Greenlane Holdings Inc
Filed Aug 28, 2024.
View on SEC.govAbout this filing
A company's registration of shares for sale to the public, often for a first offering. It describes the business, its risks and how the company plans to use the money.
period unavailable · Filed Aug 28, 2024
Contents
FORWARD-LOOKING STATEMENTS
This prospectus and the documents incorporated by reference herein and therein contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), that involve risks and uncertainties. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “believe,” “intend,” “may,” “will,” “should,” “could” and similar expressions. Examples of forward-looking statements include, without limitation:
| ● | Statements regarding our Liquidity Initiatives (as defined below) and liquidity position; |
| ● | statements regarding our growth and other strategies, and expectations with respect to results of operations or liquidity; |
| ● | statements concerning projections, predictions, expectations, estimates or forecasts as to our business, financial and operational results and future economic performance; |
| ● | statements regarding our industry; |
| ● | statements of management’s goals and objectives; |
| ● | projections of revenue, earnings, capital structure and other financial items; |
| ● | assumptions underlying statements regarding us or our business; and |
| ● | other similar expressions concerning matters that are not historical facts. |
Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made or management’s good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to, those discussed in Part I, Item 1A of our Annual Report on Form 10-K under the heading “Risk Factors” or “Part II — Item 1A — Risk Factors” in our Quarterly Reports on Form 10-Q which is incorporated by reference in this prospectus and in other documents that we file from time to time with the SEC.
Forward-looking statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from any future results, performances, or achievements expressed or implied by the forward-looking statements. These risks include, but are not limited to, those listed below and those discussed in greater detail in Part I, Item 1A of our Annual Report on Form 10-K under the heading “Risk Factors.”
| ● | our strategy, outlook and growth prospects; |
| ● | our ability to successfully execute our periodically announced strategic initiatives; |
| ● | general economic trends and trends in the industry and markets in which we operate; |
| ● | public heath crises; |
| ● | our dependence on, and our ability to establish and maintain business relationships with, third-party suppliers and service suppliers; |
| ● | the competitive environment in which we operate; |
| ● | our vulnerability to third-party transportation risks; |
| ● | the impact of governmental laws and regulations and the outcomes of regulatory or agency proceedings; |
| ● | our ability to accurately estimate demand for our products and maintain appropriate levels of inventory; |
| ● | our ability to maintain or improve our operating margins and meet sales expectations; |
| ● | our ability to adapt to changes in consumer spending and general economic conditions; |
| ● | our ability to use or license certain trademarks; |
| ● | our ability to maintain consumer brand recognition and loyalty of our products; |
| ● | our and our customers’ ability to establish or maintain banking relationships; |
| ● | fluctuations in U.S. federal, state, local and foreign tax obligation and changes in tariffs; |
| ● | our ability to address product defects; |
| ● | our exposure to potential various claims, lawsuits and administrative proceedings; |
| ● | contamination of, or damage to, our products; |
| ● | any unfavorable scientific studies on the long-term health risks of vaporizers, electronic cigarettes, e-liquids products or hemp-derived products, including cannabidiol (“CBD”); |
| ● | failure of our information technology systems to support our current and growing business; |
| ● | our ability to prevent and recover from Internet security breaches; |
| ● | our ability to generate adequate cash from our existing business to support our growth; |
| ● | our ability to raise capital on favorable terms, or at all, to support the continued growth of the business; |
| ● | our ability to protect our intellectual property rights; |
| ● | our dependence on continued market acceptance of our products by consumers; |
| ● | our sensitivity to global economic conditions and international trade issues; |
| ● | our ability to comply with certain environmental, health and safety regulations; |
| ● | our ability to successfully identify and complete strategic acquisitions; |
| ● | natural disasters, adverse weather conditions, operating hazards, environmental incidents and labor disputes; |
| ● | increased costs as a result of being a public company; and |
| ● | our failure to maintain adequate internal controls over financial reporting. |
Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially and adversely affect our business, financial condition or operating results. This prospectus, and the documents incorporated by reference in this prospectus contain market data that we obtained from industry sources, including independent industry publications. In presenting this information, we have also made assumptions based on such data and other similar sources and on our knowledge of, and our experience to date in, the markets for our products. This data involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates. While we believe the market data included in this prospectus is generally reliable, such information is inherently imprecise.
The forward-looking statements speak only as of the date on which they are made, and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Consequently, you should not place undue reliance on forward-looking statements.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.