No Operating History. The Buyer is a newly formed Subsidiary of IDXG and has no operating history.
No Operating History. While Grown Rogue's principals have operated other successful cannabis companies, Grown Rogue is recently formed and has a limited operating history and has no record of prior performance as a separate enterprise. Grown Rogue faces the general risks associated with any new business operating in a competitive industry, including the ability to fund operations from unpredictable cash flow and capital-raising transactions. There can be no assurance that Grown Rogue will achieve its anticipated investment objectives or operate profitably. Grown Rogue's business must be considered in light of the risks, expenses, and problems frequently encountered by companies in their early stages of development. Specifically, such risks may include, among others: ● Grown Rogue's inability to fund operations from unpredictable cash flows; ● Grown Rogue's failure to anticipate and adapt to developing markets; ● Grown Rogue's inability to attract, retain and motivate qualified personnel; and ● Grown Rogue's failure to operate profitably in a competitive industry. There can be no assurance that Grown Rogue will be successful in addressing these risks. To the extent it is unsuccessful in addressing these risks, Grown Rogue and the Purchaser may be materially and adversely affected. There can be no assurance that Grown Rogue or the Purchaser will ever achieve or sustain profitability. Additional Financing Grown Rogue's ability to implement its business plan will depend on the Purchaser's ability to obtain additional financing. The Purchaser cannot provide assurance that it will be able to secure additional financing on terms favorable to the Purchaser or at all. If adequate funds are not available on acceptable terms, Grown Rogue's ability to continue and grow its businesses would be dependent on the cash flow, if any, from its operations, which may not be sufficient. If additional funds are raised through the issuance of shares, the percentage ownership of then- current shareholders may be reduced, such holders may experience additional dilution and such new securities may have rights, preferences or privileges senior to those of the Purchaser's previously issued shares. Grown Rogue will not be able to deduct many normal business expenses. Under Section 280E of the US Internal Revenue Code ("Section 280E"), many normal business expenses incurred in the trafficking of marijuana and its derivatives are not deductible in calculating federal and Oregon income tax liability. A result ...
No Operating History. (a) Parent was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities. It completed an initial public offering of Units consisting of Parent Common Stock and Parent Warrants in August 2021, and placed certain of the net proceeds of its initial public offering and simultaneous private placement of Parent Warrants in the Trust Fund described in Section 3.11. Parent has never conducted any operations and has never engaged in any business activities except raising funds through sales of securities, causing its securities to be listed on Nasdaq, complying with applicable regulatory requirements of the SEC, Nasdaq, and State of Delaware, seeking to find a company or companies with which to complete an initial business combination and negotiating the terms of the Transactions.
No Operating History. Except for the assets used to make the Cash Contribution and the contribution of the Leasing LLC Interest, NewCo has no assets or Liabilities.
No Operating History. The Company has no operating history and will be operating in an evolving industry that may not develop as expected. A significant amount of further work is required in order to create the Tokens by the Company and implement the Platform by the Platform Operator and much of that work is reliant on the input or consent of other persons not under the control of the Company. Assessing the business and future prospects of the Company and the Platform Operator is challenging in light of the risks and difficulties the Company and the Platform Operator may encounter. These risks and difficulties include, but are not limited to, their ability to: - navigate complex and evolving regulatory and competitive environments; - obtain the requisite regulatory and other licenses in the relevant jurisdictions; - obtain and retain customers; - successfully develop, maintain and update internal controls to manage compliance within an evolving and complex regulatory environment; - effectively identify and react to market trends; - be involved in the successful development and deployment of the Platform; - implement new products and services; - successfully execute the Company’s funding strategy; - effectively compete with other companies; - successfully navigate economic conditions and fluctuations in the market; - effectively manage the growth of the business; - continue to develop, maintain and scale the Platform; - effectively use finite personnel and technology resources; - effectively maintain and scale financial and risk management controls and procedures; - maintain the security of technology infrastructure, and the confidentiality of the information provided and utilized therein; and - attract, integrate and retain qualified employees and contractors.
No Operating History. The Company was formed on October 26, -------------------- 1995, and has conducted no material business operations to date other than (i) making application to the Federal Communications Commission for 900 MHz SMR licenses and (ii) those incident to its formation and entering into this Agreement, the Stockholders Agreement, the Registration Agreement and the transactions contemplated hereby and thereby.
No Operating History. An investment in the Company involves a high degree of risk. The Company is a recently formed entity and therefore has no operating history upon which investors can evaluate its anticipated performance. The Company has been formed for the purpose of developing, owning and operating media assets in the PRC; however, certain staff (other than senior management) have yet to be hired, and therefore the Company has no operating history or historical financial information. Projections and forecasts regarding the Company and its future performance are subject to a high level of risk and uncertainty.
No Operating History. The Company is a newly formed entity with no history of revenue or expenses upon which to evalu- ate likely performance. Estimates of operating results may prove inaccurate. In addition, cash flows may be insufficient to meet obligations of the Company or to make distributions to the Members.
No Operating History. The Company has no history of profitable operations. Likewise, the General Partner is recently formed with no history of operations. The Company and the Cobb CC Entities are single purpose entities organized for the sole purpose of investing in the Property. The success of the Company will depend in large part upon the abilities of the General Partner and the manager of the Cobb CC Entities. The General Partner, Sponsor and their personnel will not devote full time to the supervision and management of the business of the Company; rather, they will devote the amount of time that they, in their sole discretion, deem necessary to properly supervise the business of the Company. The Sponsor will continue to participate in real estate projects and ventures other than the Property. Westmount, its management and its employees have extensive experience in the purchase, improvement, operation and sale of commercial properties such as this one. See Management, page 15.
No Operating History. The undersigned understands that the Company has no financial or operating history and that the Shares, as an investment, involve a high degree of risk, as described in the Prospectus.
