SRX Global (SRXH) FY2025 10-K Risk Factors: 58 New, 11 Dropped

What the changes say

The company faces going concern doubts and negative cash flows until at least late 2025 without new financing.
Regulatory changes and reimbursement policies in Canadian pharmacy markets heavily impact SRx Health operations.
Competition and growth management are primary operational focus areas.

What changed since the prior 10-K

New

NewGeneral Risks
We have incurred significant losses in prior periods, and losses in the future could cause the quoted price of the Company’s common stock to decline or have a material adverse effect on the Company’s financial condition, the Company’s ability to pay its debts as they become due, and on its cash flows
The Company has historically reported net losses, and future losses could reduce common stock prices and harm financial conditions.
NewGeneral Risks
If we are unable to manage future expansion effectively, our business may be adversely impacted
Rapid future growth could strain operations, internal controls, and financial resources.
NewGeneral Risks
The Company’s ability to be successful will depend upon the efforts of the Company’s Board and our key personnel and the loss of such persons could negatively impact the operations and profitability of the Company’s business
The loss of key personnel or board members who are unfamiliar with public company requirements could impair business plans.
NewGeneral Risks
If we are unable to recruit and retain key personnel, our business may be harmed
Failure to attract, retain, and transfer knowledge among key employees could harm long-term strategic planning.
NewGeneral Risks
Our business plan is not based on independent market studies
Business plans rely on management judgment rather than independent market studies, increasing the risk of incorrect assumptions.
NewGeneral Risks
Our Board of Directors may change our policies without shareholder approval
The Board of Directors can change investment, leverage, and dividend policies at any time without shareholder approval.
NewGeneral Risks
We need to obtain financing in order to continue our operations and pursue strategic transactions
Cash on hand only meets short-term needs into the fourth quarter of 2025, requiring additional debt or equity financing.
NewGeneral Risks
We currently do not have sufficient cash to fully implement our business plan
Lack of adequate capital resources prevents full implementation of the business plan, with positive cash flow not expected until late 2025.
NewGeneral Risks
The Company’s business and operations could be negatively affected if it becomes subject to any securities litigation or shareholder activism, which could cause the Company to incur significant expense, hinder execution of business and growth strategy and impact its stock price
Stock volatility could trigger securities litigation or shareholder activism, causing legal expenses and management distraction.
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health conducts its business in a highly regulated industry and environment
SRx Health operates in a highly regulated Canadian pharmacy environment where non-compliance with provincial laws can lead to fines and penalties.
NewRisks Related to the Company’s Specialty Pharmacy Business
Changes in reimbursement programs, prescription drug pricing and commercial terms could adversely affect SRx Health’s operations and financial performance
Changes in public drug plans, prescription pricing, and reimbursement rules could adversely affect SRx Health sales and profitability.
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s business is highly competitive and SRx Health may not be able to compete successfully against current and future competitors
SRx Health faces intense competition from larger specialty healthcare companies with greater brand recognition and financial resources.
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s business is impacted by the interplay between brand name and generic drugs
NewRisks Related to the Company’s Specialty Pharmacy Business
Changes in drug development and prescription mix may impact SRx Health’s results of operation
NewRisks Related to the Company’s Specialty Pharmacy Business
Product liability, product recall or personal injury issues could damage SRx Health’s reputation and have a significant adverse effect on SRx Health’s business, operating results, cash flows and/or financial condition
NewRisks Related to the Company’s Specialty Pharmacy Business
The drug products that SRx Health carries have a set shelf life
NewRisks Related to the Company’s Specialty Pharmacy Business
Continued operation of SRx Health’s distribution facilities is critical to SRx Health’s operations
NewRisks Related to the Company’s Specialty Pharmacy Business
Conducting clinical trials involve a high degree of risk
NewRisks Related to the Company’s Specialty Pharmacy Business
There may be delays or stoppages in SRx Health’s clinical trials due to circumstances beyond SRx Health’s control
NewRisks Related to the Company’s Specialty Pharmacy Business
Negative results from clinical trials or studies of others and adverse safety events involving the targets of SRx Health’s products may have an adverse impact on SRx Health’s future commercialization efforts
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s insurance policies may not be sufficient to cover all claims
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health is subject to a variety of business continuity hazards and risks, any of which could interrupt SRx Health’s operations or otherwise adversely affect its performance and operating results
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s risk management policies and procedures may not be fully effective in mitigating SRx Health’s risk exposure in all market environments or against all types of risks, which could expose SRx Health to losses and liability and otherwise harm SRx Health’s business
NewRisks Related to the Company’s Specialty Pharmacy Business
Consumer opinion of SRx Health may be impacted in case of reputational damages to SRx Health’s suppliers
NewRisks Related to the Company’s Specialty Pharmacy Business
Healthcare professional errors may harm SRx Health’s business and reputation
NewRisks Related to the Company’s Specialty Pharmacy Business
Consolidation in the supply chain may negatively impact drug prices and SRx Health’s ability to compete
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health relies on third-party suppliers for a significant portion of its supply of products
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s quarterly results of operations may fluctuate and, as a result, SRx Health may fail to meet or exceed the expectations of investors or securities analysts which could cause SRx Health’s share price to decline
NewRisks Related to the Company’s Specialty Pharmacy Business
Change in tax and trade policies, tariffs and other government regulations affecting trade between Canada and other countries could adversely affect SRx Health
NewRisks Related to the Company’s Specialty Pharmacy Business
Products are sourced from a wide variety of domestic and international vendors, and any future disruption in supply chain or inability to find qualified vendors and access products that meet requisite quality and safety standards in a timely and efficient manner could adversely impact pharmacy businesses
NewRisks Related to the Company’s Specialty Pharmacy Business
Failure to meet customer expectations may harm SRx Health’s brand and reputation, its ability to retain and grow its customer base and its operating results
NewRisks Related to the Company’s Specialty Pharmacy Business
If SRx Health cannot keep pace with rapid developments in healthcare technology and change in SRx Health’s industry and continue to grow its patient base, the use of SRx Health’s services could decline, reducing SRx Health’s revenue
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s use and disclosure of personally identifiable information, including personal health information, is subject to privacy and security regulations
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health relies on the relationships that SRx Health has established with major drug manufacturers and specialty practitioners to conduct SRx Health’s business, and changes to these relationships may impair SRx Health’s operations
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s operations depend on the timely maintenance, upgrade and replacement of networks, equipment, information technology systems and software, as well as pre-emptive expenses to mitigate the risks of failures
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health’s services must integrate and interoperate with a variety of operating systems, software, hardware, web browsers and networks
NewRisks Related to the Company’s Specialty Pharmacy Business
Failure to properly manage inventories and anticipate demand may impact SRx Health’s financial performance
NewRisks Related to the Company’s Specialty Pharmacy Business
Reliance on data obtained from third party sources
NewRisks Related to the Company’s Specialty Pharmacy Business
Change in population demographics could have an adverse effect on SRx Health’s business, operations, financial condition and results of operations
NewRisks Related to the Company’s Specialty Pharmacy Business
If SRx Health is unable to hire, retain and motivate qualified personnel, its business will suffer
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health is dependent on the continued services and performance of SRx Health’s senior management and other key employees, the loss of any of whom could adversely affect SRx Health’s business, operating results and financial condition
NewRisks Related to the Company’s Specialty Pharmacy Business
From time to time, SRx Health may become defendants in legal proceedings as to which SRx Health is unable to assess its exposure, and which could become significant liabilities in the event of an adverse judgment
NewRisks Related to the Company’s Specialty Pharmacy Business
Labor-related matters, including labor disputes, may adversely affect SRx Health’s operations
NewRisks Related to the Company’s Specialty Pharmacy Business
Goodwill and other intangible assets could, in the future, become impaired
NewRisks Related to the Company’s Specialty Pharmacy Business
Conflicts of interest may arise between SRx Health and its directors and officers as a result of other business activities undertaken by such individuals
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health is subject to risks associated with leasing space and equipment and is subject to a number of long-term non-cancelable leases with substantial lease payments
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health may be unable to adequately protect its proprietary and intellectual property rights
NewRisks Related to the Company’s Specialty Pharmacy Business
Being accused of infringing intellectual property rights of others
NewRisks Related to the Company’s Specialty Pharmacy Business
The costs and effects of pending and future litigation, investigations or similar matters, or adverse facts and developments related thereto, could materially affect SRx Health’s business, financial position and results of operations
NewRisks Related to the Company’s Specialty Pharmacy Business
SRx Health may become involved in regulatory or agency proceedings, investigations and audits
NewRisks Related to the Company’s Specialty Pharmacy Business
The impact of economic conditions, including the resulting effect on spending by consumers, may adversely affect SRx Health’s business, operating results and financial condition
NewRisks Relating to the SRx Health’s Growth Strategy
SRx Health may not be able to successfully implement SRx Health’s growth strategy
NewRisks Relating to the SRx Health’s Growth Strategy
Any future acquisitions, partnerships or joint ventures that SRx Health makes or enters into could disrupt SRx Health’s business and harm SRx Health’s financial condition
NewRisks Relating to the SRx Health’s Growth Strategy
Competition for acquisition candidates, consolidation within the pharmacy industry and economic and market conditions may limit SRx Health’s ability to grow through acquisitions
NewRisks Relating to the SRx Health’s Growth Strategy
Changes in the Canadian healthcare industry and regulatory environment could negatively affect SRx Health’s growth and financial projections
NewRisks Related to Our Organization and Structure
Our holding company structure makes us dependent on our subsidiaries for our cash flow and could serve to subordinate the rights of our shareholders to the rights of creditors of our subsidiaries, in the event of an insolvency or liquidation of any such subsidiary
NewRisks Related to Our Organization and Structure
Delaware law and the Certificate of Incorporation, as amended, and Bylaws contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable
NewRisks Related to Our Organization and Structure
The Certificate of Incorporation, as amended, is attached as Exhibits 3.1 through 3.6 to this Current Report and we urge you to read it

Dropped

DroppedRisks Related to Our Business and Industry
Our recurring losses and significant accumulated deficit have raised substantial doubt regarding our ability to continue as a going concern
DroppedRisks Related to Our Capital Structure
Provisions in our certificate of incorporation and bylaws and Delaware law may discourage a takeover attempt even if a takeover might be beneficial to our stockholders
DroppedRisks Related to Our Capital Structure
Claims for indemnification by our directors and officers may reduce our available funds to satisfy successful third-party claims against us and may reduce the amount of money available to us
DroppedRisks Related to the Amalgamation
The Amalgamation may not be completed due to failure to obtain the necessary court and/or regulatory approvals
Recurring operating losses and accumulated deficit raise substantial doubt about the company's ability to continue as a going concern.
DroppedRisks Related to the Amalgamation
Uncertainty surrounding the Amalgamation could adversely affect our retention of strategic partners and personnel and could negatively impact our future business and operations
DroppedRisks Related to the Amalgamation
The parties could fail to complete the Amalgamation or the Amalgamation may be completed on different terms
DroppedRisks Related to the Amalgamation
The termination payment, if triggered, may discourage other parties from attempting to acquire us
DroppedRisks Related to the Amalgamation
We will incur substantial transaction-related costs in connection with the Amalgamation even if the Amalgamation is not completed
DroppedRisks Related to the Amalgamation
While the Amalgamation is pending, we are restricted from taking certain actions
DroppedRisks Related to the Amalgamation
The pending Arrangement may divert the attention of our management
DroppedRisks Related to the Amalgamation
Following the completion of the Amalgamation, the Combined Company may issue additional securities

Reworded

78% rewrittenRisks Related to Our Capital Structure
We are a smaller reporting company which could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies
Text remains identical regarding smaller reporting company status.
74% rewrittenRisks Related to Our Capital Structure
Our failure to meet the continued listing requirements of NYSE American could result in a delisting of our common stock and could make it more difficult to raise capital in the future
Updated to reflect that on October 14, 2025, the company received notice of compliance with NYSE American Section 1003(a)(ii).
Was: Our failure to meet the applicable listing requirements of NYSE American could result in a delisting of our common stock and could make it more difficult to raise capital in the future
74% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo may not be able to manage Halo’s manufacturing and supply chain effectively, which may adversely affect Halo’s results of operations
Replaced first-person references with specific references to Halo's manufacturing and supply chain.
Was: We may not be able to manage our manufacturing and supply chain effectively, which may adversely affect our results of operations
67% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo depends on the knowledge and skills of Halo’s senior management and other key employees, and if Halo is unable to retain and motivate them or recruit additional qualified personnel, Halo’s business may suffer
Replaced first-person references with specific references to Halo's senior management and key employees.
Was: We depend on the knowledge and skills of our senior management and other key employees, and if we are unable to retain and motivate them or recruit additional qualified personnel, our business may suffer
62% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo’s intellectual property rights may be inadequate to protect Halo’s business
Replaced first-person references with specific references to Halo's intellectual property rights.
Was: Our intellectual property rights may be inadequate to protect our business
62% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
If Halo fails to maintain and expand Halo’s brand, or the quality of Halo’s products that customers have come to expect, Halo’s business could suffer
Replaced first-person references with specific references to Halo's brand and product quality.
Was: If we fail to maintain and expand our brand, or the quality of our products that customers have come to expect, our business could suffer
62% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo may face difficulties as Halo expands business and operations into jurisdictions in which Halo has no prior operating experience
Replaced first-person references with specific references to Halo's business expansion into new jurisdictions.
Was: We may face difficulties as we expand our business and operations into jurisdictions in which we have no prior operating experience
60% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
If Halo fails to attract new customers, or retain existing customers, or fail to do either in a cost-effective manner, Halo may not be able to increase sales
Replaced first-person references with specific references to Halo's customer attraction and marketing strategies.
Was: If we fail to attract new customers, or retain existing customers, or fail to do either in a cost-effective manner, we may not be able to increase sales
60% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo may not be able to successfully implement and/or manage Halo’s growth strategy on a timely basis or Halo may not grow at all
Was: We may not be able to successfully implement and/or manage our growth strategy on a timely basis or we may not grow at all
59% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo’s ability to utilize its net operating loss carryforwards may be limited
Was: Our ability to utilize our net operating loss carryforwards may be limited
58% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
A failure of one or more key information technology systems, networks or processes may materially adversely affect Halo’s ability to conduct Halo’s business
Was: A failure of one or more key information technology systems, networks or processes may materially adversely affect our ability to conduct our business
58% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Premiums for Halo’s insurance coverage may not continue to be commercially justifiable, and Halo’s insurance coverage may have limitations and other exclusions and may not be sufficient to cover Halo’s potential liabilities
Was: Premiums for our insurance coverage may not continue to be commercially justifiable, and our insurance coverage may have limitations and other exclusions and may not be sufficient to cover our potential liabilities
56% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
If any of Halo’s independent shipping providers experience delays or disruptions, Halo’s business could be adversely affected
Was: If any of our independent shipping providers experience delays or disruptions, our business could be adversely affected
56% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
If Halo does not successfully develop additional products and services, or if such products and services are developed but not successfully commercialized, Halo’s business will be adversely affected
Was: If we do not successfully develop additional products and services, or if such products and services are developed but not successfully commercialized, our business will be adversely affected
55% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Failure to comply with the U.S. Foreign Corrupt Practices Act, other applicable anti-corruption and anti-bribery laws, and applicable trade control laws could subject Halo to penalties and other adverse consequences
Was: Failure to comply with the U.S. Foreign Corrupt Practices Act, other applicable anti-corruption and anti-bribery laws, and applicable trade control laws could subject us to penalties and other adverse consequences
54% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Halo relies heavily on third-party commerce platforms to conduct Halo’s businesses. If one of those platforms is compromised, Halo’s business, financial condition and results of operations could be harmed
Was: We rely heavily on third-party commerce platforms to conduct our businesses. If one of those platforms is compromised, our business, financial condition and results of operations could be harmed
51% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Increases in sourcing, manufacturing, freight and/or warehousing costs, supply shortages, interruption in Halo’s sourcing operations and/or supply changes could have an adverse effect on Halo’s business, financial condition, and operating results
Was: Increases in sourcing, manufacturing, freight and/or warehousing costs, supply shortages, interruption in our sourcing operations and/or supply changes could have an adverse effect on our business, financial condition, and operating results
48% rewrittenRisks Related to the Regulation of Halo’s Business and Products
Halo and its co-manufacturers and suppliers are subject to extensive governmental regulation and may be subject to enforcement if Halo is not in compliance with applicable requirements
Was: We and our co-manufacturers and suppliers are subject to extensive governmental regulation and may be subject to enforcement if we are not in compliance with applicable requirements
45% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Significant merchandise returns or refunds could harm Halo’s business
Was: Significant merchandise returns or refunds could harm our business
44% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Food safety and food-borne illness incidents may materially adversely affect Halo’s business by exposing Halo to lawsuits, product recalls or regulatory enforcement actions, increasing Halo’s operating costs and reducing demand for Halo’s product offerings
Was: Food safety and food-borne illness incidents may materially adversely affect our business by exposing us to lawsuits, product recalls or regulatory enforcement actions, increasing our operating costs and reducing demand for our product offerings
42% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
If third parties claim that Halo infringes upon their intellectual property rights, Halo’s business and results of operations could be adversely affected
Was: If third parties claim that we infringe upon their intellectual property rights, our business and results of operations could be adversely affected
39% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Because Halo is engaged in a highly competitive business, if Halo is unable to compete effectively, Halo’s results of operations could be adversely affected
Was: Because we are engaged in a highly competitive business, if we are unable to compete effectively, our results of operations could be adversely affected
38% rewrittenRisks Related to the Regulation of Halo’s Business and Products
Changes in existing laws or regulations, including how such existing laws or regulations are enforced by federal, state, and local authorities, or the adoption of new laws or regulations may increase Halo’s costs and otherwise adversely affect Halo’s business, financial condition and results of operations
Was: Changes in existing laws or regulations, including how such existing laws or regulations are enforced by federal, state, and local authorities, or the adoption of new laws or regulations may increase our costs and otherwise adversely affect our business, financial condition and results of operations
37% rewrittenRisks Related to the Regulation of Halo’s Business and Products
Changes in government regulations and trade policies may materially and adversely affect Halo’s sales and results of operations
Was: Changes in government regulations and trade policies may materially and adversely affect our sales and results of operations
37% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
Adverse litigation judgments or settlements resulting from legal proceedings relating to Halo’s business operations could materially adversely affect Halo’s business, financial condition and results of operations
Was: Adverse litigation judgments or settlements resulting from legal proceedings relating to our business operations could materially adversely affect our business, financial condition and results of operations
34% rewrittenRisks Related to the Regulation of Halo’s Business and Products
Halo’s products may be subject to recalls for a variety of reasons, which could require Halo to expend significant management and capital resources
Was: Our products may be subject to recalls for a variety of reasons, which could require us to expend significant management and capital resources
33% rewrittenRisks Related to the Company’s Pet Health and Wellness Business
There may be decreased spending on pets in a challenging economic climate
30% rewrittenRisks Related to the Regulation of Halo’s Business and Products
International expansion of Halo’s business could expose Halo to substantial business, regulatory, political, financial and economic risks
Was: International expansion of our business could expose us to substantial business, regulatory, political, financial and economic risks
28% rewrittenRisks Related to Our Capital Structure
Future sales of our common stock, or the perception that such sales may occur, may depress our share price, and any additional capital through the sale of equity or convertible securities may dilute your ownership in us

All 95 risk factors

Headings as the filing states them, in filing order.

General Risks

01We have incurred significant losses in prior periods, and losses in the future could cause the quoted price of the Company’s common stock to decline or have a material adverse effect on the Company’s financial condition, the Company’s ability to pay its debts as they become due, and on its cash flowsNew
02If we are unable to manage future expansion effectively, our business may be adversely impactedNew
03The Company’s ability to be successful will depend upon the efforts of the Company’s Board and our key personnel and the loss of such persons could negatively impact the operations and profitability of the Company’s businessNew
04If we are unable to recruit and retain key personnel, our business may be harmedNew
05Our business plan is not based on independent market studiesNew
06Our Board of Directors may change our policies without shareholder approvalNew
07We need to obtain financing in order to continue our operations and pursue strategic transactionsNew
08We currently do not have sufficient cash to fully implement our business planNew
09The Company’s business and operations could be negatively affected if it becomes subject to any securities litigation or shareholder activism, which could cause the Company to incur significant expense, hinder execution of business and growth strategy and impact its stock priceNew

Risks Related to the Company’s Specialty Pharmacy Business

10SRx Health conducts its business in a highly regulated industry and environmentNew
11Changes in reimbursement programs, prescription drug pricing and commercial terms could adversely affect SRx Health’s operations and financial performanceNew
12SRx Health’s business is highly competitive and SRx Health may not be able to compete successfully against current and future competitorsNew
13SRx Health’s business is impacted by the interplay between brand name and generic drugsNew
14Changes in drug development and prescription mix may impact SRx Health’s results of operationNew
15Product liability, product recall or personal injury issues could damage SRx Health’s reputation and have a significant adverse effect on SRx Health’s business, operating results, cash flows and/or financial conditionNew
16The drug products that SRx Health carries have a set shelf lifeNew
17Continued operation of SRx Health’s distribution facilities is critical to SRx Health’s operationsNew
18Conducting clinical trials involve a high degree of riskNew
19There may be delays or stoppages in SRx Health’s clinical trials due to circumstances beyond SRx Health’s controlNew
20Negative results from clinical trials or studies of others and adverse safety events involving the targets of SRx Health’s products may have an adverse impact on SRx Health’s future commercialization effortsNew
21SRx Health’s insurance policies may not be sufficient to cover all claimsNew
22SRx Health is subject to a variety of business continuity hazards and risks, any of which could interrupt SRx Health’s operations or otherwise adversely affect its performance and operating resultsNew
23SRx Health’s risk management policies and procedures may not be fully effective in mitigating SRx Health’s risk exposure in all market environments or against all types of risks, which could expose SRx Health to losses and liability and otherwise harm SRx Health’s businessNew
24Consumer opinion of SRx Health may be impacted in case of reputational damages to SRx Health’s suppliersNew
25Healthcare professional errors may harm SRx Health’s business and reputationNew
26Consolidation in the supply chain may negatively impact drug prices and SRx Health’s ability to competeNew
27SRx Health relies on third-party suppliers for a significant portion of its supply of productsNew
28SRx Health’s quarterly results of operations may fluctuate and, as a result, SRx Health may fail to meet or exceed the expectations of investors or securities analysts which could cause SRx Health’s share price to declineNew
29Change in tax and trade policies, tariffs and other government regulations affecting trade between Canada and other countries could adversely affect SRx HealthNew
30Products are sourced from a wide variety of domestic and international vendors, and any future disruption in supply chain or inability to find qualified vendors and access products that meet requisite quality and safety standards in a timely and efficient manner could adversely impact pharmacy businessesNew
31Failure to meet customer expectations may harm SRx Health’s brand and reputation, its ability to retain and grow its customer base and its operating resultsNew
32If SRx Health cannot keep pace with rapid developments in healthcare technology and change in SRx Health’s industry and continue to grow its patient base, the use of SRx Health’s services could decline, reducing SRx Health’s revenueNew
33SRx Health’s use and disclosure of personally identifiable information, including personal health information, is subject to privacy and security regulationsNew
34SRx Health relies on the relationships that SRx Health has established with major drug manufacturers and specialty practitioners to conduct SRx Health’s business, and changes to these relationships may impair SRx Health’s operationsNew
35SRx Health’s operations depend on the timely maintenance, upgrade and replacement of networks, equipment, information technology systems and software, as well as pre-emptive expenses to mitigate the risks of failuresNew
36SRx Health’s services must integrate and interoperate with a variety of operating systems, software, hardware, web browsers and networksNew
37Failure to properly manage inventories and anticipate demand may impact SRx Health’s financial performanceNew
38Reliance on data obtained from third party sourcesNew
39Change in population demographics could have an adverse effect on SRx Health’s business, operations, financial condition and results of operationsNew
40If SRx Health is unable to hire, retain and motivate qualified personnel, its business will sufferNew
41SRx Health is dependent on the continued services and performance of SRx Health’s senior management and other key employees, the loss of any of whom could adversely affect SRx Health’s business, operating results and financial conditionNew
42From time to time, SRx Health may become defendants in legal proceedings as to which SRx Health is unable to assess its exposure, and which could become significant liabilities in the event of an adverse judgmentNew
43Labor-related matters, including labor disputes, may adversely affect SRx Health’s operationsNew
44Goodwill and other intangible assets could, in the future, become impairedNew
45Conflicts of interest may arise between SRx Health and its directors and officers as a result of other business activities undertaken by such individualsNew
46SRx Health is subject to risks associated with leasing space and equipment and is subject to a number of long-term non-cancelable leases with substantial lease paymentsNew
47SRx Health may be unable to adequately protect its proprietary and intellectual property rightsNew
48Being accused of infringing intellectual property rights of othersNew
49The costs and effects of pending and future litigation, investigations or similar matters, or adverse facts and developments related thereto, could materially affect SRx Health’s business, financial position and results of operationsNew
50SRx Health may become involved in regulatory or agency proceedings, investigations and auditsNew
51The impact of economic conditions, including the resulting effect on spending by consumers, may adversely affect SRx Health’s business, operating results and financial conditionNew

Risks Relating to the SRx Health’s Growth Strategy

52SRx Health may not be able to successfully implement SRx Health’s growth strategyNew
53Any future acquisitions, partnerships or joint ventures that SRx Health makes or enters into could disrupt SRx Health’s business and harm SRx Health’s financial conditionNew
54Competition for acquisition candidates, consolidation within the pharmacy industry and economic and market conditions may limit SRx Health’s ability to grow through acquisitionsNew
55Changes in the Canadian healthcare industry and regulatory environment could negatively affect SRx Health’s growth and financial projectionsNew

Risks Related to the Company’s Pet Health and Wellness Business

56Increases in sourcing, manufacturing, freight and/or warehousing costs, supply shortages, interruption in Halo’s sourcing operations and/or supply changes could have an adverse effect on Halo’s business, financial condition, and operating results51% rewritten
57If Halo fails to maintain and expand Halo’s brand, or the quality of Halo’s products that customers have come to expect, Halo’s business could suffer62% rewritten
58Halo may not be able to successfully implement and/or manage Halo’s growth strategy on a timely basis or Halo may not grow at all60% rewritten
59If Halo does not successfully develop additional products and services, or if such products and services are developed but not successfully commercialized, Halo’s business will be adversely affected56% rewritten
60Because Halo is engaged in a highly competitive business, if Halo is unable to compete effectively, Halo’s results of operations could be adversely affected39% rewritten
61If Halo fails to attract new customers, or retain existing customers, or fail to do either in a cost-effective manner, Halo may not be able to increase sales60% rewritten
62Food safety and food-borne illness incidents may materially adversely affect Halo’s business by exposing Halo to lawsuits, product recalls or regulatory enforcement actions, increasing Halo’s operating costs and reducing demand for Halo’s product offerings44% rewritten
63Halo may not be able to manage Halo’s manufacturing and supply chain effectively, which may adversely affect Halo’s results of operations74% rewritten
64If any of Halo’s independent shipping providers experience delays or disruptions, Halo’s business could be adversely affected56% rewritten
65Halo’s intellectual property rights may be inadequate to protect Halo’s business62% rewritten
66Halo depends on the knowledge and skills of Halo’s senior management and other key employees, and if Halo is unable to retain and motivate them or recruit additional qualified personnel, Halo’s business may suffer67% rewritten
67A failure of one or more key information technology systems, networks or processes may materially adversely affect Halo’s ability to conduct Halo’s business58% rewritten
68Halo relies heavily on third-party commerce platforms to conduct Halo’s businesses. If one of those platforms is compromised, Halo’s business, financial condition and results of operations could be harmed54% rewritten
69Halo may face difficulties as Halo expands business and operations into jurisdictions in which Halo has no prior operating experience62% rewritten
70There may be decreased spending on pets in a challenging economic climate33% rewritten
71Significant merchandise returns or refunds could harm Halo’s business45% rewritten
72Premiums for Halo’s insurance coverage may not continue to be commercially justifiable, and Halo’s insurance coverage may have limitations and other exclusions and may not be sufficient to cover Halo’s potential liabilities58% rewritten
73Adverse litigation judgments or settlements resulting from legal proceedings relating to Halo’s business operations could materially adversely affect Halo’s business, financial condition and results of operations37% rewritten
74If third parties claim that Halo infringes upon their intellectual property rights, Halo’s business and results of operations could be adversely affected42% rewritten
75Failure to comply with the U.S. Foreign Corrupt Practices Act, other applicable anti-corruption and anti-bribery laws, and applicable trade control laws could subject Halo to penalties and other adverse consequences55% rewritten
76Halo’s ability to utilize its net operating loss carryforwards may be limited59% rewritten

Risks Related to the Regulation of Halo’s Business and Products

77Halo and its co-manufacturers and suppliers are subject to extensive governmental regulation and may be subject to enforcement if Halo is not in compliance with applicable requirements48% rewritten
78International expansion of Halo’s business could expose Halo to substantial business, regulatory, political, financial and economic risks30% rewritten
79Changes in government regulations and trade policies may materially and adversely affect Halo’s sales and results of operations37% rewritten
80Halo’s products may be subject to recalls for a variety of reasons, which could require Halo to expend significant management and capital resources34% rewritten
81Changes in existing laws or regulations, including how such existing laws or regulations are enforced by federal, state, and local authorities, or the adoption of new laws or regulations may increase Halo’s costs and otherwise adversely affect Halo’s business, financial condition and results of operations38% rewritten

Risks Related to Our Organization and Structure

82Our holding company structure makes us dependent on our subsidiaries for our cash flow and could serve to subordinate the rights of our shareholders to the rights of creditors of our subsidiaries, in the event of an insolvency or liquidation of any such subsidiaryNew
83Delaware law and the Certificate of Incorporation, as amended, and Bylaws contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorableNew
84The Certificate of Incorporation, as amended, is attached as Exhibits 3.1 through 3.6 to this Current Report and we urge you to read itNew

Risks Related to Our Capital Structure

85We are a holding company and rely on payments, advances and transfers of funds from our subsidiaries to meet our obligations and pay any dividends
86Our level of indebtedness and related covenants could limit our operational and financial flexibility and could significantly adversely affect our business if we breach such covenants and default on such indebtedness
87Our common stock may be deemed to be a “penny stock” and the “penny stock” rules could adversely affect the market price of our common stock
88Our failure to meet the continued listing requirements of NYSE American could result in a delisting of our common stock and could make it more difficult to raise capital in the future74% rewritten
89The market price of our common stock has been and may continue to be highly volatile and subject to wide fluctuations. Our financial performance, government regulatory action, tax laws, interest rates and market conditions in general could have a significant impact on the future market price of our common stock
90We do not expect to pay any cash dividends to the holders of the common stock in the foreseeable future and the availability and timing of future cash dividends, if any, is uncertain
91Future sales of our common stock, or the perception that such sales may occur, may depress our share price, and any additional capital through the sale of equity or convertible securities may dilute your ownership in us28% rewritten
92The market price of our common stock may not attract new investors, including institutional investors, and may not satisfy the investing requirements of those investors. Consequently, the trading liquidity of our common stock may not improve
93We may issue preferred stock whose terms could adversely affect the voting power or value of our common stock
94The administrative and regulatory costs of public company compliance could consume a significant amount of our resources
95We are a smaller reporting company which could make our securities less attractive to investors and may make it more difficult to compare our performance with other public companies78% rewritten

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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.