Eightco Holdings (ORBS) risk factors, FY2024 10-K

Risks Related to Our Business Generally

1. 01We are a recently formed entity with little track record and limited historical financial information available
2. 02The Company has limited financial resources. Our auditors have expressed in the report of independent registered public accounting firm that there is substantial doubt about our ability to continue as a going concern
3. 03Loss of any or all of our key management personnel may present challenges
4. 04We could be adversely affected by declines in discretionary consumer spending, consumer confidence and general and regional economic conditions
5. 05We operate in highly competitive industries and our revenues, profits or market share could be harmed if we are unable to compete effectively
6. 06We may not be able to fund capital expenditures and investment in projects and offerings
7. 07A deterioration in the domestic and international economic environment, whether by way of current inflationary conditions or potential recessionary conditions, could adversely affect our operating results, cash flow and financial condition
8. 08Geopolitical risks, such as those associated with Russia’s invasion of Ukraine, could result in a decline in the outlook for the U.S. and global economies
9. 09Cyber security risks and the failure to maintain the integrity of internal, partner, and consumer data could result in damages to our reputation, the disruption of operations and/or subject us to costs, fines or lawsuits
10. 10Our insurance coverage may not be adequate to cover all possible losses that we could suffer and our insurance costs may increase
11. 11Our management has limited experience in operating a public company
12. 12The requirements of being a public company may strain our resources and distract management
13. 13Our business plan may require additional liquidity and capital resources that might not be available on terms that are favorable to us, or at all

Risks Related to Our Corrugated Packaging Business

1. 14An increase in the cost or a reduction in the availability of wood fiber, other raw materials, energy and transportation may have an adverse effect on our profitability and results of operations
2. 15Energy is a significant input cost for the paper and packaging industry. Increases in energy prices can be expected to adversely impact businesses
3. 16Disruptions in transportation could adversely affect our supply of raw materials and could have an adverse effect on our results of operations, profitability, and liquidity
4. 17Paper and packaging companies face strong competition
5. 18Certain paper and wood products are vulnerable to long-term declines in demand due to competing technologies or materials
6. 19Because we service customers in a variety of industries, we may be particularly impacted by general economic downturns
7. 20We incur significant expenses to maintain our manufacturing equipment and any interruption in the operations of our facilities may harm our operating performance
8. 21We rely on a limited number of third-party suppliers for certain raw materials required for the production of our products
9. 22We may not achieve the desired benefits of selling Ferguson Containers

Risks Related to Forever 8 and its Operations

1. 23Our business depends on our strong and trusted brand, and failure to maintain and protect our brand, or any damage to our reputation, or the reputation of our partners, could adversely affect our business, financial condition or results of operations
2. 24We have developed a strong and trusted brand that has contributed significantly to the success of our business. We believe that maintaining and promoting our brand in a cost-effective manner is critical to achieving widespread acceptance of our products and services and expanding our base of customers
3. 25We rely on relationships with marketplaces and enterprises to obtain and maintain customers. Our ability to acquire new customers could be materially harmed if we are unable to enter into or maintain these relationships on terms that are commercially reasonable to us, or at all
4. 26We are dependent upon consumers’ continued and unimpeded access to the internet, and upon their willingness to use the internet for commerce
5. 27Our results of operations may be adversely affected by changes in foreign currency exchange rates

Risks Related to Our Securities and other General Risks

1. 28We currently do not intend to pay dividends on our common stock. Consequently, our stockholders’ ability to achieve a return on their investment will depend on appreciation in the price of our common stock
2. 29Ferguson Containers has material weaknesses in its controls over financial reporting, which could negatively impact investor confidence in the accuracy and completeness of our financial reports, and cause the price of our common stock to decline
3. 30An active, liquid trading market for our common stock may not develop, which may limit your ability to sell your shares
4. 31We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our common stock, which could depress the price of our common stock
5. 32The trading price of our securities will likely be, and continue to be, volatile and you could lose all or part of your investment
6. 33Anti-takeover provisions contained in our Certificate of Incorporation and Bylaws, as well as provisions of Delaware law, could impair a takeover attempt
7. 34These anti-takeover provisions may also limit the opportunity for our stockholders to receive a premium for their shares of our common stock and could also affect the price that some investors are willing to pay for our common stock
8. 35If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline
9. 36We may not receive the desired benefits of selling Ferguson Containers
10. 37Your percentage ownership in our company may be diluted in the future
11. 38Our common stock will be subordinate to all of our future indebtedness and any series of preferred stock, and effectively subordinated to all indebtedness and preferred equity claims against our subsidiaries
12. 39Investors are subject to litigation risk and their respective investments in the shares of our common stock may be lost as a result of our legal liabilities or the legal liabilities of our affiliates
13. 40Our common stock is listed on Nasdaq. For continued listing on Nasdaq, we are required to comply with the continued listing requirements, including the minimum market capitalization standard, the corporate governance requirements and the minimum closing bid price requirement, among other requirements