What the changes say
- Substantial doubt exists regarding the company's ability to continue as a going concern due to liquidity and operating results challenges.
- FDA import alerts on key products like Ambrotose Life and Ambrotose Complex create operational disruptions.
- International markets represent 79.3% of net sales, heightening foreign currency and regulatory exposures.
What changed since the prior 10-K
New
- New
a compound used in our reformulated Advanced Ambrotose® complex that allows for a more potent concentration of the full range of mannose-containing polysaccharides occurring naturally in aloe
We face ongoing risks that pending patent applications for products like Ambrotose and PhytoMatrix may not issue or provide adequate protection.
- New
The global nutrition and skin care industries are intensely competitive and there is risk associated with competition from larger, more established companies who have greater financial resources
Larger competitors' greater resources for artificial intelligence technology in product development and customer engagement threaten our market share.
- New
Our financial statements contain a statement regarding a substantial doubt about the Company ’ s ability to continue as a going concern
Substantial doubt exists about our ability to continue as a going concern for the twelve-month period following this report.
- NewRisks Related to Our International Operations
risk of our independent associates offering business opportunities in China
United States policies and import-export restrictions concerning China and Korea may increase costs and regulatory scrutiny.
- NewRisks Related to Regulation
changes to, or interpretations of, existing regulations affecting our business
The FTC maintains non-binding guidance on multi-level marketing and could bring enforcement actions or seek consent decrees against our compensation plans.
- NewRisks Related to Regulation
export and import restrictions
FDA placed Ambrotose Life and Ambrotose Complex products and manufacturer Natural Aloe de Costa Rica on import alerts due to labeling and website claim issues.
- NewRisks Related to Owning Our Common Stock
the sale of large amounts of stock by insiders
General economic conditions, recessions, and interest rate fluctuations can negatively affect the market price of our common stock.
Dropped
- Dropped
The global nutrition and skin care industries are intensely competitive and the strengthening of any of our competitors could harm our business
- Dropped
unplanned outages or technical difficulties. We could also experience loss of data or processing capabilities, which could cause us to lose customers and could harm our reputation and operating results
- DroppedRisks Related to Regulation
selling companies. The suspension on issuing direct selling licenses remains in effect and it is unclear whether there will be changes to the application processes if and when the suspension is lifted
Reworded
- 94% rewrittenRisks Related to Regulation
If government regulations regarding network marketing change or are interpreted or enforced in a manner adverse to our business, we may be subject to new enforcement actions and material limitations regarding our overall business model
Updated to refine language regarding network marketing regulatory changes and potential enforcement actions.
- 87% rewrittenRisks Related to Regulation
If we violate governmental regulations or fail to obtain necessary regulatory approvals, our operations could be adversely affected
Added formatting changes to bullet points regarding product formulation, safety, trade practices, and customs duties regulations.
- 80% rewritten
Interruption or failure of our information technology and communications systems could impair the delivery of our service and harm our business
Expanded to explicitly mention risks of unplanned outages, technical difficulties, data loss, and vendor systems.
- 75% rewritten
If we are unable to protect the proprietary rights of our products, our business could suffer
Removed specific detailed descriptions of the MTech AO Blend formulation and Advanced Ambrotose complex components from the header.
- 50% rewrittenRisks Related to Owning Our Common Stock
Our stock price is volatile and may fluctuate significantly
Streamlined stock price volatility factors by removing bullet-point formatting.
- 40% rewrittenRisks Related to Our International Operations
If our international markets are not successful, our business could suffer
Maintained international market risk disclosures while cleaning up introductory formatting.
- 36% rewrittenRisks Related to Owning Our Common Stock
Our failure to comply with The Nasdaq Capital Market continued listing standards may adversely affect the price and liquidity of our shares of common stock as well as our ability to raise capital in the future
Updated Nasdaq Capital Market continued listing disclosures following the September 2024 transfer from the Global Select Market.
- 32% rewrittenRisks Related to Our International Operations
Currency exchange rate fluctuations could reduce our overall profits
Updated foreign net sales figures to show 79.3% in markets outside the US for 2025 compared to 76.3% for 2024.
- 30% rewritten
We use artificial intelligence in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations
- 29% rewritten
The loss of key high-level independent associate leaders could negatively impact our associate growth and our revenue
- 28% rewritten
Changes to our associate compensation arrangements could be viewed negatively by some independent associates, could cause failure to achieve desired long-term results and have a negative impact on revenue
- 24% rewritten
The loss of suppliers, shortages of raw materials or our failure to satisfy minimum purchase requirements could have an adverse effect on our business, financial condition, or results of operations
- 22% rewritten
We rely upon our existing cash balances and cash flow from operations to fund our business and meet our contractual obligations. In the event that we do not generate adequate cash flow from operations, we will need to raise money through a debt or equity financing, if available, or curtail operations
All 44 risk factors
Headings as the filing states them, in filing order.
Other
- 01If we are unable to attract and retain independent associates, our business may suffer
- 02The loss of key high-level independent associate leaders could negatively impact our associate growth and our revenue29% rewritten
- 03Changes to our associate compensation arrangements could be viewed negatively by some independent associates, could cause failure to achieve desired long-term results and have a negative impact on revenue28% rewritten
- 04An increase in the amount of commissions and incentives paid to independent associates could adversely affect our earnings
- 05The loss of key management personnel could adversely affect our business, financial condition, results of operations or independent associate relations
- 06If we are unable to protect the proprietary rights of our products, our business could suffer75% rewritten
- 07a compound used in our reformulated Advanced Ambrotose® complex that allows for a more potent concentration of the full range of mannose-containing polysaccharides occurring naturally in aloeNew
- 08Our inability to develop and introduce new products that gain independent associate, preferred customer, and market acceptance could harm our business
- 09Our failure to appropriately respond to changing consumer preferences and demand for new products or product enhancements could significantly harm our relationship with independent associates and preferred customers, our product sales, as well as our financial condition and operating results
- 10If our outside suppliers and manufacturers fail to supply products in sufficient quantities and in a timely fashion or fail to comply with our product safety and quality standards or applicable law, our business could suffer
- 11The loss of suppliers, shortages of raw materials or our failure to satisfy minimum purchase requirements could have an adverse effect on our business, financial condition, or results of operations24% rewritten
- 12If we are exposed to product liability claims, we may be liable for damages and expenses, which could affect our overall financial condition, results of operations and cash flows
- 13Our business is not currently exposed to customer concentration risk given that no independent associate has ever accounted for more than 10% of our consolidated net sales
- 14If we incur substantial liability from litigation, complaints, or enforcement actions or incur liabilities or penalties resulting from misconduct by our independent associates, our financial condition could suffer and could have a negative impact on our profitability and growth prospects
- 15The global nutrition and skin care industries are intensely competitive and there is risk associated with competition from larger, more established companies who have greater financial resourcesNew
- 16A downturn in the economy, could affect consumer purchases of discretionary items such as the health and wellness products that we offer, which could have an adverse effect on our business, financial condition, profitability, and cash flows
- 17Adverse or negative publicity could cause our business to suffer
- 18If our information technology system fails or if the implementation of new information technology systems is not executed efficiently and effectively, our business, financial position, and operating results could be adversely affected
- 19We use artificial intelligence in our business, and challenges with properly managing its use could result in reputational harm, competitive harm, and legal liability, and adversely affect our results of operations30% rewritten
- 20Interruption or failure of our information technology and communications systems could impair the delivery of our service and harm our business80% rewritten
- 21We rely upon our existing cash balances and cash flow from operations to fund our business and meet our contractual obligations. In the event that we do not generate adequate cash flow from operations, we will need to raise money through a debt or equity financing, if available, or curtail operations22% rewritten
- 22We have outstanding debt with our directors. Such indebtedness could adversely affect our cash flow and our ability to pursue desirable business opportunities
- 23We are subject to liquidity risk, which could adversely affect our financial condition and results of operations
- 24Our financial statements contain a statement regarding a substantial doubt about the Company ’ s ability to continue as a going concernNew
Risks Related to Our International Operations
- 25If our international markets are not successful, our business could suffer40% rewritten
- 26risk of our independent associates offering business opportunities in ChinaNew
- 27Currency exchange rate fluctuations could reduce our overall profits32% rewritten
Risks Related to Regulation
- 28If government regulations regarding network marketing change or are interpreted or enforced in a manner adverse to our business, we may be subject to new enforcement actions and material limitations regarding our overall business model94% rewritten
- 29changes to, or interpretations of, existing regulations affecting our businessNew
- 30Independent associates could fail to comply with our associate policies and procedures or make improper product, compensation, marketing or advertising claims that violate laws or regulations, which could result in claims against us that could harm our financial condition and operating results
- 31We may be held responsible for certain taxes or assessments relating to the activities of our independent associates, which could harm our financial condition and operating results
- 32Challenges by private parties to the form of our network marketing system could harm our business
- 33If our network marketing activities do not comply with government regulations, our business could suffer
- 34The Company may, directly or indirectly, be affected by government laws and regulations related to climate change
- 35If we violate governmental regulations or fail to obtain necessary regulatory approvals, our operations could be adversely affected87% rewritten
- 36export and import restrictionsNew
- 37Taxation and transfer pricing affect our operations and we could be subjected to additional taxes, duties, interest, and penalties in material amounts, which could harm our business
Risks Related to Owning Our Common Stock
- 38Our stock price is volatile and may fluctuate significantly50% rewritten
- 39the sale of large amounts of stock by insidersNew
- 40Certain shareholders, directors, and officers own a significant amount of our stock, which could allow them to influence corporate transactions and other matters
- 41We have implemented anti-takeover provisions that may help discourage a change of control
- 42Our failure to comply with The Nasdaq Capital Market continued listing standards may adversely affect the price and liquidity of our shares of common stock as well as our ability to raise capital in the future36% rewritten
- 43We are not required to pay dividends, and our Board of Directors may decide not to declare dividends in the future
- 44The reduced disclosure requirements applicable to us as a "smaller reporting company" may make our common stock less attractive to investors
Other Mannatech 10-Ks
- FY2024 10-K risk factors40 risks
The company relies heavily on 133,000 independent associates, with 76.3% of net sales generated internationally.
Filed Mar 26, 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.