Item 1A. Risk Factors
Item 1A. Risk Factors
Our business, financial condition and operating results can be affected by a number of factors, including but not limited to those described as risk factors, any one or more of which could, directly or indirectly, cause our actual operating results and financial condition to vary materially from past, or anticipated future, operating results and financial condition. In addition to the other information set forth in this Quarterly Report and in other documents that we file with the SEC, you should carefully consider the factors described in the section entitled “ Risk Factors ” in our Proxy Statement/Prospectus, which risk factors are incorporated herein by reference. Other than as disclosed below, there have been no material changes to the risk factors described in the Proxy Statement/Prospectus. If any of the risk factors described in the Proxy Statement/Prospectus actually materializes, our business, financial condition and results of operations could be materially adversely affected. In such an event, the market price of our Common Stock could decline and you may lose all or part of your investment. We may disclose changes to such risk factors or disclose additional risk factors from time to time in our future filings with the SEC.
The Company’s independent registered public accounting firm’s report contains an explanatory paragraph that expresses substantial doubt regarding the Company’s ability to continue as a going concern, and the Company’s unaudited interim financial statements for the period ended June 30, 2026 contain a similar disclosure.
Teamshares’ historical financial statements have each been prepared under the assumption that we will continue as a going concern. The independent auditor for Teamshares issued a report on the audited financial statements for the periods ended December 31, 2025 and 2024 that includes an explanatory paragraph expressing substantial doubt in its ability to continue as a going concern for one year from the date of such report. The unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report contain a similar disclosure with respect to the period ended June 30, 2026, concluding that substantial doubt exists regarding the Company’s ability to continue as a going concern for the twelve-month period following the issuance of such financial statements. The condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the discharge of liabilities in the normal course of business without any adjustments that might result from the outcome of this uncertainty.
If the Company is not able to refinance, extend, or repay the i80 Facility or its other near-term debt maturities on reasonable terms or at all, this may impair Teamshares’ ability to execute its business strategies, including, without limitation, potentially deferring or delaying the timelines or ability to consummate additional Operating Subsidiary acquisitions in accordance with Teamshares management’s current plans, forecasts and estimates with regard to such acquisitions. Teamshares may experience shortages of operating and acquisition capital if required to repay the principal and interest amounts outstanding under its existing indebtedness when currently scheduled to come due, and may, in such circumstances, be forced to accept alternative or supplemental financing, if any such financing is available, which may not be on terms favorable to Teamshares relative to its existing indebtedness or generally, and which could result in significant dilution to existing stockholders. If Teamshares cannot continue as a viable entity, investors, including holders of Common Stock, may lose some or all of their investment.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.