OLB Group (OLB) risk factors, FY2025 10-K

Risks Related to Our Company

1. 01The substantial and continuing losses, and significant operating expenses incurred in the past few years may cause us to be unable to pursue all of our operational objectives if sufficient financing and/or additional cash from revenues is not realized48% rewritten
2. 02We have historically relied on related parties and affiliates to finance our operations, but there is no guarantee that these parties will continue to finance our operations in the future
3. 03We operate in a complex regulatory environment, and failure to comply with applicable laws and regulations could adversely affect our business
4. 04We may not be able to integrate new technologies and provide new services in a cost-efficient manner
5. 05Disruptions in our networks and infrastructure may result in customer dissatisfaction, customer loss or both, which could materially and adversely affect our reputation and business
6. 06Our positioning in the marketplace as a smaller provider places a significant strain on our resources, and if not managed effectively, could result in operational inefficiencies and other difficulties
7. 07We must attract and retain skilled personnel. If we are unable to hire and retain technical, technical sales and operational employees, our business could be harmed
8. 08We are dependent on the continued services and performance of our senior management and other key employees, the loss of any of whom could adversely affect our business, operating results, financial condition and cash flows
9. 09Our Chief Financial Officer is currently employed on a part-time basis
10. 10Our success depends on our continued investment in research and development, the level and effectiveness of which could reduce our profitability

Risks Related to Our Business

1. 11We operate in a regulatory environment that is evolving and uncertain
2. 12We may be liable for misstatements made by issuers on our platform
3. 13The types of offerings that we expect to be posted on our platform are relatively new in an industry that is still quickly evolving
4. 14CrowdPay and its providers are vulnerable to hackers and cyber-attacks
5. 15CrowdPay currently relies on one escrow agent and technology service provider
6. 16We are dependent on general economic conditions
7. 17We face significant market competition
8. 18Our revenues and profits are subject to fluctuations
9. 19We are substantially dependent on our eVance business for revenue. If we are unable to maintain our eVance business for any reason (including the various reasons described in the risk factors herein) or for no reason it will have a material adverse effect on our Company
10. 20Our ability to anticipate and respond to changing industry trends and the needs and preferences of our merchants and consumers may adversely affect our competitiveness or the demand for our products and services
11. 21Substantial and increasingly intense competition worldwide in the financial services and payment technology industries may adversely affect our overall business and operations
12. 22Potential changes in the competitive landscape, including disintermediation from other participants in the payments chain, could harm our business
13. 23Global economic, political and other conditions may adversely affect trends in consumer, business and government spending, which may adversely impact the demand for our services and our revenue and profitability
14. 24Our inability to protect our systems and data from continually evolving cybersecurity risks or other technological risks could affect our reputation among our merchants and consumers and may expose us to liability
15. 25We may experience failures in our processing systems due to software defects, computer viruses and development delays, which could damage customer relations and expose us to liability
16. 26Degradation of the quality of the products and services we offer, including support services, could adversely impact our ability to attract and retain merchants and partners
17. 27Continued consolidation in the banking industry could adversely affect our growth
18. 28Increased customer, referral partner or sales partner attrition could cause our financial results to decline
19. 29We incur chargeback liability when our merchants refuse to or cannot reimburse chargebacks resolved in favor of their customers. Any increase in chargebacks not paid by our merchants may adversely affect our business, financial condition or results of operations
20. 30Failure to maintain or collect reimbursements from our financial institution referral partners could adversely affect our business
21. 31Fraud by merchants or others could adversely affect our business, financial condition, results of operations or cash flows
22. 32Because we rely on third-party vendors to provide products and services, we could be adversely impacted if they fail to fulfill their obligations
23. 33Our risk management policies and procedures may not be fully effective in mitigating our risk exposure in all market environments or against all types of risk
24. 34A significant number of our merchants are small- and medium-sized businesses and small affiliates of large companies, which can be more difficult and costly to retain than larger enterprises and may increase the impact of economic fluctuations on us
25. 35Our business depends on a strong and trusted brand, and damage to our reputation, or the reputation of our partners, could adversely affect our business, financial condition or results of operations
26. 36Our ability to recruit, retain and develop qualified personnel is critical to our success and growth
27. 37There may be a decline in the use of cards as a payment mechanism for consumers or adverse developments with respect to the card industry in general
28. 38Increases in card network fees and other changes to fee arrangements may result in the loss of merchants or a reduction in our earnings
29. 39If we fail to comply with the applicable requirements of card networks, they could seek to fine us, suspend us or terminate our registrations. If our merchants or sales partners incur fines or penalties that we cannot collect from them, we may have to bear the cost of such fines or penalties
30. 40Our growth may not be sustainable and depends on our ability to attract new merchants, retain existing merchants and increase sales to both new and existing merchants
31. 41If we fail to improve and enhance the functionality, performance, reliability, design, security and scalability of our platform in a manner that responds to our merchants’ evolving needs, our business may be adversely affected
32. 42We store personally identifiable information of our merchants and their customers. If the security of this information is compromised or otherwise subjected to unauthorized access, our reputation may be harmed and we may be exposed to liability
33. 43If our software contains serious errors or defects, we may lose revenue and market acceptance and may incur costs to defend or settle claims with our merchants
34. 44We may be unable to achieve or maintain data transmission capacity
35. 45If we fail to maintain a consistently high level of customer service, our brand, business and financial results may be harmed
36. 46We use a limited number of data centers to deliver our services. Any disruption of service at these facilities could harm our business
37. 47Mobile devices are increasingly being used to conduct commerce, and if our solutions do not operate as effectively when accessed through these devices, our merchants and their customers may not be satisfied with our services, which could harm our business
38. 48Our business and prospects would be harmed if changes to technologies used in our platform or new versions or upgrades of operating systems and internet browsers adversely impact the process by which merchants and consumers interface with our platform
39. 49We may be unable to obtain, maintain and protect our intellectual property rights and proprietary information or prevent third-parties from making unauthorized use of our technology
40. 50Our use of “open source” software could negatively affect our ability to sell our solutions and subject us to possible litigation
41. 51Activities of merchants or the content of their shops could damage our brand, subject us to liability and harm our business and financial results
42. 52If third-party apps and themes change such that we do not or cannot maintain the compatibility of our platform with these apps and themes, or if we fail to provide third-party apps and themes that our merchants desire to add to their shops, demand for our platform could decline
43. 53State tax authorities may seek to assess state and local business taxes and sales and use taxes. If we are required to collect sales and use taxes in additional jurisdictions, we might be subject to tax liability for past sales

Risks Related to Laws and Regulations

1. 54Failure to comply with the U.S. Foreign Corrupt Practices Act, or the FCPA, anti-money laundering, economic and trade sanctions regulations, and similar laws could subject us to penalties and other adverse consequences
2. 55Failure to comply with, or changes in, laws, regulations and enforcement activities may adversely affect the products, services and markets in which we operate
3. 56We have an evolving business model32% rewritten
4. 57We may not be able to compete with other companies, some of whom have greater resources and experience36% rewritten
5. 58Limited transaction capacity and scaling issues may impact mining resultsNew
6. 59The properties included in our mining network may experience damages
7. 60We have recently adopted a digital asset treasury strategy with a focus on Bitcoin, and we may be unable to successfully implement this new strategyNew
8. 61If we are unable to successfully maintain our power arrangements on acceptable terms or at all or if we must otherwise relocate to replacement sites, our operations may be disrupted, and our business results may sufferNew
9. 62We depend on third parties to provide us with certain critical equipment and rely on components and raw materials that may be subject to price fluctuations or shortages, including ASIC chips that have been subject to an ongoing significant shortageNew
10. 63We may not be able to successfully implement or consummate our planned digital asset investment strategyNew
11. 64We are exposed to risk of nonperformance by counterparties, including our counterparties under our power arrangementsNew
12. 65Bitcoin exchanges and other trading venues are relatively new and, in most cases, largely unregulated and may therefore be subject to fraud and failures27% rewritten
13. 66The concentration of our holdings in Bitcoin could enhance the risks inherent in our Bitcoin treasury strategyNew
14. 67The availability of spot ETPs for Bitcoin and other digital assets may adversely affect the market price of our listed securitiesNew
15. 68Our business may be significantly impacted by reputational risks and may impact how our business is perceived by customers, counterparties, and regulatorsNew
16. 69As Bitcoin have grown in both popularity and market size, governments around the world have reacted differently to Bitcoin with certain governments deeming them illegal while others have allowed their use and trade77% rewritten
17. 70The development and acceptance of Bitcoin and algorithmic protocols governing the issuance of and transactions in Bitcoin is subject to a variety of factors that are difficult to evaluate57% rewritten
18. 71The impact of geopolitical events on the supply and demand for Bitcoin is uncertain27% rewritten
19. 72Currently, there is a relatively small use of Bitcoin in the retail and commercial marketplace for goods or services. In comparison there is relatively large use by speculators contributing to price volatility23% rewritten
20. 73Political or economic crises may motivate large-scale sales of Bitcoins, which could result in a reduction in value and adversely affect usNew
21. 74Transactional fees may decrease demand for Bitcoin and prevent expansion
22. 75Bitcoin inventory, including that maintained by or for us, may be exposed to cybersecurity threats and hacks49% rewritten
23. 76Macro-market events or perception of the Bitcoin industry in general could negatively impact our financial conditionNew
24. 77It may be illegal in the future, to acquire, own, hold, sell or use Bitcoin, participate in the blockchain or utilize similar digital assets in one or more countries, the ruling of which would adversely affect us82% rewritten
25. 78Lack of liquid markets, possible manipulation of blockchain/Bitcoin-based assets and lack of effectiveness of safeguards for our Bitcoin may adversely affect us79% rewritten
26. 79If federal or state legislatures or agencies initiate or release tax determinations that change the classification of Bitcoin as property for tax purposes (in the context of when such Bitcoin are held as an investment), such determination could have a negative tax consequence on our Company or our shareholders36% rewritten
27. 80Our dependence on third-party software and personnel may leave us vulnerable to price fluctuations and rapidly changing technology33% rewritten
28. 81We rely on computer hardware, purchased or leased, and software licensed from and services rendered by third parties in order to provide our solutions and run our business, sometimes by a single-source supplierNew

Risks Related to Our Capital Stock

1. 82There is a very limited existing market for our common stock and we do not know if a more liquid market for our common stock will develop to provide you with adequate liquidity
2. 83The market price of our common stock may be highly volatile, and you could lose all or part of your investment
3. 84If our shares become subject to the penny stock rules, it would become more difficult to trade our shares
4. 85As a “thinly-traded” stock, large sales can place downward pressure on our stock price
5. 86We could issue additional common stock, which might dilute the book value of our capital stock
6. 87Shares eligible for future sale may adversely affect the market for our common stock
7. 88Because certain principal stockholders own a large percentage of our voting stock, other stockholders’ voting power may be limited
8. 89Anti-takeover provisions in our charter documents and Delaware law could discourage, delay or prevent a change in control of our company and may affect the trading price of our common stock
9. 90We do not expect to pay dividends for the foreseeable future

Risks Related to Public Companies

1. 91Our failure to meet the continued listing requirements of Nasdaq could result in a delisting of our securities53% rewritten
2. 92Securities analysts may not continue to provide coverage of our common stock or may issue negative reports, which may have a negative impact on the market price of our common stock