Marygold Companies's biggest risks in the FY2024 10-K
- Marygold is a holding company dependent on USCF Investments for 58% of revenues.
- It operates diversified food and financial technology businesses with key-person concentration.
The risks most specific to Marygold Companies
The Company’s business and operation could be negatively affected by any material litigation involving the Company or its subsidiaries
USCF LLC, our indirect wholly-owned subsidiary, is currently the subject of class action litigation.
- Risks Related to our Business and Structure
We are dependent on certain key personnel, the loss of which may adversely affect our financial condition or results of operations
Major capital allocation and investment decisions depend heavily on CEO and Chairman Nicholas Gerber.
- Risks Related to our Business and Structure
We derive a substantial portion of our revenues from our USCF Investments subsidiary and, as a result, our operating results are particularly exposed to investor sentiment toward investing in the ETFs sponsored by USCF and advised by USCF Advisers
For the years ended June 30, 2024 and 2023, 58% and 60% of our revenues were derived from USCF Investments operations.
- Risks Related to our Business and Structure
We rely on third party suppliers, and our business may be affected by interruption of supplies or increases in product costs
Gourmet Foods obtains most food related products from third party suppliers without long-term contracts, risking supply interruptions and cost increases.
- Risks Related to Our Controlled Company Election and Status
We are a “controlled company” within the meaning of the NYSE American rules and rely on exemptions from various corporate governance requirements that provide protection to stockholders of other companies
We are a controlled company because more than 50% of our voting power is owned by Messrs. Gerber and Schoenberger.
- General Business Risks
We may not accurately predict revenue streams while we consume capital resources in acquiring new business opportunities or financings and capital market transactions or maintaining current capital investments which could materially and adversely impact our ability to meet operating expenses and capital requirements
Our Marygold subsidiary launched its fintech app in June 2023, and it is not a mature business.
- Risks Related to Ownership of Our Shares
Our board of directors may issue shares of preferred stock without stockholder approval
Our board may issue preferred stock without shareholder approval, with 49,360,000 shares of Series B Preferred Stock currently outstanding.
All 29 risk factors
Headings as the filing states them, in filing order.
Other
- 01The Company’s business and operation could be negatively affected by any material litigation involving the Company or its subsidiaries
Risks Related to our Business and Structure
- 02As a holding company, our assets are cash and cash equivalents, equity interests in our subsidiaries and our other investments
- 03We are dependent on certain key personnel, the loss of which may adversely affect our financial condition or results of operations
- 04We need qualified personnel to manage and operate our subsidiaries
- 05Abnormally wide bid/ask spreads and market disruptions that halt or disrupt trading or create extreme volatility could undermine investor confidence in the ETP investment structure and limit investor acceptance of ETPs
- 06We derive a substantial portion of our revenues from our USCF Investments subsidiary and, as a result, our operating results are particularly exposed to investor sentiment toward investing in the ETFs sponsored by USCF and advised by USCF Advisers
- 07We rely on third party suppliers, and our business may be affected by interruption of supplies or increases in product costs
- 08Product recalls or other product liability claims could materially and adversely affect us
- 09Adverse attention about these types of concerns, whether or not valid, may damage our reputation, discourage consumers from buying our products, or cause production and delivery disruptions that could negatively impact our net sales and financial condition
- 10In the past, we have expanded our business internationally. This expansion subjects us to increased operational, regulatory, financial and other risks
- 11We rely on trademarks, trade secrets, and other forms of intellectual property protections, which may not be adequate to protect us from misappropriation or infringement of our intellectual property
Legal, Compliance and Regulatory Risks
- 12Our business is subject to extensive government regulation and oversight. Our failure to comply with extensive, complex, overlapping, and frequently changing rules, regulations, and legal interpretations could materially harm our business
Risks Related to Our Controlled Company Election and Status
- 13We are a “controlled company” within the meaning of the NYSE American rules and rely on exemptions from various corporate governance requirements that provide protection to stockholders of other companies
- 14These independence standards are intended to ensure that directors who meet those standards are free of any conflicting interest that could influence their actions as directors
General Business Risks
- 15Our business and financial performance may be adversely affected by information systems interruptions, cybersecurity attacks or other disruptions which could have a material adverse effect on our business and results from operations
- 16Future acquisitions or business opportunities could involve unknown risks that could harm our business and adversely affect our financial condition and results of operations
- 17We could consume resources in researching acquisitions, business opportunities or financings and capital market transactions that are not consummated, which could materially adversely affect subsequent attempts to locate and acquire or invest in another business
- 18We may not accurately predict revenue streams while we consume capital resources in acquiring new business opportunities or financings and capital market transactions or maintaining current capital investments which could materially and adversely impact our ability to meet operating expenses and capital requirements
- 19We may fail to effectively integrate the businesses we acquire
- 20Our business may be impacted by political events, war, terrorism, public health issues, natural disasters and other circumstances that are not within our control
- 21Our intellectual property may not be adequately protected
Risks Related to Ownership of Our Shares
- 22Our stock price may change significantly, and you may not be able to sell your shares of our common stock at or above the price you paid or at all, and you could lose all or part of your investment as a result
- 23changes in general economic or market conditions or trends in our industries or markets; future issuances or sales or purchases of our common stock or other securities
- 24If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, our share price and trading volume could decline
- 25Current stock holdings may be diluted if we make future equity issuances or if outstanding options are exercised for shares of our common stock
- 26Our board of directors may issue shares of preferred stock without stockholder approval
- 27Future sales of our shares by our existing stockholders may cause our stock price to fall
- 28Because we have not and do not intend to pay cash dividends, our stockholders receive no current income from holding our stock
- 29We incur substantial costs to operate as a public reporting company
Other Marygold Companies 10-Ks
- FY2026 10-K risk factors37 risks3 new4 reworded
Fintech operations are now paused in both the US and UK, shifting the stated focus toward investment management.
Filed Sep 18, 2026 - FY2025 10-K risk factors34 risks6 new1 dropped7 reworded
Goodwill impairment of $1.4 million in beauty products led to a new impairment risk. Marygold paused its U.S. fintech app and shifted focus to a narrower U.K. version. USCF Investments generated 57% of revenues in fiscal 2025.
Filed Sep 19, 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.