OneMedNet (ONMD) risk factors, FY2025 10-K

Risks Related to Our Business

1. 01We have a history of operating losses and may never achieve profitability in the future
2. 02The report of our independent registered public accounting firm for the fiscal years ended December 31, 2025 and 2024 contains an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern53% rewritten
3. 03We may encounter difficulties in managing our attempted growth of our business, which could negatively impact our operations
4. 04We may be unable to execute our business objectives and growth strategies successfully or sustain our growth and, as a result, this could have a material adverse effect on our operating results
5. 05The Real World Data and Real World Evidence business market continues to evolve and is highly competitive, and we may not be successful in competing in this industry or establishing and maintaining confidence in our long-term business prospects among current and future partners and customers
6. 06If we are unable to attract and retain key employees and qualified personnel, our ability to compete could be harmed
7. 07A material breach in security relating to the Company’s information systems and regulation related to such breaches, cyber-attacks, or other disruptions could adversely affect the Company, expose us to liability and affect our business and reputation
8. 08If we are unable to adequately protect or expand our intellectual property related to our current or future products, our business prospects could be harmed
9. 09If we fail to comply with the extensive legal and regulatory requirements affecting the health care industry, we could face increased costs, penalties and a loss of business
10. 10Our collection, use, and disclosure of personal information is subject to U.S. state and federal privacy and security regulations, and our failure to comply with those regulations or to adequately secure the information we hold could result in significant liability or reputational harm
11. 11Our operations could be damaged or adversely affected as a result of natural disasters and other catastrophic events
12. 12Our ability to utilize our net operating loss and tax credit carryforwards to offset future taxable income may be subject to certain limitations
13. 13We are subject to many hazards and operational risks that can disrupt our business, some of which may not be insured or fully covered by insurance
14. 14We are subject to risks related to holding bitcoin, the price of which has been, and will likely continue to be, highly volatile

Risks Related to Our Common Stock

1. 15Our Common Stock may be subject to extreme volatility41% rewritten
2. 16Our principal stockholders will continue to have significant influence over the election of our Board of Directors and approval of any significant corporate actions, including any sale of the Company
3. 17We could be subject to securities class action litigation46% rewritten
4. 18If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the market price for our Common Stock and trading volume could decline
5. 19We do not expect to pay dividends in the foreseeable future, and you must rely on price appreciation of your shares of Common Stock for return on your investment
6. 20Future sales of substantial amounts of our Common Stock or securities convertible into or exchangeable or exercisable for shares of Common Stock, either by us or by our existing stockholders, or the possibility that such sales could occur, could adversely affect the market price of our Common Stock
7. 21We are an “emerging growth company,” and the reduced reporting requirements applicable to emerging growth companies may make our Common Stock less attractive to investors
8. 22Anti-takeover provisions contained in our certificate of incorporation and bylaws as well as provisions of Delaware law could impair a takeover attempt

Risks Related to Being a Public Company

1. 23Our management has limited experience in operating a public company
2. 24We have incurred and will continue to incur significant increased expenses and administrative burdens as a public company, which could have an adverse effect on our business, financial condition and results of operations

Risks Related to Our Warrants

1. 25We may redeem unexpired Warrants prior to their exercise at a time that is disadvantageous to Warrant holders