What changed in this filing

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Item 1A. Risk Factors

2024-07-01 compared with 2023-06-29 · 52 added, 66 removed, 919 unchanged (11% of the section changed)

11 unchanged sentences

consider the following to be our most material risks:

Risks Relating to Our Business

Relating to Our Business

have historically used significant amounts of cash in operating activities since our inception and may continue to use significant

amounts of cash for operating activities in the foreseeable future.

We may not be able to secure additional financing on favorable terms, or at all, to meet our future capital needs

and our failure to obtain additional financing when needed could force us to delay, reduce or eliminate our product development programs

and commercialization efforts or cause us to become insolvent.

There may be substantial doubt about our ability to continue as a going concern, and we will need additional financing

to execute our business plan, to fund our operations and to continue as a going concern.

We may default on our obligations under various debt arrangements, which may accelerate our repayment obligations

or otherwise limit our access to future financing.

may not be able to secure additional financing on favorable terms, or at all, to meet our future capital needs and our failure to

obtain additional financing when needed could force us to delay, reduce or eliminate our product development programs and commercialization

efforts or cause us to become insolvent.

may be substantial doubt about our ability to continue as a going concern, and we will need additional financing to execute our business

plan, to fund our operations and to continue as a going concern.

may default on our obligations under various debt arrangements, which may accelerate our repayment obligations or otherwise limit

our access to future financing.

are pursuing opportunities relating to the tokenization and sale of digital assets that are subject to volatile market prices, impairment

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that perform better or worse than expected.

general market interest rates could increase the carrying costs of the life insurance policies and reduce the related cash

general market interest rates could increase the carrying costs of the life insurance policies and reduce the related cash flows.

to foreign banking laws and regulations or decreased lending capacity for life settlements could have a negative impact on ability

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Related to the Life Insurance Policies

Life settlements,

and therefore our common stock, are highly speculative and may lose all of their value.

Policies may be determined

to have been issued without an “insurable interest” and could be void or voidable.

Additional insurable interest

concerns regarding life insurance policies originated pursuant to premium finance transactions may also result in adverse decisions

that could effect policies.

Fraud in the application

for life insurance can also affect assets and interest in policies.

The risk of litigation

with issuing insurance companies could substantially raise our costs of operation and increase our risk of loss.

The contestation of the

life insurance policies by the applicable issuing insurance companies could result in the loss of the benefits from such life insurance

Increases in cost of insurance

could reduce estimated returns and lower revenues.

Carrier and service partner

credit risk can adversely affect life settlements.

The inability to keep track

of the insureds could keep us from updating the medical records of the insured.

Lost insureds can result

in a delay or a loss of an insurance benefit that would have a negative effect on revenues and prospects.

life settlement and

viatical regulations may result in determination(s) of applicable law violations.

State protections for the

insolvency of an insurance company are limited.

Liability for failing to

comply with U.S.

settlements, and therefore our common stock, are highly speculative and may lose all of their value.

may be determined to have been issued without an “insurable interest” and could be void or voidable.

insurable interest concerns regarding life insurance policies originated pursuant to premium finance transactions may also result

in adverse decisions that could effect policies.

in the application for life insurance can also affect assets and interest in policies.

risk of litigation with issuing insurance companies could substantially raise our costs of operation and increase our risk of loss.

contestation of the life insurance policies by the applicable issuing insurance companies could result in the loss of the benefits

from such life insurance policies.

in cost of insurance could reduce estimated returns and lower revenues.

and service partner credit risk can adversely affect life settlements.

inability to keep track of the insureds could keep us from updating the medical records of the insured.

insureds can result in a delay or a loss of an insurance benefit that would have a negative effect on revenues and prospects.

life settlement and viatical regulations may result in determination(s) of applicable law violations.

protections for the insolvency of an insurance company are limited.

for failing to comply with U.S.

privacy safeguards.

Cyber-attacks or other

security breaches could have a material adverse effect on our business.

privacy concerns may

affect the access to accurate and current medical information regarding the insured under life insurance policies.

Cyber-attacks

or other security breaches could have a material adverse effect on our business.

privacy concerns may affect the access to accurate and current medical information regarding the insured under life insurance policies.

Factors Related to Our Common Stock

limited public market for our common stock, and any market that may develop could be volatile.

We are an emerging growth

company and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies will make our common

stock less attractive to investors.

Our management and two

stockholders beneficially own approximately 65% of our outstanding common stock and therefore can exert control over our business.

Future sales of our common

stock could adversely affect our stock price and our ability to raise capital in the future, resulting in our inability to raise

required funding for our operations.

is a limited public market for our common stock, and any market that may develop could be volatile.

are an emerging growth company and we cannot be certain if the reduced disclosure requirements applicable to emerging growth companies

will make our common stock less attractive to investors.

management and two stockholders beneficially own approximately 66% of our outstanding common stock and therefore can exert control

over our business.

sales of our common stock could adversely affect our stock price and our ability to raise capital in the future, resulting in our

inability to raise required funding for our operations.

Factors relating to Our Business

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rely primarily on various different life expectancy providers.

A life expectancy (“LE”), can be considered the life expectancy provider’s

“best estimate” as to how long a person would live.

We assume that the life expectancies were accurately calculated and properly

assessed for purposes of our model.

To introduce some “checks and balances” into our cash flow projections, we use at least

two LE reports from different third-party LE providers for each policy.

We do this to try to avoid any systemic bias introduced by dependency

on life expectancies produced by a single source.

In addition, our model gives greater weight to the longer (and more conservative) of

By using such a long/short weighted average, our model attempts to hedge against unexpected longevities in a portfolio.

A life expectancy (“LE”), can be considered the life expectancy

provider’s “best estimate” as to how long a person would live.

We assume that the life expectancies were accurately

calculated and properly assessed for purposes of our model.

To introduce some “checks and balances” into our cash flow projections,

we use at least two LE reports from different third-party LE providers for each policy.

We do this to try to avoid any systemic bias

introduced by dependency on life expectancies produced by a single source.

In addition, our model gives greater weight to the longer

(and more conservative) of the two LEs.

By using such a long/short weighted average, our model attempts to hedge against unexpected longevities

in a portfolio.

in actuarial based life expectancy methodologies (which are determined by the Society of Actuaries and are amended every three to five

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Because the Holders pay all of the costs associated with the life insurance policy portfolios, an increase in the Holder’s

carrying costs will correspondingly decrease the amount cash flows.

carrying costs will correspondingly decrease the amount of cash flows.

addition, if the interest rates used to determine the market value of a life insurance policy change, the present value of the policy

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As a result, any life insurance portfolios may decline in value or become worthless.

to foreign banking laws and regulations or decreased lending capacity for life settlements could have a negative impact on the

ability of Holders to obtain loans with respect to purchases of life settlements.

to foreign banking laws and regulations or decreased lending capacity for life settlements could have a negative impact on the ability

of Holders to obtain loans with respect to purchases of life settlements.

current business model relies on the availability to the Holders of senior loans from the Holders’ Lender or any other lender.

533 unchanged sentences

operations and financial prospects.

management and two stockholders beneficially own approximately 65% of our outstanding common stock and therefore can exert control

over our business.

of our management team and two stockholders together beneficially own approximately 65% of our outstanding common stock.

management and two stockholders beneficially own approximately 66% of our outstanding common stock and therefore can exert control over

our business.

of our management team and three stockholders together beneficially own approximately 66% of our outstanding common stock.

This percentage

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The issuance of additional shares would dilute the value of our outstanding shares of common stock.

Unresolved Staff Comments

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