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Our business, operations, and financial condition are subject to various risks and uncertainties.
−Removed: The risk factors described in Part I, Item 1A, “Risk Factors” contained in our Annual Report on Form 10-K, as filed with the SEC on March 13, 2024, should be carefully considered, together with the other information contained or incorporated by reference in this Quarterly Report on Form 10-Q and in our other filings filed with the SEC in connection with evaluating us, our business, and the forward-looking statements contained in this Quarterly Report on Form 10-Q.
+Added: The risk factors described in Part I, Item 1A, “Risk Factors” contained in our Annual Report on Form 10-K, as filed with the SEC on March 13, 2025, and the risk factor described below, should be carefully considered, together with the other information contained or incorporated by reference in this Quarterly Report on Form 10-Q and in our other filings filed with the SEC in connection with evaluating us, our business, and the forward-looking statements contained in this Quarterly Report on Form 10-Q.
+Added: Our Common Shares may be delisted from the Nasdaq Capital Market if we do not regain compliance with the minimum bid price requirements by October 13, 2025.
+Added: On October 18, 2024, the Company received notification from Nasdaq that the Company is not in compliance with the Minimum Bid Requirement for 30 consecutive trading days from September 6, 2024 to October 17, 2024 (the “Notification”).
+Added: As set forth in the Notification, the Company had until April 16, 2025 to regain compliance with the Minimum Bid Requirement (the “Compliance Period”).
+Added: On April 21, 2025, Nasdaq approved the Company’s request for a 180-calendar day extension (the “Extension”) to regain compliance with the Minimum Bid Requirement.
+Added: The Extension follows the expiration on April 16, 2025 of the Compliance Period.
+Added: As a result of the Extension, the Company now has until October 13, 2025 (the “New Compliance Period”) to regain compliance with the Minimum Bid Requirement.
+Added: In the event the Company does not regain compliance with the Minimum Bid Requirement by the end of the New Compliance Period, the Company may be subject to delisting of the Common Shares from the Nasdaq, at which time the Company may appeal the delisting determination to a Nasdaq Hearings Panel.
+Added: However, if the Company fails to remedy this deficiency during the New Compliance Period, Nasdaq may provide notice that the Company’s Common Shares are subject to delisting.
+Added: We can provide no assurance that we will regain compliance with the Minimum Bid Requirement by the end of the New Compliance Period.
+Added: Additionally, even if we regain compliance with the Minimum Bid Requirement there can be no assurance that we will continue to maintain compliance with the other Nasdaq requirements for listing our Common Shares on Nasdaq.
+Added: The delisting of our Common Shares from the Nasdaq Capital Market would likely result in decreased liquidity and increased volatility in the price and trading of our Common Shares and may adversely affect our ability to raise additional capital or to enter into strategic transactions.
+Added: The delisting of our Common Shares from the Nasdaq Capital Market would also make it more difficult for our shareholders to sell our Common Shares in the public market.
+Added: The Company may fail to realize the expected benefits of privatizing certain assets and operations of its Fresh Produce segment (the "Privatizing").
+Added: The Company believes that the Privatizing will provide certain benefits to the Company and its shareholders, including enabling the Company to focus on its growing international cannabis business, repositioning its fresh produce business to flourish independently with new strategic capital partners and improving the upside potential for its produce business.
+Added: However, these expected benefits may not be achieved, or may take longer than expected to realize, and other assumptions upon which the Company had determined the benefits of the Privatizing may prove to be incorrect.
+Added: The produce business will be operated through a joint venture, in which the Company has a minority interest.
+Added: The Company cannot control the actions of its joint venture partners, including any non-performance, default, or bankruptcy of the joint venture partners.
+Added: As a result, the Company may have limited control over such arrangements and experience returns that are not proportional to the risks and resources contributed.
+Added: To the extent that the anticipated benefits of the Privatizing are not achieved, or take longer than expected to achieve, the results of operations and the financial condition of the Company may suffer, which may materially adversely affect the Company’s business, operations and financial performance and cash flows.
Unregist ered Sales of Equity Securities and Use of Proceeds.
Repurchases of Equity Securities
−Removed: The Company did not repurchase any of its Common Shares during the three months ended September 30, 2024.
+Added: The Company did not repurchase any of its Common Shares during the three months ended March 31, 2025.
Defaults Upon Senior Securities .
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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.