−Removed: Our Annual Report on Form 10-K for the year ended December 31, 2022 includes a detailed discussion of our risk factors under the heading “Part I, Item 1A—Risk Factors.” Except as set forth below, there have been no material changes from such risk factors during the quarter ended June 30, 2023.
+Added: Our Annual Report on Form 10-K for the year ended December 31, 2022 includes a detailed discussion of our risk factors under the heading “Part I, Item 1A—Risk Factors.” Except as set forth below, there have been no material changes from such risk factors during the quarter ended September 30, 2023.
You should consider carefully the risk factors set forth in this Form 10-Q and discussed in our Annual Report on Form 10-K for the year ended December 31, 2022 and all other information contained in or incorporated by reference in this Form 10-Q before making an investment decision.
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Such laws, regulations and other constraints may exist at the federal, state, provincial or local levels.
−Removed: There is currently no uniform regulation applicable to natural health products worldwide.
+Added: There is currently no uniform regulation applicable to natural health products nationally or worldwide.
There can be no assurance that the Company is in compliance with all of these laws, regulations and other constraints, and changes to such laws, regulations and other constraints may have a material adverse effect on the Company’s operations.
−Removed: Through June 30, 2023, several states, including, but not limited to Florida, Maryland, Minnesota, New York, Utah and Virginia, have adopted new regulations that may impact the Company's ability to sell certain of its products as currently formulated or packaged in these states.
+Added: Through September 30, 2023, several states, including, but not limited to Alaska, Florida, Maryland, Minnesota, New York, Utah and Virginia, have adopted new regulations that may impact the Company's ability to sell certain of its products as currently formulated or packaged in these states.
There is substantial uncertainty and different interpretations among federal, state and local regulatory agencies, legislators, academics and businesses as to the importation of derivatives from exempted portions of the Cannabis plant and the emerging regulation of cannabinoids.
−Removed: These different opinions include, but are not limited to, the regulation of cannabinoids by the FDA and the extent to which manufacturers of products containing imported raw materials and/or 2018 Farm Bill compliant cultivators and processors may engage in interstate commerce.
+Added: These different opinions include, but are not limited to, the regulation of cannabinoids by the FDA and the extent to which manufacturers of products containing imported raw materials and/or Agricultural Improvement Act of 2018 compliant cultivators and processors may engage in interstate commerce.
The uncertainties cannot be resolved without further federal, and potentially state-level, legislation, regulation or a definitive judicial interpretation of existing legislation and rules.
−Removed: If these uncertainties continue, they may have an adverse effect upon the introduction of the Company's products in different markets.
+Added: If these uncertainties continue, they may have an adverse effect upon the Company's business, financial condition, operating results, cash flows or growth prospects, and the introduction of the Company's products in different markets.
A small number of shareholders may exercise significant influence on matters submitted to Shareholders for approval.
The Company has a small number of shareholders who, to the knowledge of the Company, own, in the aggregate, in excess of 5.0% equity interest in the Company.
−Removed: Although such Shareholders may not have an agreement to act in
−Removed: concert, such Shareholders may have the ability to exercise significant influence over matters submitted to Shareholders for approval, whether subject to approval by a majority of the Shareholders or special resolution.
−Removed: In addition, on June 16, 2023, a group of three shareholders filed a statement on Schedule 13D with the SEC indicating that they, collectively, held over 5% interest in the Company and had taken certain steps with the objective of replacing certain members of the Company’s Board of Directors.
−Removed: The costs of being a public company are high and may strain the Company’s resources.
−Removed: The Company incurs significant legal, accounting, insurance and other expenses as a result of being a public company, which may negatively impact its performance and could cause its results of operations and financial condition to suffer.
+Added: Although such shareholders may not have an agreement to act in concert, such shareholders may have the ability to exercise significant influence over matters submitted to shareholders for approval, whether subject to approval by a majority of the Shareholders or special resolution.
+Added: On June 16, 2023, a group of three shareholders filed a statement on Schedule 13D with the SEC indicating that they, collectively, held over 5% interest in the Company and had taken certain steps with the objective of replacing certain members of the Company’s Board of Directors.
+Added: The costs of being a public company in both Canada and the United States in both Canada and the United States are high and may strain the Company’s resources.
+Added: The Company incurs significant legal, accounting, insurance and other expenses as a result of being a public company in both Canada and the United States, which may negatively impact its performance and could cause its results of operations and financial condition to suffer.
Compliance with applicable securities laws in Canada and the United States and the rules of the TSX and the U.S.
Securities and Exchange Commission ("SEC") (including, but not limited to, preparation and delivery of prescribed continuous disclosure forms, payment of listing fees, potential costs associated with shareholder actions or dissenting shareholder activity, costs associated with regulatory reviews and costs associated with changes in laws or regulations) constitutes a significant expense, including legal and accounting costs, and makes some activities more time-consuming and costly.
−Removed: Reporting and other obligations as a public company and the Company’s anticipated growth may place a strain on the Company’s financial and management systems, processes and controls, as well as on personnel.
+Added: Reporting and other obligations as a public company may place a strain on the Company’s financial and management systems, processes and controls, as well as on personnel.
Unregistered Sales of Equity Securities and Use of Proceeds
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.