What the changes say
- The company added numerous governance and compliance risks regarding internal controls, acquisitions, and capital raises.
- Customer concentration figures shifted, with two customers representing 38 percent and 17 percent of gross sales.
What changed since the prior 10-K
New
- NewRisks Related to our Business
Supply chain disruptions, including supplier instability and single-source dependence, could impair our ability to manufacture and deliver products
Disruptions in the supply chain or single-source suppliers could impair manufacturing and product delivery.
- NewRisks Related to our Business
If we cannot raise additional capital when needed, we may need to significantly reduce operations or delay growth plans, which would adversely affect our business
Exceeding expected growth will require additional capital or significant expense cuts if financing is unavailable.
- NewRisks Related to our Business
Failure to maintain quality control as we expand could result in non-compliant products and harm our reputation
Expansion and third-party manufacturers could strain quality controls, resulting in non-compliant products and liability claims.
- NewRisks Related to our Business
Damage or disruption at a warehouse could significantly impact our ability to fulfill orders and harm our results
Finished goods inventory stored in limited warehouse facilities risks damage from catastrophic events.
- NewRisks Related to our Business
Political instability, government shutdowns, or regulatory changes may disrupt our operations and increase costs
Political instability, elections, and government shutdowns create uncertainty regarding laws, taxes, and tariffs.
- NewRisks Related to our Business
Challenges identifying, completing, or integrating acquisitions could hinder our growth and profitability
Pursuing acquisitions involves risks of integration challenges, overvaluation, and diverted management attention.
- NewRisks Related to our Business
Failure to maintain effective internal controls could result in inaccurate reporting, regulatory penalties, and loss of investor confidence
Identifying material weaknesses in internal controls could increase operating costs and reduce investor confidence.
- NewRisks Related To Our Securities
Our shares of common stock have traded on the Nasdaq Capital Market from July 2021 to the present date. Historically there has been limited daily volume of trading in our common stock, which has limited the overall and perceived liquidity of our common stock on that market
Limited daily trading volume on the Nasdaq Capital Market creates price volatility and stock liquidity issues.
- NewRisks Related To Our Securities
Failure to maintain effective internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act could have a material impact on our business and stock price
Failing to maintain effective internal controls under Sarbanes-Oxley Section 404 could increase costs and impact stock price.
Dropped
- DroppedRisks Related to our Business
We have a limited history of profitability
Limited history of profitability and capital raised since inception.
- DroppedRisks Related to our Business
We may need additional capital, which may be difficult to raise for a variety of reasons
Uncertainty regarding raising additional capital for future growth.
- DroppedRisks Related to our Business
Disruption of our supply chain could adversely affect our business
- DroppedRisks Related to our Business
We may be unable to maintain quality control
- DroppedRisks Related to our Business
Our finished goods inventory is located in a small number of warehouse facilities. Any damage or disruption at a storage facility would have an adverse effect on our business, results of operations and financial condition
- DroppedRisks Related to our Business
Political and social conditions can impact our business
Reworded
- 100% rewrittenRisks Related To Our Securities
We currently have a limited trading volume, which can result in higher price volatility for, and reduced liquidity of, our common stock
Removed historical mention of the OTCQB listing from 2013 to July 2021.
- 83% rewrittenRisks Related To Our Securities
If securities or industry analysts do not publish research or reports about us, our business or our market, or if they change their recommendations regarding our stock adversely, our stock price and trading volume could decline
Removed a sentence regarding the identification of material weaknesses in internal control over financial reporting from the prior year text.
- 74% rewrittenRisks Related to our Business
We face competition from companies who produce similar products and other prepared foods, many of whom have longer operating histories or have substantially more financial resources
Removed a trailing sentence fragment mentioning FDA regulation at the end of the prior year text.
- 67% rewrittenRisks Related to our Business
The majority of our business depends on a limited number of principal customers
Updated fiscal year customer concentration figures, noting two customers representing 38 percent and 17 percent of gross sales in 2026.
- 63% rewrittenRisks Related to our Business
We may be subject to significant liability if the consumption of any of our products causes illness or physical harm
Minor punctuation adjustment removing a comma after tampering in the product liability risk.
All 35 risk factors
Headings as the filing states them, in filing order.
Risks Related to our Business
- 01The need for and effect of product recalls could have a material adverse impact on our business
- 02We may be subject to significant liability if the consumption of any of our products causes illness or physical harm63% rewritten
- 03The impact of various food safety issues, environmental, legal, tax, and other regulations and related developments could adversely affect our sales and profitability
- 04Increases in the cost and restrictions on the availability of raw materials could adversely affect our financial results
- 05Supply chain disruptions, including supplier instability and single-source dependence, could impair our ability to manufacture and deliver productsNew
- 06Higher energy costs and other factors affecting the cost of producing, transporting, and distributing our products could adversely affect our financial results
- 07The majority of our business depends on a limited number of principal customers67% rewritten
- 08Competitive product and pricing pressures in the food industry and the financial condition of customers and suppliers could adversely affect our ability to gain or maintain market share and/or profitability
- 09We face competition from companies who produce similar products and other prepared foods, many of whom have longer operating histories or have substantially more financial resources74% rewritten
- 10Global economic uncertainties continue to affect consumers’ purchasing habits and customer financial stability, which may affect sales volume and profitability on some of our products and have other impacts that we cannot fully predict
- 11If we cannot raise additional capital when needed, we may need to significantly reduce operations or delay growth plans, which would adversely affect our businessNew
- 12We rely on key personnel and, if we are unable to retain, motivate key personnel, or hire qualified personnel, we may not be able to grow effectively
- 13The failure of new product or packaging introductions to gain trade and consumer acceptance and address changes in consumer preferences could adversely affect our sales
- 14Changes in our promotional activities may impact, and may have a disproportionate effect on, our overall financial condition and results of operations
- 15We may not be able to successfully implement our growth strategy on a timely basis or at all
- 16We are currently selling products in food retailers in the United States. If we are unable to expand into additional mass-market retailers or sell products in a greater number of supermarkets, we will fall short of our projections and our business and financial condition would be adversely affected
- 17We may be unable to successfully execute our identified growth strategies or other growth strategies that we determine to pursue
- 18Failure to maintain quality control as we expand could result in non-compliant products and harm our reputationNew
- 19Our brand and reputation may suffer from real or perceived issues involving the labeling and marketing of our products as “natural.”
- 20Damage or disruption at a warehouse could significantly impact our ability to fulfill orders and harm our resultsNew
- 21We may be unable to defend our intellectual property
- 22Our intellectual property rights are valuable, and any inability to protect them could reduce the value of our services and brand
- 23Cyberattacks impacting our computer networks or information technology systems could have an adverse impact on our business
- 24Damage to our reputation can adversely impact our business
- 25Political instability, government shutdowns, or regulatory changes may disrupt our operations and increase costsNew
- 26Increases in income tax rates, changes in income tax laws or disagreements with tax authorities may impact our financial performance
- 27Challenges identifying, completing, or integrating acquisitions could hinder our growth and profitabilityNew
- 28Failure to maintain effective internal controls could result in inaccurate reporting, regulatory penalties, and loss of investor confidenceNew
Risks Related To Our Securities
- 29We currently have a limited trading volume, which can result in higher price volatility for, and reduced liquidity of, our common stock100% rewritten
- 30Our shares of common stock have traded on the Nasdaq Capital Market from July 2021 to the present date. Historically there has been limited daily volume of trading in our common stock, which has limited the overall and perceived liquidity of our common stock on that marketNew
- 31You may experience dilution of your ownership interest because of the future issuance of additional shares of our common stock and our preferred stock
- 32If and when a larger trading market for our common stock develops, the market price of our common stock is still likely to be highly volatile and subject to wide fluctuations, and you may be unable to resell your shares at or above the price at which you acquired them
- 33We have never declared or paid any cash dividends or distributions on our common stock. We currently intend to retain our future earnings, if any, to support operations and to finance expansion, and therefore we do not anticipate paying any cash dividends on our common stock in the foreseeable future
- 34If securities or industry analysts do not publish research or reports about us, our business or our market, or if they change their recommendations regarding our stock adversely, our stock price and trading volume could decline83% rewritten
- 35Failure to maintain effective internal control over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act could have a material impact on our business and stock priceNew
Other Mama's Creations 10-Ks
- FY2025 10-K risk factors32 risks
Customer concentration is high, with one customer representing 44% of gross sales as of January 31, 2025. Profitability is limited, with net profit totaling $0.2 million on $23.3 million raised since inception. Growth heavily relies on expanding product distribution into additional mass-market retailers and supermarkets.
Filed Apr 08, 2025
About this page
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.