclude classified U.S. defense programs
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
Geopolitical tensions, international conflicts, or changes in U.S.-Israel relations could disrupt our supply chain and restrict our ability to distribute defense technologies
NewRisks Related to the Ongoing Conflict in Israel and Regional Instability
We are subject to stringent U.S. and international regulations governing defense technologies, and non-compliance could result in fines, loss of licenses, or restrictions on our operations
NewRisks Related to Our Financial Condition
We lack the financial infrastructure required for defense contracting
NewRisks Related to Our Existing Capital Structure
The outstanding warrants, convertible preferred stock, and our equity line of credit facility may result in substantial dilution to existing stockholders and depress our stock price
NewRisks Related to Our Existing Capital Structure
The price-based anti-dilution provisions in our convertible preferred stock may create a self-reinforcing cycle of dilution if our stock price declines
NewRisks Related to Our Existing Capital Structure
The substantial overhang of shares issuable upon conversion of preferred stock and exercise of outstanding warrants may depress our stock price regardless of our operating performance
NewRisks Related to Our Existing Capital Structure
We expect to issue additional shares of Common Stock or other securities in the future to fund acquisitions and operations, which would further dilute existing stockholders
NewRisks Related to Our Existing Capital Structure
Our stock price has been and may continue to be highly volatile, and investors may not be able to resell their shares at or above the price at which they purchased them
NewRisks Related to Our Existing Capital Structure
We are currently at risk of failing to maintain the minimum bid price required by Nasdaq Listing Rules
NewRisks Related to Our Existing Capital Structure
We might not be able to consummate the second tranche of our recent financing
NewRisks Related to Our Existing Capital Structure
Star has the right to require the Company to exchange the Investment Note for all the shares of Star then held by the Company if the Common Stock is delisted
NewRisks Related to Our Existing Capital Structure
Changes in U.S. and foreign tax laws, as well as the application of such laws, could adversely impact our financial position and operating results
NewRisks Related to Our Employees and Other Service Providers
Cybersecurity requirements exceed our current capabilities
NewRisks Related to Our Employees and Other Service Providers
Environmental liabilities could exceed our resources
NewRisks Related to Our Employees and Other Service Providers
The holder of our Series B Convertible Preferred Stock has additional voting power as compared to the holders of our Common Stock
NewRisks Related to Our Employees and Other Service Providers
We may never achieve profitability
NewRisks Related to Our Employees and Other Service Providers
In addition, our global operations expose us to risks associated with public health crises, such as pandemics and epidemics, which could harm our business and cause our operating results to suffer. Defense programs may be delayed or suspended during national emergencies, affecting our revenue and operations

Dropped

DroppedRisks Related to Nukkleus’s Business
Failure to complete the acquisition of Star may result in paying a termination fee to Star and could harm our common stock price and future business and operations
Failure to complete the Star acquisition could trigger a $1.0 million termination fee.
DroppedRisks Related to Nukkleus’s Business
If the conditions to the Star Agreement are not satisfied or waived, the acquisition may not occur
Unsatisfied conditions in the Star Agreement could delay or prevent the acquisition.
DroppedRisks Related to Nukkleus’s Business
We have a limited operating history in an evolving and highly volatile industry, which makes it difficult to evaluate our future prospects and may increase the risk that we will not be successful
Nukkleus had a limited operating history in blockchain payment processing.
DroppedRisks Related to Nukkleus’s Business
We face intense and increasing competition and, if we do not compete effectively, our competitive positioning and our operating results will be harmed
DroppedRisks Related to Nukkleus’s Business
We are subject to credit risks in respect of counterparties, including financial institutions
Intense competition in the rapidly changing payment processing industry.
DroppedRisks Related to Nukkleus’s Business
Our banking relationships for transaction processing are concentrated in a small number of partners
DroppedRisks Related to Nukkleus’s Business
3. High Risk — applying enhanced due diligence
DroppedRisks Related to Nukkleus’s Business
3. Documentation — this can be done with one document only and need not be independently certified
Credit risks regarding counterparties and financial institutions holding cash.
DroppedRisks Related to Nukkleus’s Business
7. Requiring the first payment to be carried out through an account in the customer’s name with a bank subject to similar customer due diligence standards
Concentrated banking relationships for transaction processing.
DroppedRisks Related to Nukkleus’s Business
The ownership structure of the company appears unusual or excessively complex given the nature of the company’s business
Applying enhanced due diligence for high-risk customers.
DroppedRisks Related to Nukkleus’s Business
Third leg countries identified by credible sources as having a low level of corruption or other criminal activity
Executing specific documentation and monitoring tasks for high-risk customers.
DroppedRisks Related to Nukkleus’s Business
Product or Service Products or transactions that might favour anonymity Life insurance policies for which the premium is low
Assessing customer risk based on geography and product type.
DroppedRisks Related to Nukkleus’s Business
Low risk factors Normal risk factors High risk factors
Company ownership structure appearing unusual or complex for payment processing.
DroppedRisks Related to Nukkleus’s Business
Company must have documented procedures
Assessing anti-money laundering controls in third-leg countries.
DroppedRisks Related to Nukkleus’s Business
Risk Types Assessment factors Information sources
Risks specific to anonymous financial products, life insurance, and pension schemes.
DroppedRisks Related to Nukkleus’s Business
Organizational Risk The inherent organizational risks in relation to financial crime and convoluted organizational structures in relation to shareholdings and establishing the UBO’s
DroppedRisks Related to Nukkleus’s Business
Our compliance and risk management methods might not be effective and may result in outcomes that could adversely affect our reputation, operating results, and financial condition. We rely on third parties for some of our KYC and other compliance obligations
DroppedRisks Related to Nukkleus’s Business
We rely on connectivity with blockchain networks for our Platforms
DroppedRisks Related to Nukkleus’s Business
If we fail to develop, maintain, and enhance our brand and reputation, our business, operating results, and financial condition may be adversely affected. Moreover, unfavorable media coverage could negatively affect our business
DroppedRisks Related to Nukkleus’s Business
Concerns about the environmental impacts of blockchain technology could adversely impact usage and perceptions of Nukkleus, its subsidiaries and our Platforms
DroppedRisks Related to Nukkleus’s Platforms
Due to unfamiliarity and some negative publicity associated with blockchain technology, our customer base may lose confidence in products and services that utilize blockchain technology
DroppedRisks Related to Nukkleus’s Financial Condition
We are subject to complex income and non-income tax laws and regulations in the United States and a variety of foreign jurisdictions. Both the United States and foreign jurisdictions may revise corporate income tax and other non-income tax laws which could impact the amount of tax due in such jurisdiction
DroppedRisks Related to Nukkleus’s Financial Condition
We may be affected by fluctuations in currency exchange rates
DroppedRisks Related to Government Regulation
We are subject to various laws and regulations, and any adverse changes to, or our failure to comply with, any laws and regulations could adversely affect our brand, reputation, business, operating results, and financial condition
DroppedRisks Related to Government Regulation
Legislative and regulatory actions taken now or in the future may increase our costs and impact our business, governance structure, financial condition or results of operations
DroppedRisks Related to Government Regulation
The financial services industry is subject to intensive regulation. Major changes in laws and regulations, as well as enforcement actions, could adversely affect our business, financial position, results of operations and prospects
DroppedRisks Related to Government Regulation
Our consolidated balance sheets may not contain sufficient amounts or types of regulatory capital to meet the changing requirements of our various regulators worldwide, which could adversely affect our business, operating results, and financial condition
DroppedRisks Related to Government Regulation
We obtain and process a large amount of sensitive customer data. Any real or perceived improper use of, disclosure of, or access to such data could harm our reputation, as well as have an adverse effect on our business
DroppedRisks Related to Government Regulation
We are and may continue to be subject to litigation, including individual and class action lawsuits, as well as regulatory audits, disputes, inquiries, investigations and enforcement actions by regulators and governmental authorities
DroppedRisks Related to Nukkleus’s Intellectual Property
In the future we may be sued by third parties for alleged infringement of their proprietary rights
DroppedRisks Related to Nukkleus’s Intellectual Property
Our and our ecosystem partners’ products and services, including the blockchain technologies on which our Platforms are built, contain third-party open source software components, and failure to comply with the terms of the underlying open source software licenses could harm our business

Reworded

93% rewrittenRisks Related to Our Employees and Other Service Providers
Adverse economic conditions may adversely affect our business
Shifted focus from foreign exchange and blockchain markets to defense budget appropriations, continuing resolutions, and sequestration risks.
92% rewrittenRisks Related to Our Existing Capital Structure
Business metrics and other estimates are subject to inherent challenges in measurement, and our business, operating results, and financial condition could be adversely affected by real or perceived inaccuracies in those metrics
Replaced fintech metrics like transaction volume with defense metrics including contract backlog, book-to-bill ratios, and win rates.
81% rewrittenRisks Related to Our Employees and Other Service Providers
We may be adversely affected by natural disasters, pandemics, and other catastrophic events, and by man-made problems such as war or terrorism, that could disrupt our business operations, and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster
Added specific risks for Israeli subsidiaries facing regional conflicts, facility damage, and military workforce mobilization.
76% rewrittenRisks Related to Our Existing Capital Structure
The nature of our business requires the application of complex financial accounting rules, and there is limited guidance from accounting standard setting bodies. If financial accounting standards undergo significant changes, our operating results could be adversely affected
Added requirements to adopt government cost accounting standards and comply with DCAA regulations.
66% rewrittenRisks Related to Our Business
Any significant disruption in our technology could adversely impact our brand and reputation and our business, operating results, and financial condition
Swapped blockchain and internet access reliance for DFARS cybersecurity and classified information processing standards.
52% rewrittenRisks Related to Our Employees and Other Service Providers
Delaware law and our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable
Added potential CFIUS review triggers resulting from foreign ownership structure and defense operations.
Was: Delaware law and our Certificate of Incorporation and Bylaws will contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable
52% rewrittenRisks Related to Our Employees and Other Service Providers
Acquisitions, joint ventures or other strategic transactions create certain risks and may adversely affect our business, financial condition or results of operations
Updated acquisition risk to reflect completed purchases of Israeli defense firms Star 26, Tiltan, Nimbus, and ITS.
46% rewrittenRisks Related to Our Employees and Other Service Providers
Cyberattacks and security breaches of our systems, or those impacting our customers or third parties, could adversely impact our brand and reputation and our business, operating results and financial condition
Replaced payment processing data security risks with defense industry standards including CMMC, DFARS, and NIST compliance.
39% rewrittenRisks Related to Our Employees and Other Service Providers
Such provisions, alone or together, could delay or prevent hostile takeovers and changes in control or changes in the Board or management
Was: Such provisions, alone or together, could delay or prevent hostile takeovers and changes in control or changes in the Nukkleus Board or management
32% rewrittenRisks Related to Our Business
We are subject to heightened operational and cybersecurity risks
Was: As a remote-first company, we are subject to heightened operational and cybersecurity risks
29% rewrittenRisks Related to Our Existing Capital Structure
If our estimates or judgment relating to our critical accounting policies prove to be incorrect, our operating results could be adversely affected
22% rewrittenRisks Related to Our Business
If we do not effectively manage our growth and the associated demands on our operational, risk management, sales and marketing, technology, compliance and finance and accounting resources, our business may be adversely impacted

All 66 risk factors

Headings as the filing states them, in filing order.

Risks Related to Our Business

01The audited consolidated financial statements included in this Annual Report have been prepared assuming the Company will continue as a going concernNew
02Our unprecedented transformation from financial technology to aerospace and defense lacks any operational track record and may completely failNew
03We are attempting to integrate multiple defense companies simultaneously without any aerospace and defense experienceNew
04Our Chief Executive Officer’s commitments to other companies may limit his ability to devote full-time attention to our business and could result in competition or conflicts of interest, which could adversely affect our operations and financial performanceNew
05If we do not effectively manage our growth and the associated demands on our operational, risk management, sales and marketing, technology, compliance and finance and accounting resources, our business may be adversely impacted22% rewritten
06We have divested our financial technology business and are now building a defense business, creating operational complexity and execution riskNew
07We are subject to heightened operational and cybersecurity risks32% rewritten
08Our pivot from fintech to the defense sector exposes us to new operational, regulatory, and market risks for which we have limited prior experienceNew
09We have an exclusive distribution agreement with an Israeli supplier, and any termination, non-renewal, or disruption in this relationship could severely impact our operationsNew
10Our minimum purchase and revenue commitments under the BladeRanger distribution agreement creates financial risks, including potential cash flow strains and inventory overhangNew
11We have entered into an exclusive distribution agreement with minimum purchase and revenue commitments that we may be unable to meet, which could result in the loss of exclusivity or termination of these agreements, materially harming our business and financial conditionNew
12Any significant disruption in our technology could adversely impact our brand and reputation and our business, operating results, and financial condition66% rewritten

Risks Related to the Defense Industry

13We lack the facility security clearances and cleared personnel required for 90% of U.S. defense contractsNew
14Fixed-price defense contracts expose us to unlimited losses without cost estimation experienceNew
15Export control violations could result in criminal prosecution and permanent debarmentNew
16We face overwhelming competition from established prime contractorsNew
17We must comply with complex defense regulations without any infrastructureNew
18Our defense distribution business is subject to complex export control laws and regulations, including ITAR and EAR, and failure to comply could result in significant fines, loss of export privileges, and reputational damageNew
19Dependence on government and homeland security customers exposes us to risks associated with budget constraints, procurement processes, and policy changesNew
20The defense procurement process is lengthy, complex, and highly competitive, which may prevent us from achieving the revenue targets required under our distribution agreementsNew
21We face potential liability and indemnification obligations related to the defense products we distribute, which could expose us to significant financial lossesNew

Risks Related to the Ongoing Conflict in Israel and Regional Instability

22The ongoing “Swords of Iron” war and the broader military conflict in the Middle East have had, and may continue to have, a material adverse effect on our Israeli operations, supply chains, personnel, and ability to execute our business strategyNew
23Mandatory military reserve duty obligations have resulted in, and may continue to result in, significant personnel shortages that disrupt our operations, production schedules, and ability to fulfill contractual obligationsNew
24Escalating global conflicts, particularly the ongoing wars in the Middle East and Ukraine, create both heightened demand and severe operational risks for our businessNew
25We do not carry war risk insurance for our Israeli operations, and losses arising from military conflict would be entirely unrecoveredNew
26The conflict has resulted in limitations on exports to Israel, attacks on defense companies by anti-Israeli organizations, and reputational risks that may impair our ability to conduct international businessNew
27Our business partners, customers, and suppliers may invoke force majeure or otherwise fail to perform their contractual obligations as a result of the conflict, which could disrupt our operations and revenueNew
28Rising global defense spending may not translate into revenue for our company, and shifts in government budget priorities could adversely affect demand for our products and servicesNew
29U.S. trade policy, including tariffs and export restrictions, may increase our costs, disrupt our supply chains, and limit our market accessNew
30Intensifying great-power competition and the fragmentation of international trade and security frameworks create systemic risks to our business modelNew
31Our Israeli operations face active military conflict without war risk insuranceNew
32Operating across multiple jurisdictions creates irreconcilable legal conflictsNew
33Our foreign ownership structure may permanently preclude classified U.S. defense programsNew
34Geopolitical tensions, international conflicts, or changes in U.S.-Israel relations could disrupt our supply chain and restrict our ability to distribute defense technologiesNew
35We are subject to stringent U.S. and international regulations governing defense technologies, and non-compliance could result in fines, loss of licenses, or restrictions on our operationsNew

Risks Related to Our Financial Condition

36We lack the financial infrastructure required for defense contractingNew

Risks Related to Our Existing Capital Structure

37The outstanding warrants, convertible preferred stock, and our equity line of credit facility may result in substantial dilution to existing stockholders and depress our stock priceNew
38The price-based anti-dilution provisions in our convertible preferred stock may create a self-reinforcing cycle of dilution if our stock price declinesNew
39The substantial overhang of shares issuable upon conversion of preferred stock and exercise of outstanding warrants may depress our stock price regardless of our operating performanceNew
40We expect to issue additional shares of Common Stock or other securities in the future to fund acquisitions and operations, which would further dilute existing stockholdersNew
41Our stock price has been and may continue to be highly volatile, and investors may not be able to resell their shares at or above the price at which they purchased themNew
42We are currently at risk of failing to maintain the minimum bid price required by Nasdaq Listing RulesNew
43We might not be able to consummate the second tranche of our recent financingNew
44Star has the right to require the Company to exchange the Investment Note for all the shares of Star then held by the Company if the Common Stock is delistedNew
45There is no assurance that we will achieve and maintain profitability or that our revenue and business models will be successful
46Changes in U.S. and foreign tax laws, as well as the application of such laws, could adversely impact our financial position and operating resultsNew
47If our estimates or judgment relating to our critical accounting policies prove to be incorrect, our operating results could be adversely affected29% rewritten
48The nature of our business requires the application of complex financial accounting rules, and there is limited guidance from accounting standard setting bodies. If financial accounting standards undergo significant changes, our operating results could be adversely affected76% rewritten
49Business metrics and other estimates are subject to inherent challenges in measurement, and our business, operating results, and financial condition could be adversely affected by real or perceived inaccuracies in those metrics92% rewritten
50We are subject to changes in financial reporting standards or policies, including as a result of choices made by us, which could materially adversely affect our reported results of operations and financial condition and may have a corresponding material adverse impact on capital ratios
51As a public company, we are required to develop and maintain proper and effective internal controls over financial reporting, and any failure to maintain the adequacy of these internal controls may adversely affect investor confidence in our company and, as a result, the value of our stock
52We might require additional capital to support business growth, and this capital might not be available or may require stockholder approval to obtain

Risks Related to Our Employees and Other Service Providers

53In the event of employee or service provider misconduct or error, our business may be adversely impacted
54The loss of our chief executive officer, or our failure to attract and retain other highly qualified personnel in the future, could adversely impact our business, operating results, and financial condition
55Our culture emphasizes innovation, and if we cannot maintain this culture as we grow, our business and operating results could be adversely impacted
56Cybersecurity requirements exceed our current capabilitiesNew
57Environmental liabilities could exceed our resourcesNew
58The holder of our Series B Convertible Preferred Stock has additional voting power as compared to the holders of our Common StockNew
59We may never achieve profitabilityNew
60Cyberattacks and security breaches of our systems, or those impacting our customers or third parties, could adversely impact our brand and reputation and our business, operating results and financial condition46% rewritten
61Adverse economic conditions may adversely affect our business93% rewritten
62We may be adversely affected by natural disasters, pandemics, and other catastrophic events, and by man-made problems such as war or terrorism, that could disrupt our business operations, and our business continuity and disaster recovery plans may not adequately protect us from a serious disaster81% rewritten
63In addition, our global operations expose us to risks associated with public health crises, such as pandemics and epidemics, which could harm our business and cause our operating results to suffer. Defense programs may be delayed or suspended during national emergencies, affecting our revenue and operationsNew
64Acquisitions, joint ventures or other strategic transactions create certain risks and may adversely affect our business, financial condition or results of operations52% rewritten
65Delaware law and our Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable52% rewritten
66Such provisions, alone or together, could delay or prevent hostile takeovers and changes in control or changes in the Board or management39% rewritten

Other T3 Defense 10-Ks

FY2024 10-K risk factors
50 risks
T3 Defense operates an evolving payment processing business using blockchain technology through its subsidiary Nukkleus and indirect subsidiary Match. The company faces high regulatory, financial crime, and compliance risks across multiple jurisdictions. Growth depends heavily on key banking partners, blockchain network connectivity, and retaining CEO Menachem Shalom.
Filed Feb 10, 2025

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The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.