What changed in this filing

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Item 1A. Risk Factors

2026-03-31 compared with 2025-03-19 · 147 added, 136 removed, 766 unchanged (27% of the section changed)

10 unchanged sentences

Continued development of the hemp industry will depend on continued legislative authorization of hemp at the state level, and further amendment or supplementation of legislation at the federal level.

Any number of events or occurrences

could slow or halt progress all together in this space.

Any number of events or occurrences could slow or halt progress all together in this space.

Numerous factors may impact or negatively affect the legislative process(es) within the various states the Company has business interests in.

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• enforcement activities by state and/or local law enforcement and regulatory authorities under the auspice of individual state law, regardless of any potential conflict thereby with federal law.

If the Company’s operations are found to be in violation of any of such laws or any other governmental regulations, or if applicable laws or regulations change or the enforcement of applicable laws or regulations changes, the Company may be subject to penalties, including, without limitation, civil and criminal penalties, damages, fines, the curtailment or restructuring of the Company’s operations or asset seizures, any of which could adversely affect the Company’s business and financial results.

without limitation, civil and criminal penalties, damages, fines, the curtailment or restructuring of the Company’s operations or asset seizures, any of which could adversely affect the Company’s business and financial results.

The future of hemp regulation at the Federal level is unclear.

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Additional unfavorable requirements from the DEA or FDA may have a material adverse impact on the Company’s business, financial condition and results of operations.

The Continuing Appropriations, Agriculture, Legislative Branch, Military Construction and Veterans Affairs, and Extensions Act, 2026 (H.R.

5371), enacted on November 12, 2025, ended a government shutdown but included a significant, controversial provision affecting the hemp industry.

This act (Section 781) revised the federal definition of hemp with an effective date of November 12, 2026, giving the industry a one-year transition period to comply.

Changes to the definition of hemp include limiting hemp and intermediate hemp-derived cannabinoid product to 0.3% total THC (including THCA) on dry weight basis, and limiting final hemp products intended for human or animal use (ingestion, inhalation, topical use) to no more than 0.4 milligrams of total THC per container, regardless of the container size.

This would negatively impact a large percentage of existing full-spectrum hemp products in the market.

Several legislative efforts are underway to repeal or amend these provisions before they take effect in November 2026.

If these efforts are unsuccessful and the revised definition goes into effect in November 2026, it would have a have a material adverse impact on the Company’s business, financial condition and results of operations.

The Company’s products are subject to numerous and diverse regulatory requirements which may restrict the Company’s ability to sell its product, and regulatory compliance costs may affect the Company’s business and financial results.

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The Company’s advertising is subject to regulation by the Federal Trade Commission ("FTC") under the Federal Trade Commission Act ("FTC Act") as well as subject to regulation by the FDA under the DSHEA.

In recent years, the FTC has initiated numerous investigations of dietary and nutritional supplement products and companies based on allegedly deceptive or misleading claims, and also released guidance aimed at strengthening its substantiation requirements for health-related claims.

In previous years, the FTC has initiated numerous investigations of dietary and nutritional supplement products and companies based on allegedly deceptive or misleading claims, and also released guidance aimed at strengthening its substantiation requirements for health-related claims.

At any point, enforcement strategies of a given agency can change as a result of other litigation in the space or changes in political landscapes, and could result in increased enforcement efforts, which could materially impact the Company’s business.

Additionally, some states also permit

advertising and labeling laws to be enforced by state attorneys general, who may seek relief for consumers, class action certifications, class wide damages and recalls of products sold by the Company.

Additionally, some states also permit advertising and labeling laws to be enforced by state attorneys general, who may seek relief for consumers, class action certifications, class wide damages and recalls of products sold by the Company.

Private litigants may also seek relief for consumers, class action certifications, class wide damages and recalls of products sold by the Company.

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Compliance with changes in legal, regulatory and industry standards may adversely affect the Company’s business.

The formulation, manufacturing, packaging, labelling, handling, distribution, importation, exportation, licensing, sale and storage of the Company’s products are affected by extensive laws, governmental regulations, administrative determinations, court decisions and similar constraints.

Such laws, regulations and other constraints may exist at the federal, state, provincial or local levels.

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.

Through December 31, 2024, several states 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.

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.

The uncertainties cannot be resolved without further federal, and potentially state-level, legislation, regulation or a definitive judicial interpretation of existing legislation and rules.

If these uncertainties continue, they may have an adverse effect on the Company's business, financial condition, operating results, cash flows or growth prospects, and the introduction of its products in different markets.

The formulation, manufacturing, packaging, labelling, handling, distribution, importation, exportation, licensing, sale and storage of the Company’s

products are affected by extensive laws, governmental regulations, administrative determinations, court decisions and similar constraints.

Such laws, regulations and other constraints may exist at the federal, state, or local levels.

The interplay of these federal, state, and local regulatory frameworks creates a dynamic and often uncertain regulatory environment.

The Company expects continued evolution in the laws governing hemp-derived cannabinoids, including potential congressional action, FDA rulemaking, state legislation, and state agency rulemaking.

At the state level, the regulatory environment for hemp-derived products is highly fragmented.

States have adopted different definitions of allowable cannabinoids, potency limits, serving sizes, packaging and labeling requirements, testing mandates, age restrictions, and sales channel limitations.

Several states have enacted specific rules governing hemp-derived Delta-9 THC products, including potency caps and restrictions on intoxicating formulations.

Others have banned certain forms of hemp-derived cannabinoids altogether, citing public health concerns.

These divergent laws may require reformulation, labeling adjustments, packaging updates, and market-specific strategies.

Certain products may not be legal for sale in particular states, and the Company’s distribution decisions must account for these differences.

Failure by the Company to comply with the current or evolving regulatory framework at the federal, state, and local level could have a material adverse impact on the Company’s business, financial condition and results of operations.

The Company is subject to regulations that could impact its ability to sell its product internationally.

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The failure of the Company’s operating infrastructure to support such expansion could result in operational failures and regulatory fines or sanctions.

Future product, market or

international expansion could require the Company to incur a number of up-front expenses, including those associated with obtaining regulatory clearance or approvals, as well as additional ongoing expenses, including those associated with infrastructure, staff and regulatory compliance.

Future product, market or international expansion could require the Company to incur a number of up-front expenses, including those associated with obtaining regulatory clearance or approvals, as well as additional ongoing expenses, including those associated with infrastructure, staff and regulatory compliance.

Any expansion efforts will be subject to various laws, regulations and guidelines that are subject to change over time, and result in increased costs and risk associated with regulatory compliance.

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The uncertainties cannot be resolved without further federal legislation, regulation, or a definitive judicial interpretation of existing legislation, regulation and rules.

For instance, on July 23, 2021, the Company was advised by the FDA of its objection to a New Dietary Ingredient Notification ("NDIN") submitted by the Company earlier in 2021.

For instance, on July 23, 2021, the Company was advised by the FDA of its objection to a NDIN submitted by the Company earlier in 2021.

The Company's submission was objected to on the basis that a full-spectrum hemp extract does not meet the definition of a dietary supplement because the FDA has taken the position that CBD was not marketed as a dietary supplement or conventional food prior to its authorization for investigation as a new drug.

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and iv) selling products that are misbranded due to their failure to include "adequate directions for use by a layperson".

The FDA also issued a consumer update reaffirming its position that CBD cannot lawfully be added to a food or marketed as a dietary supplement due to existing provisions of the FD&C Act, and outlining the data and potential safety issues it is considering as part of its ongoing evaluation of potential regulatory frameworks for CBD.

Notably, the FDA states that it could not conclude based on available data that CBD is "generally recognized as safe" for use in human or animal food.

While this is broad and may not be applicable in all instances, it nevertheless could materially and adversely impact the Company’s business and financial condition.

Further, the FDA has recently stated that it will continue to police the market and enforce against CBD products, and on March 22, 2021, the agency issued warning letters to two companies for selling OTC products labeled as containing CBD, alleging the products were illegally marketed unapproved drugs and misbranded due to prominent featuring of CBD on the labeling, followed by additional warning letters issued in 2021 and 2022.

On March 22, 2021, the agency issued warning letters to two companies for selling OTC products labeled as containing CBD, alleging the products were illegally marketed unapproved drugs and misbranded due to prominent featuring of CBD on the labeling, followed by additional warning letters issued in 2021 and 2022.

The FDA’s enforcement against the unlawful sale and marketing of CBD products has to date been limited to the issuance of warning letters, but other enforcement means are available to the FDA, including civil and criminal penalties.

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On January 26, 2023, the FDA announced its conclusion that existing regulatory pathways are not appropriate for CBD and that a new regulatory pathway would benefit consumers by providing safeguards and oversight to manage and minimize risks related to CBD products.

The agency also stated it is prepared to work with Congress on this matter and that it "will continue to take action against CBD

and other cannabis-derived products to protect the public, in coordination with state regulatory partners, when appropriate" by "monitoring the marketplace, identifying products that pose risks and acting within our authorities." If the FDA does not work expeditiously with Congress to develop a new pathway, or if Congress does not proceed with its own legislative initiatives to advance a regulatory framework for CBD products, this could delay the development of a regulatory regime for CBD and have an adverse effect on the business of the Company.

The agency also stated it is prepared to work with Congress on this matter and that it "will continue to take action against CBD and other cannabis-derived products to protect the public, in coordination with state regulatory partners, when appropriate" by "monitoring the marketplace, identifying products that pose risks and acting within our authorities." If the FDA does not work expeditiously with Congress to develop a new pathway, or if Congress does not proceed with its own legislative initiatives to advance a regulatory framework for CBD products, this could delay the development of a regulatory regime for CBD and have an adverse effect on the business of the Company.

In addition, it is possible a new framework could impose additional regulatory requirements for the marketing of CBD products, which may have an adverse impact on the business of the Company.

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These warning letters allege that companies make exaggerated or false and misleading claims about their CBD products without rigorous scientific evidence to substantiate the claims.

While historically, the FTC enforcement actions related to CBD have been limited to warning letters, in December 2020, the FTC initiated its first law enforcement administrative action against six companies selling CBD products.

These companies were alleged to have violated the FTC Act by allegedly making unsupported health claims.

The FTC entered into settlement agreements with these companies, which required, among other things, that the companies stop making such unsupported health claims and pay a monetary judgment to the FTC.

The FTC’s enforcement was publicized by the agency as part of its ongoing effort to protect consumers from false, deceptive, and misleading health claims made in advertisements on websites and through social media companies.

An additional enforcement action against a CBD company was announced in May 2021.

Further, on December 20, 2022, the FTC released a Health Products Compliance Guidance that covers all health-related product advertising and to substantiate health-related claims that emphasizes the need to support health-related claims with high quality randomized, placebo-controlled human clinical trials, which may signal the FTC is preparing to more closely scrutinize such claims compared to previous years.

On December 20, 2022, the FTC released a Health Products Compliance Guidance that covers all health-related product advertising and to substantiate health-related claims that emphasizes the need to support health-related claims with high quality randomized, placebo-controlled human clinical trials, which may signal the FTC is preparing to more closely scrutinize such claims compared to previous years.

The unknowns and associated risks of potential future FTC enforcement actions create risk for the Company’s business.

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Any inability to obtain required regulatory approval and permits could limit the Company’s ability to conduct its business.

The Company may be required to obtain and maintain certain permits, licenses and approvals in the jurisdictions where its products are sold.

There can be no assurance that the Company will be able to obtain or maintain any necessary licenses, permits or approvals.

The Company may be required to obtain and maintain certain permits, licenses, product registrations and approvals in the jurisdictions where its products are sold.

There can be no assurance that the Company will be able to obtain or maintain any necessary licenses, product registrations or approvals.

Any material delay or inability to receive these items is likely to delay and/or inhibit the Company’s ability to conduct its business, and would have an adverse effect on its business, financial condition and results of operations.

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Certain environmental laws impose strict and, in certain circumstances, joint and several liability on current or previous owners or operators of real property for the cost of the investigation, removal or remediation of hazardous substances as well as liability for related damages to natural resources.

In addition, the Company may discover

new facts or conditions that may change its expectations, or be faced with changes in environmental laws or their enforcement that would increase its liabilities.

In addition, the Company may discover new facts or conditions that may change its expectations, or be faced with changes in environmental laws or their enforcement that would increase its liabilities.

The Company’s costs of complying with current and future environmental and health and safety laws, liabilities arising from past or future releases of, or exposure to, regulated materials, or more vigorous enforcement of environmental and employee health and safety laws, may have a material adverse impact on the Company’s business, financial condition and results of operations.

Regulatory uncertainty with respect to anti-money laundering laws and regulations impact on the CBD and marijuana-related businesses, if revised or resolved unfavorably to the Company’s interests, may have an adverse effect on the Company’s business.

Regulatory uncertainty with respect to anti-money laundering laws and regulations impact on the CBD and cannabis related businesses, if revised or resolved unfavorably to the Company’s interests, may have an adverse effect on the Company’s business.

The Company is subject to a variety of laws and regulations in Canada and the United States and elsewhere that involve money laundering, financial recordkeeping and proceeds of crime, including the U.S.

Currency and Foreign Transactions Reporting Act of 1970 (commonly known as the "Bank Secrecy Act"), as amended by Title III of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 ("USA Patriot Act"), the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada), the Criminal Code ("Canada"), as amended and the rules and regulations thereunder, and any related or similar rules, regulations or guidelines, issued, administered or enforced by governmental authorities in the United States and Canada.

Financing Act (Canada), the Criminal Code ("Canada"), as amended and the rules and regulations thereunder, and any related or similar rules, regulations or guidelines, issued, administered or enforced by governmental authorities in the United States and Canada.

In February 2014, the Financial Crimes Enforcement Network ("FinCEN") of the U.S.

Department of the Treasury issued a memorandum providing instructions to banks seeking to provide services to marijuana related businesses (the "FinCEN Memo").

The FinCEN Memo states that in some circumstances, it may not be appropriate to prosecute banks that provide services to marijuana-related businesses for violations of federal money laundering laws.

Department of the Treasury issued a memorandum providing instructions to banks seeking to provide services to cannabis related businesses (the "FinCEN Memo").

The FinCEN Memo states that in some circumstances, it may not be appropriate to prosecute banks that provide services to cannabis related businesses for violations of federal money laundering laws.

It refers to supplementary guidance that Deputy Attorney General Cole issued to federal prosecutors relating to the prosecution of money laundering offenses predicated on cannabis-related violations of the CSA.

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If the Company's employees or other agents are found to have engaged in such practices, it could suffer severe penalties and other consequences that may have a material adverse impact on its business, financial condition and results of operations.

As a marijuana/cannabis related business, the Company may have difficulty accessing banking services due to the illegality of marijuana under federal law.

As a cannabis-related business, the Company may have difficulty accessing banking services due to the illegality of marijuana under federal law.

Since the production and possession of cannabis is currently illegal under U.S.

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The statement emphasized that banks were no longer required to file suspicious activity reports for customers solely because they are engaged in the growth or cultivation of hemp in accordance with applicable laws and regulations.

Regulatory uncertainty in respect of the laws, rules, regulations and directives facing banks which provide services to CBD and cannabis industry participants, if revised or resolved unfavorably to the Company’s interest, may materially and adversely affect the business of the Company.

Regulatory uncertainty in respect of the laws, rules, regulations

and directives facing banks which provide services to CBD and cannabis industry participants, if revised or resolved unfavorably to the Company’s interest, may materially and adversely affect the business of the Company.

The Company may have difficulty accessing public and private capital and banking services, which could negatively impact its ability to finance its operations.

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If the products the Company sells are not perceived to have the effects intended by the consumer, its business may suffer.

Many of the Company’s

products contain innovative ingredients or combinations of ingredients.

Many of the Company’s products contain innovative ingredients or combinations of ingredients.

There is limited long-term data with respect to potential therapeutic use or safety in humans or animals.

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See " Management’s Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources" for additional discussion regarding its liquidity position.

The Company’s products have a limited shelf life and product inventory may reach its expiration prior to sale.

The Company holds goods in inventory and its products have a limited shelf life.

The Company’s products have a stated shelf life and product inventory may reach its expiration prior to sale.

The Company holds goods in inventory and its products have a stated shelf life.

Its inventory may reach its expiration date and not be sold.

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This could also have a significant impact on the Company’s capacity to complete certain of its current or projected R&D projects and, accordingly, would negatively affect its projected commercial and financial growth.

Any significant increase in the price of raw materials that cannot be passed on to the Company’s customers could have a material adverse impact on the Company’s results of

operations or financial condition.

Any significant increase in the price of raw materials that cannot be passed on to the Company’s customers could have a material adverse impact on the Company’s results of operations or financial condition.

While potential alternative suppliers of raw materials may be identified, they must first pass intensive validation tests to ensure their compliance with product specifications.

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Entering into strategic relationships can be a complex process and the interests of the Company’s distribution partners may not be or remain aligned with the Company’s interests.

Some of the Company’s current and future distribution partners may decide to compete with the Company, refuse or be unable to fulfill or honor their contractual obligations to the Company, or change their plans to reduce their commitment to, or even abandon, their relationships with the Company.

There can be no assurance that the Company’s distribution partners will market the Company’s products successfully or that any such third-party collaboration will be on favorable terms.

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The Company's operations and industry may be subject to reputational risk.

Public opinion and perception on the use of CBD is inconsistent and may be negatively influenced by future clinical research or media reports that may be unfavorable to CBD, which may

have an adverse effect on public opinion and the demand for the Company’s products.

Public opinion and perception on the use of CBD is inconsistent and may be negatively influenced by future clinical research or media reports that may be unfavorable to CBD, which may have an adverse effect on public opinion and the demand for the Company’s products.

The Company believes that the CBD industry (and the cannabis industry in general) is highly dependent upon consumer perception regarding the safety, efficacy and quality of the products.

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Future research reports, findings, regulatory proceedings, litigation, media attention or other publicity that are perceived as less favorable than, or that question, earlier research reports, findings or publicity could have a material adverse effect on the cannabis industry and demand for its products and services, which could impact the Company’s business, financial condition and results of operations and cash flows.

The Company’s dependence upon consumer perception means that adverse scientific research reports, findings, regulatory proceedings, litigation, media attention or other publicity, whether or not accurate or with merit, could have a material adverse impact on the Company, its business, financial condition, results of operations and cash flows.

The Company’s dependence upon consumer perception means that adverse scientific research reports, findings, regulatory proceedings, litigation, media attention or other publicity, whether or

not accurate or with merit, could have a material adverse impact on the Company, its business, financial condition, results of operations and cash flows.

Further, adverse publicity, reports or other media attention regarding the safety, potential therapeutic use, and quality of CBD or cannabis in general, or the Company’s products specifically, or associating the consumption of CBD or cannabis with illness or other negative effects or events, could have a material adverse effect.

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The Company’s business can be affected by unusual weather patterns.

The production of some of the Company’s products relies on the availability and use of live plant material, which is grown in Arizona, Colorado, Kentucky and Canada.

The production of some of the Company’s products relies on the availability and use of live plant material, which is grown in Arizona, Colorado, Kentucky, New Mexico, and Canada.

Growing periods can be impacted by weather patterns and these unpredictable weather patterns may impact the Company's ability to harvest its industrial hemp and produce products.

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In addition, certain metabolic processes in the body may cause certain molecules to convert to other molecules which may negatively affect the results of drug tests.

Positive tests may adversely affect the end user's reputation, ability to obtain or retain

employment and participation in certain athletic or other activities.

Positive tests may adversely affect the end user's reputation, ability to obtain or retain employment and participation in certain athletic or other activities.

A claim or regulatory action against the Company based on such positive test results could adversely affect the Company's reputation and could have a material adverse effect on its business and operational results.

The Company may be unable to obtain adequate crop insurance.

The Company may not be able to obtain crop insurance at economically feasible rates, on acceptable terms, or at all.

As a result, the Company may have limited or no recourse in the event of a failed crop or other event that standard crop insurance would typically insure against.

Such inability may adversely impact the Company’s business and operating results.

The Company may be unable to obtain or maintain high quality farmland sufficient for its hemp cultivation needs.

The Company may be unable to maintain or obtain high quality farmland in sufficient acreage to support production levels or sustained accelerated growth.

The Company may be unable to obtain or maintain farming contracts sufficient for its hemp cultivation needs.

The Company may be unable to maintain or obtain farming contracts in sufficient acreage to support production levels or sustained accelerated growth.

Moreover, where farmland is available in sufficient acreage, it may not be available at rental rates or otherwise on acceptable economic terms.

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Furthermore, severe weather-related events may result in substantial costs to the Company, including costs to respond during the event, to recover from the event, and to possibly modify existing or future infrastructure requirements to prevent recurrence.

Climate changes could also disrupt the Company’s operations by impacting the availability and costs of materials needed for production and could increase insurance and other operating costs.

Climate change could also disrupt the Company’s operations by impacting the availability and costs of materials needed for production and could increase insurance and other operating costs.

A number of governments or governmental bodies have introduced or are introducing regulatory changes in response to concerns about the potential impact of climate change.

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If the Company’s hemp is found to have levels of pathogens, toxins, chemicals or other undesirable compounds that exceed established limits, the Company may have to destroy the applicable portions of its hemp crop.

Furthermore, if the Company’s crops in any state in which it operates are tested by a regulator and found to contain more than

0.3% THC on a dry weight basis, significant portions of the crops may be ordered to be destroyed.

Furthermore, if the Company’s crops in any state in which it operates are tested by a regulator and found to contain more than 0.3% THC on a dry weight basis, significant portions of the crops may be ordered to be destroyed.

Should the Company’s crops be lost due to pathogens, toxins, chemicals, other undesirable compounds, or regulatory enforcement, it may have a material adverse impact on its business and financial condition.

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The Company’s failure to acquire and retain customers could have a material adverse effect on its business, operating results and financial position.

The Company’s retail customers may not adequately support its products or its relationships with such retailers may deteriorate.

The Company relies significantly on retailers to display, present and sell its products to consumers in their brick-and-mortar stores and through their online e-commerce sites.

The Company’s retailers stock and display its products, and, in certain health food and other specialty stores, also explain the attributes and health benefits of its products.

The Company’s relationships with these retailers and their e-commerce platforms are important for maintaining and building consumer trust in its brands and for executing the advertising and educational programs the Company continues to deploy.

The Company’s failure to maintain these relationships with its retailers and platforms, or difficulties experienced by these groups, could harm the Company’s business.

The Company does not receive long-term purchase commitments from its retailers, and confirmed orders received from retail partners may be difficult to enforce.

In some instances, it is obliged to accept returned inventory.

Furthermore, there can be no assurance that the Company will be able, in the future, to continue to sell its products to its retail customers on favorable trading terms or at all.

The Company may be obligated to stop shipments to its retail customers, or such customers may refuse shipments from the Company while negotiating the resolution of trading issues with such customers.

Factors that could affect the Company’s ability to maintain or expand its sales to these retailers include:

(i) failure to accurately identify the needs of the Company’s customers;

(ii) lack of customer acceptance of new products or product expansions;

(iii) unwillingness of the Company’s retailers to attribute premium value to the Company’s existing and new products relative to competing products;

(iv) failure to obtain shelf space from retailers;

and (v) new, well-received product introductions by competitors.

In part, the Company’s sales depend on retailers effectively displaying its products, including providing attractive space in their stores, including online e-commerce platforms, and, in certain channels, having knowledgeable employees that can explain the Company’s products and their benefits.

If the Company loses any of its key retailers, or if any key retailer reduces their purchases of the Company’s existing or new products, reduces their number of stores or operations, promotes products of competitors over the Company, or suffers financial difficulty or insolvency, the Company may experience reduced sales of its products, resulting in lower revenue and gross profit margin, which would harm the Company’s profitability and financial condition.

The Company depends on the popularity and acceptance of its brand portfolio.

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If the Company’s suppliers are affected by increases labor, freight and energy costs, they may attempt to pass these cost increases on to the Company.

If the Company

pays such increases, it may not be able to offset them through increases in its pricing.

If the Company pays such increases, it may not be able to offset them through increases in its pricing.

The direct and indirect impacts of the Company’s ability to secure materials and move products could adversely affect its results of operations and financial condition.

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Competition for qualified technical, scientific, sales, and marketing staff, as well as officers and directors, can be intense, and no assurance can be provided that the Company will be able to attract or retain key personnel in the future.

From time to time, share-based compensation may comprise a significant component of the

Company’s compensation for key personnel.

From time to time, share-based compensation may comprise a significant component of the Company’s compensation for key personnel.

If the price of the Common Shares declines, it may be challenging to recruit and retain such individuals.

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The Company could encounter additional transaction and integration-related costs or experience an impact on its operations or results of operation as a result of the failure to realize all of the anticipated benefits from such acquisitions or partnerships or an inability to integrate an acquisition as anticipated successfully.

All of these factors could cause dilution to the Company’s earnings per Common Share or decrease or delay the anticipated accretive effect of the acquisition or partnership and cause a decrease in the market price of the Company’s securities or have a material adverse impact on the Company’s operations or results from operations.

All of these factors could cause dilution to the Company’s earnings per Common Share or

decrease or delay the anticipated accretive effect of the acquisition or partnership and cause a decrease in the market price of the Company’s securities or have a material adverse impact on the Company’s operations or results from operations.

The Company may be unable to successfully integrate and combine the operations, personnel, and technology infrastructure of any such acquired company with its existing operations.

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As the UPC is a new court system, there is no precedent for the court, increasing the uncertainty of any litigation.

Patents granted before the implementation of the UPC have the option of opting out of the jurisdiction of the UPC and remaining as national patents in the UPC countries.

Patents granted

before the implementation of the UPC have the option of opting out of the jurisdiction of the UPC and remaining as national patents in the UPC countries.

Patents that remain under the jurisdiction of the UPC will be potentially vulnerable to a single UPC-based revocation challenge that, if successful, could invalidate the patent in all countries that are signatories to the UPC.

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In that case, the court determined that patents with a term that exceeded the term of other patents in the same family—due to a PTA extension—were invalid for obvious-type double patenting.

If that decision is not overturned or reversed by Congress, then any PTA in a patent that the Company has or will obtain in the future could be

vulnerable to similar invalidity challenges based on other earlier-expiring patents.

If that decision is not overturned or reversed by Congress, then any PTA in a patent that the Company has or will obtain in the future could be vulnerable to similar invalidity challenges based on other earlier-expiring patents.

While the In re Cellect case focused on such challenges from patents in the same family, the court did not address challenges to a PTA from patents in other families that the Company or others may own, and this creates additional uncertainty with respect to PTA calculations.

Because a PTA added to the term of patents covering biological or pharmaceutical products and methods of their use have particular value, the Company business may be adversely affected if a third party successfully challenges the PTA, and its ability to exclude competitors is reduced or eliminated.

Because a PTA added to the term of patents covering biological or pharmaceutical products and methods of their use have particular value, the Company's business may be adversely affected if a third party successfully challenges the PTA, and its ability to exclude competitors is reduced or eliminated.

In addition, for issued patents where the Company has a PTA, it may determine that it is prudent not to file additional applications in that family to preserve that PTA.

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These results could harm the Company’s brand and prevent it from generating sufficient revenue or achieving profitability.

If the Company is unable to protect the confidentiality of its trade secrets, the value of its technology could be materially adversely affected and the business would be harmed.

The Company seeks to protect its confidential proprietary information, in part, by confidentiality agreements and invention assignment agreements with its employees, consultants, scientific advisors, contractors and collaborators.

These agreements are designed to protect the Company's proprietary information.

However, the Company cannot be certain that such agreements have been entered into with all relevant parties, and cannot be certain that its trade secrets and other confidential proprietary information will not be disclosed, or that competitors will not otherwise gain access to its trade secrets, or independently develop substantially equivalent information and techniques.

For example, any of these parties may breach the agreements and disclose the Company's proprietary information, including its trade secrets, and the Company may not be able to obtain adequate remedies for such breaches.

The Company also seeks to preserve the integrity and confidentiality of its confidential proprietary information by maintaining physical security of its premises and physical and electronic security of its information technology systems, but it is possible that these security measures could be breached.

If any of the Company's confidential proprietary information were to be lawfully obtained or

independently developed by a competitor, the Company would have no right to prevent such competitor from using that technology or information to compete with it, which could harm its competitive position.

Obtaining and maintaining patent protection depends on compliance with various procedural, document submission, fee payment and other requirements imposed by governmental patent agencies and the Company's patent protection could be reduced or eliminated for non-compliance with these requirements.

The USPTO and various foreign governmental patent agencies require compliance with a number of procedural, documentary, fee payment and other similar provisions during the patent application process.

In addition, periodic maintenance fees on issued patents often must be paid to the USPTO and foreign patent agencies over the lifetime of the patent.

While an unintentional lapse can in many cases be cured by payment of a late fee or by other means in accordance with the applicable rules, there are situations in which noncompliance can result in premature abandonment or lapse of the patent or patent application, resulting in partial or complete loss of patent rights in the relevant jurisdiction.

Non-compliance events that could result in abandonment or lapse of a patent or patent application include, but are not limited to, failure to respond to official actions within prescribed time limits, non-payment of fees and failure to properly legalize and submit formal documents.

If the Company fails to maintain the patents and patent applications covering its products, it may not be able to stop a competitor from marketing competing products that are the same as or similar to its products, which would have a material adverse effect on the business.

The Company may become involved in lawsuits to protect or enforce its patents or other intellectual property rights, which could be expensive, time-consuming and unsuccessful.

Competitors may infringe the Company's patents or other intellectual property.

Although the Company is not currently involved in any litigation, if it were to initiate legal proceedings against a third party to enforce a patent covering its product candidates, the defendant could counterclaim that the patent covering its products is invalid and/or unenforceable.

In patent litigation in the United States, defendant counterclaims alleging invalidity and/or unenforceability are commonplace.

Grounds for a validity challenge could be an alleged failure to meet any of several statutory requirements, including lack of novelty, obviousness, written description or non-enablement.

Grounds for an unenforceability assertion could be an allegation that someone connected with prosecution of the patent withheld relevant information from the USPTO, or made a misleading statement, during prosecution.

The outcome following legal assertions of invalidity and unenforceability is unpredictable.

Interference or derivation proceedings provoked by third parties or brought by the Company or declared by the USPTO may be necessary to determine the priority of inventions with respect to its patents or patent applications.

An unfavorable outcome could require the Company to cease using the related technology or to attempt to license rights to it from the prevailing party.

The business could be harmed if the prevailing party does not offer the Company a license on commercially reasonable terms or at all, or if a non-exclusive license is offered and its competitors gain access to the same technology.

The Company's defense of litigation or interference or derivation proceedings may fail and, even if successful, may result in substantial costs and distract management and other employees.

In addition, the uncertainties associated with litigation could have a material adverse effect on the Company's ability to raise the funds necessary to continue clinical trials, continue research programs, license necessary technology from third parties, or enter into development partnerships that would help bring its products to market.

Furthermore, because of the substantial amount of discovery required in connection with intellectual property litigation, there is a risk that some of the Company's confidential information could be compromised by disclosure during this type of litigation.

There could also be public announcements of the results of hearings, motions, or other interim proceedings or developments.

If securities analysts or investors perceive these results to be negative, it could have a material adverse effect on the price of its common stock.

Third parties may initiate legal proceedings alleging that the Company is infringing, misappropriating or otherwise violating their intellectual property rights, the outcome of which would be uncertain and could have a material adverse effect on the success of the business.

The Company's commercial success depends upon its ability to develop, manufacture, market, and sell CBD products without infringing, misappropriating or otherwise violating the intellectual property and other proprietary rights of third parties.

There is a considerable amount of intellectual property litigation in the hemp genetics and CBD extraction and formulation industries.

The Company may become party to, or threatened with, infringement litigation claims regarding its products and technology, including claims from competitors or from non-practicing entities that have no relevant product revenue and against whom its own patent portfolio may have no deterrent effect.

Moreover, the Company may become party to future adversarial proceedings or litigation regarding its patent portfolio or the patents of third parties.

Such proceedings could also include contested post-grant proceedings such as oppositions, inter-parties review, reexamination, interference, or derivation proceedings before the U.S.

Patent and Trademark Office or foreign patent offices.

The legal threshold for initiating litigation or contested proceedings is low, so that even lawsuits or proceedings with a low probability of success might be initiated and require significant resources to defend.

Litigation and contested proceedings can also be expensive and time-

consuming, and the Company's adversaries in these proceedings may have the ability to dedicate substantially greater resources to prosecuting these legal actions than it can.

Third parties may assert infringement claims against the Company based on existing patents or patents that may be granted in the future.

The Company may not be aware of all such intellectual property rights potentially relating to its products, their manufacture, and their uses.

Thus, the Company does not know with certainty that any of its products or the development and commercialization thereof, do not and will not infringe or otherwise violate any third-party’s intellectual property.

If the Company is found to infringe, misappropriate or otherwise violate a third-party’s intellectual property rights, it could be required to obtain a license from such third-party to continue developing, manufacturing, marketing and selling any products, if and when approved, products and technology.

However, the Company may not be able to obtain any required license on commercially reasonable terms or at all.

Even if the Company were able to obtain a license, it could be non-exclusive, thereby giving competitors access to the same technologies licensed to the Company and could require it to make substantial licensing and royalty payments.

The Company could be forced, including by court order, to cease commercializing the infringing technology, or products.

In addition, it could be found liable for monetary damages, including treble damages and attorneys’ fees, if it is found to have willfully infringed a patent and could be forced to indemnify its customers or collaborators.

A finding of infringement could also result in an injunction that prevents the Company from commercializing its products or forces it to cease some business operations, which could materially harm the business.

In addition, the Company may be forced to redesign its products, seek new regulatory approvals and indemnify third parties pursuant to contractual agreements.

Claims that the Company has misappropriated the confidential information or trade secrets of third parties could have a similar negative impact on the business.

The Company is involved in litigation, including class action litigation, and there may be additional litigation in the future in which it will be involved.

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In addition, legal fees and costs incurred in connection with such activities may be significant.

In the future, the Company could be subject to judgments or enter into settlements of claims for

significant monetary damages.

In the future, the Company could be subject to judgments or enter into settlements of claims for significant monetary damages.

A decision adverse to the interests of the Company could result in the payment of substantial damages.

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However, trade secrets are difficult to protect.

The Company enters into confidentiality or non-disclosure agreements with its corporate partners, employees, consultants, outside scientific collaborators, developers, and other advisors.

The Company enters into confidentiality or non-disclosure agreements with its corporate partners, employees, consultants, outside scientific collaborators,

developers, and other advisors.

These agreements generally require that the receiving party keep confidential and not disclose to third parties confidential information developed by the receiving party or made known to the receiving party by the Company during the receiving party’s relationship with the Company.

These agreements also generally provide that inventions conceived by the receiving party wihle rendering services to the Company will be its exclusive property, and the Company enters into assignment agreements to perfect its rights.

These agreements also generally provide that inventions conceived by the receiving party while rendering services to the Company will be its exclusive property, and the Company enters into assignment agreements to perfect its rights.

These confidentiality, inventions and assignment agreements, where in place, may be breached and may not effectively assign intellectual property rights to the Company.

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Failure to obtain or maintain effective trade secret protection could adversely affect the Company’s competitive position.

The Company’s status as a public benefit company and a Certified B Corp may not result in the benefits that the Company anticipates.

The Company’s status as a public benefit company may not result in the benefits that the Company anticipates.

The Company has elected to be classified as a "Benefit Company" under the BCBCA, in connection with which it will pursue the public benefits identified in its Articles.

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As a benefit company, the Company is required to disclose to Shareholders an annual benefit report outlining how the Company conducts its business responsibly and sustainably and how it promotes its public benefit.

In addition, the Company’s directors and officers are required to act honestly and in good faith conduct business responsibly and sustainably and promote the Company’s public benefits, which must be balanced with their duty under the BCBCA to act honestly and in good faith in the best interests of the Company.

In addition, the Company’s directors and officers are required to act honestly and in good faith conduct business responsibly and sustainably, and to promote the Company’s public benefits, which must be balanced with their duty under the BCBCA to act honestly and in good faith in the best interests of the Company.

If the Company is unable to provide this report in a timely manner, or if the report is not viewed favorably by the parties with which the Company does business, its regulators, or others reviewing its credentials, its reputation and status as a benefit company may be harmed.

In addition to being a benefit company, the Company has been certified by B Lab as a "Certified B Corp," referring to companies that are certified as meeting certain levels of social and environmental performance, accountability and transparency.

The standards for Certified B Corporation certification are set by B Lab and may change over time.

The Company’s continued certification is at the sole discretion of B Lab.

To maintain certification, the Company is required to update its assessment and verify its updated score with B Lab every three years.

The Company was first certified in August 2020 and re-certified in April 2024.

There is no guarantee that the Company will continue to be re-certified.

The Company’s reputation could be harmed if it loses its status as a Certified B Corp, whether by its choice or its failure to continue to meet the certification requirements.

Likewise, the Company’s reputation could be harmed if its publicly reported Certified B Corp score declines.

As a public benefit company, the Company has a duty to balance a variety of interests that may result in actions that do not maximize Shareholder value.

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Accordingly, being a benefit company and complying with the related obligations could negatively impact the Company’s ability to provide the highest possible return to its Shareholders.

As a benefit company under British Columbia law, the Company’s directors and officers are required to act honestly and in good faith with a view to conducting business responsibly and sustainably and promoting the Company’s public benefits, which must be balanced with their duty under the BCBCA to act honestly and in good faith with a view to the best interests of the Company.

While the Company believes its public benefit designation and obligation will benefit Shareholders, in balancing these interests, the Board of Directors may

take actions that do not maximize Shareholder value.

As a benefit company under British Columbia law, the Company’s directors and officers are required to act honestly and in good faith with a view to conducting business responsibly and sustainably, and to promoting the Company’s public benefits, which must be balanced with their duty under the BCBCA to act honestly and in good faith with a view to the best interests of the Company.

While the Company believes its public benefit designation and obligation will benefit Shareholders, in balancing these interests, the Board of Directors may take actions that do not maximize Shareholder value.

Any benefits to Shareholders resulting from the Company’s public benefit purposes may not materialize within the expected timeframe, or at all, and may have negative effects.

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As a new class of corporate entity, there is uncertainty over how British Columbia courts would view a board’s balancing of interests as little jurisprudence exists to offer insights or guidance.

Therefore, the Company may be subject increased legal proceedings, which would require management's attention and, as a result, may adversely impact management’s ability to execute the Company’s strategy effectively.

Therefore, the Company may be subject to increased legal proceedings, which would require management's attention and, as a result, may adversely impact management’s ability to execute the Company’s strategy effectively.

Any such derivative litigation may be costly and have an adverse impact on the Company’s financial condition and results of operations.

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If any of these third parties were to become subject to bankruptcy, receivership or similar proceedings, the Company's rights and benefits in relation to its business relationships, contracts and transactions with such third parties could be terminated, modified in a manner adverse to the Company, or otherwise impaired.

The Company cannot make any assurances that it could arrange alternate or replacement business relationships, transactions or contracts on terms as favorable as

existing business relationships, transactions or contracts, if at all.

The Company cannot make any assurances that it could arrange alternate or replacement business relationships, transactions or contracts on terms as favorable as existing business relationships, transactions or contracts, if at all.

Any inability on the Company's part to do so could have a material adverse effect on its business and results of operations.

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There can be no assurance that, in the event of a breach of confidentiality, the Company will be able to obtain equitable remedies, such as injunctive relief from a court of competent jurisdiction in a timely manner, if at all, in order to prevent or mitigate any damage to its business that such a breach of confidentiality may cause.

Tariffs on imported packaging materials could increase costs.

While the Company's hemp materials and hemp products are produced in the U.S., it relies on certain packaging materials for its products that are sourced from foreign suppliers.

In March and April 2025, the Trump Administration announced a series of additional special tariffs, some of which have been temporarily paused.

As a result of the increases in the U.S.

tariffs, the Company may experience higher costs that it may not be able to pass on to consumers, which could result in the loss of customers, harm to operating performance, and a negative impact on profit margins.

Additionally, the imposition of tariffs could disrupt the Company’s supply chain, result in delays or shortages of materials, or require it to seek alternative suppliers at potentially higher costs.

The increase or continued imposition of tariffs, potential trade restrictions between countries as a result of tariffs, and similar constraints could result in a material adverse effect on the Company’s business, operations, and financial condition.

Risks Relating to the Company’s Securities

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BATS and NYSE:

BTI), providing for the issuance of an approximately $56.8 million (C$75.3 million) debenture convertible into 19.9% ownership of the Company’s Common Shares at a conversion price of C$2.00 per Common Share of the Company on the Toronto Stock Exchange (TSX).

The debenture will accrue interest at an annualized rate of 5% until such time that there is federal regulation permitting the use of cannabidiol, a phytocannabinoid derived from CBD as an ingredient in food products and dietary supplements in the United States.

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(iii) the level of investment in R&D;

(iv) operating expenses and (v) the amount of the Company’s capital expenditures, including acquisitions.

(iv) operating expenses;

and (v) the amount of the Company’s capital expenditures, including acquisitions.

There can be no assurance that the Company will be able to obtain capital in the future to meet its needs.

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Generally, when the Company issues securities, management of the Company will have broad discretion with respect to the application of net proceeds received by the Company from the sale of the securities and may spend such proceeds in ways that do not improve the Company’s results of operations or enhance the value of the securities issued and outstanding from time to time.

Any failure by management to apply these funds effectively could result in

financial losses that could have a material adverse effect on the Company’s business or cause the price of the securities of the Company issued and outstanding from time to time to decline.

Any failure by management to apply these funds effectively could result in financial losses that could have a material adverse effect on the Company’s business or cause the price of the securities of the Company issued and outstanding from time to time to decline.

There is a limited market for the Company’s Common Shares.

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In addition, broad market and societal factors, as well as political, social and economic instability globally or in the markets the Company serves may harm the market price of the Common Shares and other listed securities of the Company.

Hence, the price of the Common Shares and such other securities could fluctuate based upon factors that have little or nothing to do with the Company, and these fluctuations could materially reduce the price of the Common Shares or such other securities regardless of the Company’s operating performance.

Hence, the price of the Common Shares and such other securities could fluctuate based upon factors that have little or nothing to do with the Company, and these

fluctuations could materially reduce the price of the Common Shares or such other securities regardless of the Company’s operating performance.

Additionally, these factors, as well as other related factors, may cause decreases in asset values that are deemed to be other than temporary, which may result in impairment losses.

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The Company may issue additional Common Shares in the future which may dilute a Shareholder’s holdings in the Company.

The Articles permit the issuance of an unlimited number of Common Shares, and an unlimited number of Preferred Shares issuable in series, and Shareholders have no preemptive rights in connection with any further issuances.

The Articles permit the issuance of an unlimited number of Common Shares, and an unlimited number of Preferred Shares issuable in series, and Shareholders

have no preemptive rights in connection with any further issuances.

The directors of the Company have the discretion to determine the provisions attaching to the Common Shares and the price and the terms of issue of further Common Shares.

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These provisions and the resulting costs may also discourage the Company from bringing a lawsuit against directors and officers for breaches of their fiduciary duties, and may similarly discourage the filing of derivative litigation by the Company’s Shareholders against the Company’s directors and officers even though such actions, if successful, might otherwise benefit the Company and its Shareholders.

There may be difficulty in enforcing judgments and effecting service of process on directors and officers who are not citizens of the United States.

Certain of the Company’s directors and officers reside outside of the United States and some or all of the assets of such persons are located outside of the United States.

Therefore, it may not be possible for Shareholders to collect or to enforce judgments or

liabilities against them under U.S.

securities laws.

Moreover, it may not be possible for Shareholders to effect service of process upon such persons.

Generally, original actions to enforce liabilities under U.S.

federal securities laws may not be brought in a Canadian or other court.

Such actions must be brought in a court in the United States with applicable jurisdiction.

Persons obtaining judgments against the Company in United States courts, including judgments obtained under U.S.

federal securities laws, will then be required to bring an application in a Canadian court to enforce such judgments in Canada.

The Company’s Articles provide that the Supreme Court of British Columbia, Canada and the Court of Appeal of British Columbia, Canada shall, to the fullest extent permitted by law, be the sole and exclusive forum for derivative actions, actions relating to breaches of fiduciary duty, and other matters, creating a conflict with U.S.

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securities law did not give rise to a cause of action in British Columbia Courts, there is a risk that the Company would be required to litigate any such breach in a jurisdiction which is less favorable to the Company which could result in additional costs and financial losses that could have a material adverse effect on the Company’s business.

These provisions may limit the Company’s Shareholders’ ability to bring a claim in a judicial forum they find favorable for disputes with the Company or its directors, officers, or other employees, which may discourage lawsuits against the Company and its directors, officers, and other employees.

These provisions may limit the Company’s Shareholders’ ability to bring a claim in a judicial forum they find favorable for disputes with the Company or its

directors, officers, or other employees, which may discourage lawsuits against the Company and its directors, officers, and other employees.

The Company is subject to U.S.

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In addition, as data privacy and marketing laws change, the Company may incur additional costs to ensure it remains in compliance.

via personalized marketing may decrease, its investment in its e-commerce platform may not be fully realized, its opportunities for growth may be curtailed by its compliance burden and its potential reputational harm or liability for security breaches may increase.

If applicable data privacy and marketing laws become more restrictive at the international, federal, provincial or state levels, the Company’s compliance costs may increase, its ability to effectively engage customers via personalized marketing may decrease, its investment in its e-commerce platform may not be fully realized, its opportunities for growth may be curtailed by its compliance burden and its potential reputational harm or liability for security breaches may increase.

The Company faces risks related to its information technology systems and potential cyber-attacks and security and privacy breaches.

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As a result, the Company may become subject to more extensive requirements to protect the customer information that it processes in connection with the purchase of its products, resulting in increased compliance costs.

The Company’s information technology systems and online activities, including its e-commerce websites, also may be subject to denial of service, malware or other forms of cyber-attacks.

The Company’s IT systems and online activities, including its e-commerce websites, also may be subject to denial of service, malware or other forms of cyber-attacks.

While the Company has taken measures to protect against those types of attacks, those measures may not adequately protect its online activities from such attacks.

If a denial-of-service attack or other cyber event were to affect the Company’s e-commerce sites or other information technology systems, its business could be disrupted, it may lose sales or valuable data, and its reputation may be adversely affected.

If a denial-of-service attack or other cyber event were to affect the Company’s e-commerce sites or other IT systems, its business could be disrupted, it may lose sales or valuable data, and its reputation may be adversely affected.

The Company’s risk and exposure to these matters cannot be fully mitigated because of, among other things, the evolving nature of these threats.

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The costs of being a public company in both Canada and the United States are high and may strain the Company’s resources.

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.

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.

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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.

The Company’s internal controls over financial reporting may not be effective, and the Company’s independent auditors may be unwilling or unable to provide us, when required, with an attestation report on the effectiveness of internal controls over financial reporting as required by Section 404 of the Sarbanes-Oxley Act.

The Company’s internal controls over financial reporting may not be effective, and the Company’s independent auditors may be unwilling or unable to provide the Company, when required, with an attestation report on the effectiveness of internal controls over financial reporting as required by Section 404 of the Sarbanes-Oxley Act.

The Company is subject to reporting and other obligations under applicable Canadian securities laws and rules of any stock exchange on which the Common Shares are listed, including National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings of the Canadian Securities Administrators, and is subject to U.S.

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Moreover, any failure to maintain effective internal controls could cause the Company to fail to satisfy its reporting obligations or result in material misstatements in its financial statements.

If the Company cannot provide reliable financial reports or prevent fraud, its reputation and operating results could be materially adversely affected which could also cause investors to lose confidence in the Company’s reported financial information, which could result in a reduction in the trading price of the Common Shares.

If the Company cannot provide reliable financial reports or prevent fraud, its reputation and operating results could be materially adversely affected which could

also cause investors to lose confidence in the Company’s reported financial information, which could result in a reduction in the trading price of the Common Shares.

The Company does not expect that its disclosure controls and procedures and internal controls over financial reporting will prevent all error or fraud.

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Rising inflation could have an adverse impact on expenses, as these costs could increase at a higher rate than revenues.

The Company's costs are subject to fluctuations, particularly due to changes in the prices of raw

product and packaging materials and the costs of labor, transportation and energy.

The Company's costs are subject to fluctuations, particularly due to changes in the prices of raw product and packaging materials and the costs of labor, transportation and energy.

Inflation pressures could also result in increases in these input costs.

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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.

What changed 10-K

Item 1A. Risk Factors