Item 1. Legal Proceedings
Item 1. Legal Proceedings
For a description of our material legal proceedings, refer to Note 9 of our Notes to Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q, which is incorporated herein by reference.
Item 1A. Ri sk Factors
There have been no material changes to the risk factors described under Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 26, 2025, except as follows:
Tariffs and other trade measures could adversely affect our business, results of operations, financial position and cash flows
Our business and results of operations may be adversely affected by uncertainty and changes in U.S. trade policies, including tariffs, trade agreements or other trade restrictions imposed by the U.S. or other governments. While most of our suppliers are based in the U.S., some of the materials we use to manufacture our products are directly affected by tariffs imposed on products imported into the U.S. Additionally, we are increasing our international sales, which may be subject to retaliatory measures by other countries. The imposition of tariffs and other trade restrictions, as well as the escalation of trade disputes and any downturns in the global economy resulting therefrom, could adversely affect our business, financial condition and results of operations.
Item 2. Unregiste red Sales of Equity Securities and Use of Proceeds
During the three months ended March 31, 2025, we issued unregistered shares of common stock as consideration for the purchase of assets from a third party as described in the following table:
Date Issued
Number of Shares
Grant Date Fair Value
per Share (5)
January 2, 2025
1,040,362(1)
$
9.06
January 2, 2025
20,000(2)
$
9.06
January 3, 2025
6,250(3)
$
9.37
January 15, 2025
45,352(4)
$
11.35
(1) Pursuant to Development Services Agreements for the development of products and intellectual property.
(2) Pursuant to consulting services rendered to the Company.
(3) Pursuant to independent sales agent services rendered to the Company.
(4) Pursuant to purchase of assets from a third party.
(5) Based on the market price of common stock on the issuance date.
The issuances of the foregoing securities were made in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, as there was no general solicitation and the transactions did not involve a public offering.
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