You should carefully consider the risks and uncertainties described below before deciding to invest in shares of our common stock.
−Removed: If any of the following risks or uncertainties actually occurs, our business, prospects, financial condition and operating results would likely suffe
+Added: If any of the following risks or uncertainties actually occurs, our business, prospects, financial condition and operating results would likely suffe r .
In that event, the market price of our common stock could decline, and you could lose all or part of your investment.
47 unchanged sentences
In order to manage growth, we will be required to expand existing operations, particularly with respect to enhanced product offerings, customer service and development, to improve existing and implement new operational, financial systems, procedures and controls.
−Removed: In 2021, the Company added a significant number of consultants to assist with development and will continue to add customer support and technical personnel.
+Added: In 2023, the Company added a significant number of consultants to assist with development and will continue to add technical and marketing personnel.
We have experienced some strain on our resources because of:
7 unchanged sentences
Austin Lewis, IV and David Scott.
−Removed: Lewis has specialized knowledge and skills with respect to our Company and our operations and relationships with our clients.
+Added: Lewis has specialized knowledge and skills with respect to our Company and our operations and relationships with our channel partners.
As a result, if Mr.
5 unchanged sentences
We believe that our future success will depend upon our ability to identify, attract, hire, train, motivate and retain other highly skilled managerial, accounting, technical consulting, marketing and customer service personnel.
−Removed: The Company has recently added seven new employees and has had minimal turnover in the last year.
+Added: The Company has recently been awarded a “Great Place to Work” certification in Canada.
+Added: We have added five new employees with minimal turnover in the last year.
We cannot offer assurances that we will be successful in attracting, assimilating or retaining the necessary personnel, and the failure to do so could have an adverse effect on our business.
1 unchanged sentence
Development and awareness of our Company will depend largely on our success in increasing our customer base, specifically in the United States.
−Removed: To attract and retain customers and to promote and maintain our Company in response to competitive pressures, we may find it necessary to increase our marketing and advertising budgets and otherwise to increase substantially our financial commitment to creating and maintaining brand loyalty among consumers.
+Added: To attract and retain customers and to promote and maintain our Company in response to competitive pressures, we may find it necessary to increase our sales, marketing and advertising budgets and otherwise to increase substantially our financial commitment to creating and maintaining brand loyalty among consumers.
We will need to continue to devote substantial financial and other resources to increase and maintain the awareness of our online brands among website users, advertisers, affiliate relationships, and e-commerce entities that we have advertising relationships with through:
1 unchanged sentence
traditional media advertising campaigns;
+Added: trade shows and exhibitions;
Canadian seller resources.
24 unchanged sentences
Our Bylaws include advance notice requirements for the submission by stockholders of nominations for election to the Board of Directors and for proposing matters that can be acted upon by stockholders at a meeting.
−Removed: We are subject to the anti-takeover provisions of Section 203 of the Delaware General Corporation Law (the “DGCL”), which will prohibit us from engaging in a “business combination”
−Removed: with an “interested stockholder”
−Removed: for three years after the date of the transaction in which the person became an interested stockholder unless the business combination is approved in a prescribed manner.
+Added: We are subject to the anti-takeover provisions of Section 203 of the Delaware General Corporation Law (the “DGCL”), which will prohibit us from engaging in a “business combination” with an “interested stockholder” for three years after the date of the transaction in which the person became an interested stockholder unless the business combination is approved in a prescribed manner.
Generally, a "business combination" includes a merger, asset or stock sale, or other transaction resulting in a financial benefit to the interested stockholder.
37 unchanged sentences
The Company may be exposed to potential risks relating to our significant deficiencies and material weaknesses in our internal controls over financial reporting.
−Removed: As directed by Section 404 of the Sarbanes-Oxley Act of 2002 (“SOX 404”), the Securities and Exchange Commission adopted rules requiring public companies to include a report of management on the Company's internal control over financial reporting in their annual reports, including Form 10-K.
+Added: As directed by Section 404 of the Sarbanes-Oxley Act of 2002 (“SOX 404”), the Securities and Exchange Commission adopted rules requiring public companies to include a report of management on the Company's internal control over financial reporting in their annual reports, including Form 10-K.
We have identified deficiencies and material weaknesses in our internal controls and have taken steps to remediate them as cost-effectively as possible.
8 unchanged sentences
Increased competition is likely to result in reduced operating margins, loss of market share and a diminished brand recognition, any one of which could materially adversely affect our business, results of operations and financial condition.
−Removed: Many of our current and potential competitors have greater financial, marketing, customer support, technical and other resources than the Company.
+Added: Many of our current and potential competitors have greater financial, marketing, technical and other resources than the Company.
As a result, these competitors may be able to provide services on more favorable terms than we can, and they may be able to respond more quickly to changes in customer preferences or to devote greater resources to the development of their products than the Company.
8 unchanged sentences
There can be no assurance that consumer and corporate spending will not be adversely impacted by economic conditions, thereby possibly impacting our operating results and growth.
−Removed: The COVID-19 pandemic including the emergence of different variants could cause disruptions to global economic conditions that could adversely affect our business, financial condition, liquidity, capital, and results of operations.
−Removed: Even as efforts to contain the pandemic, including vaccinations, have made progress and most restrictions have relaxed, new variants of the virus may cause additional outbreaks.
−Removed: The impact of COVID-19 pandemic or any future pandemic, epidemic or outbreak of any other highly infectious disease, may materially adversely affect our business.
Security breaches and credit card fraud could harm our business.
10 unchanged sentences
Our Company is not currently subject to direct regulation by any government agency, other than regulations applicable to businesses generally, and laws or regulations directly applicable to access to, or commerce on, the internet.
−Removed: Today there are relatively few laws specifically directed towards online services, other than to protect user privacy or children.
+Added: Today there are relatively few laws specifically directed towards online services, other than to protect user privacy or minors.
However, due to the increasing popularity and use of the internet, it is possible that a number of laws and regulations may be adopted with respect to the internet, covering issues such as user privacy, freedom of expression, pricing, content and quality of products and services, fraud, taxation, advertising, intellectual property rights and information security.
21 unchanged sentences
Any negative change in the public's perception of the prospects of Internet or e-commerce companies could depress our stock price regardless of our results.
−Removed: “Penny stock ”
−Removed: regulations may impose certain restrictions on marketability of securities.
+Added: “Penny stock ” regulations may impose certain restrictions on marketability of securities.
The SEC adopted regulations which generally define "penny stock" to be an equity security that has a market price of less than $5.00 per share.
13 unchanged sentences
These factors result in a limited trading market for our common stock and therefore holders of our Company's stock may be unable to sell shares purchased should they desire to do so.
−Removed: Unresolved Staff Comments
−Removed: The Company’s primary offices are located at 700 Dorval Drive, Oakville, Ontario with a principal executive office at 225 Cedar Hill Street, Marlborough, Massachusetts, pursuant to a lease agreement for the Oakville property which expires in August 2023.
−Removed: The agreement for the Marlborough Massachusetts office is month to month.
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.