Risk Factors Dashboard
Once a year, publicly traded companies issue a comprehensive report of their business, called a 10-K. A component mandated in the 10-K is the ‘Risk Factors’ section, where companies disclose any major potential risks that they may face. This dashboard highlights all major changes and additions in new 10K reports, allowing investors to quickly identify new potential risks and opportunities.
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Risk Factors - BNET
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Our future results of operations, financial condition and liquidity and the market price for our securities are subject to numerous risks, many of which are driven by factors that we cannot control. The following cautionary risks, uncertainties and assumptions relevant to our business include factors we believe could cause our actual results to differ materially from expected and historical results. Other factors beyond those listed below, including factors unknown to us and factors known to us which we have not currently determined to be material, could also adversely affect our business, results of operations, financial condition, prospects and cash flows. Also see “Forward-looking Statements” above.
| · | the Company's extremely limited financial and management resources which need to be augmented and the Company’s limited ability to raise additional needed funds and/or hire needed personnel; |
| · | the possibility that markets for eco-friendly/ sustainable beef, organic and low-carbon fertilizer products, and clean fuels and energy will be slow to develop (or not develop at all); |
| · | changes in political administrations, both at the federal, state, and local levels, and their impact on policies related to project development, renewable energy and clean fuels tax and other credits, and advanced low-carbon and organic fertilizers; |
| · | failure to attract strategic partners that can supply needed expertise and resources in the various sectors we ‘touch’, such as renewable energy/clean fuels, fertilizers, agriculture and livestock; |
| · | the substantial capital expenditures required for the Company’s proposed JV (and future JVs) and development/construction of the Company's proposed Projects and facilities and the related need to fund such capital requirements through commercial banks and/or public or private securities markets; |
| · | changes in political administration, especially at the federal level, and their impact on availability of capital for projects; |
| · | potential delays in constructing the Company’s initial beef Project and other Gen3Tech and ARS system installations; |
| · | the possibility that competitors will develop more comprehensive and/or less expensive production platforms; |
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| · | delays and/or costs exceeding expectations relating to Bion's development of the Initial Project, JVs and/or Projects; |
| · | delays in anticipated permit approval and/or start-up dates; |
| · | uncertainties and cost increases related to research and development efforts to update and improve Bion’s technologies and applications thereof; |
| · | delays in market awareness of Bion and our Systems; |
| · | the limited liquidity of the Company's equity securities; limited availability of capital on acceptable terms for small public companies like Bion in the current financial markets; |
| · | dependence upon key personnel and the ability of the Company to keep its existing personnel and their accumulated expertise including the substantial risk of illness or death of one or more key personnel; |
| · | seasonal and climatic conditions; |
| · | increased cost of material and equipment (including those caused by the COVID-19 pandemic and supply chain challenges); |
| · | the strength and financial resources of the Company's potential competitors; |
| · | cybercrimes/hacking (actual and potential) of the Company’s online presence and limited operational computer systems; |
| · | general economic and capital market conditions; |
| · | industry risks, including environmental related problems; |
| · | operating hazards attendant to the environmental clean-up, CAFO and renewable energy production, fertilizer and/or food retailing and biofuel industries; |
| · | failure of the political, legal, regulatory and economic climate to support funding of environmental clean-up and enforcement of environmental rules and regulations; |
| · | changes in the public's perceptions of large scale livestock agriculture/CAFOs, consumption of meat and dairy, environmental protection and other related issues; and |
| · | continued delays in (and/or failure of) development of markets (or other means of monetization) for nutrient reductions and other environmental benefits from agriculture and CAFOs and related waste treatment facilities; including failure of markets for nutrient (nitrogen and phosphorus) reductions to develop sufficient breadth and depth; |
Risks Relating to our Common Stock
| · | Our common stock is thinly traded on the OTC Markets QB exchange and largely illiquid; |
| · | The market price of our stock is subject to volatility; |
| · | You may have difficulty selling our stock because it is deemed a “penny stock” and not quoted on a national exchange; |
| · | Because our shares are deemed a “penny stock,” rules enacted by FINRA make it difficult to sell previously restricted stock; |
| · | Because we will not pay dividends in the foreseeable future, stockholders will only benefit from owning common stock if it appreciates; |
| · | We regularly issue stock, or stock options, instead of cash, to pay some of our operating expenses. These issuances are dilutive to our existing stockholders; |
| · | Our stockholders face further potential dilution in any new financing; and |
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ITEM 1B. UNRESOLVED STAFF COMMENTS.
Not applicable.
ITEM 1C. CYBERSECURITY.
We face cybersecurity risks as a result of the variety of networks and systems we must defend against cybersecurity attacks; and the level of harm that could occur if we suffer impacts of a material cybersecurity incident. We are committed to robust oversight of these risks and implementing mechanisms, controls, technologies, and processes designed to help us assess, identify, and manage these risks. In the year ended December 31, 2023, we did not experience a material “cybersecurity incident” as such term is defined in Item 106(a) of Regulation S-K. However, we have experienced two such material breaches in the past (see Form 10-K for the year ended 2023) and there can be no guarantee that we will not experience such incidents in the future. Such incidents could result in us incurring significant costs related to implementing threat protection measures, and the possibility of such incidents could result in additional costs in defending against litigation, responding to regulatory inquiries or actions, paying damages, or taking other remedial steps with respect to third parties, as well as incurring significant reputational harm. Further, cybersecurity threats are constantly evolving, increasing the difficulty of successfully defending against them or implementing adequate preventative measures. While we seek to detect and investigate unauthorized attempts and attacks against our network and to prevent their occurrence where practicable, we remain potentially vulnerable to known or unknown threats. In some instances, we may be unaware of a threat or incident or its magnitude and effects for some time. Further, there is increasing regulation regarding responses to cybersecurity incidents, including reporting to regulators, which could subject us to additional liability and reputational harm. See “Item 1A. Risk Factors” of this Annual Report for more information on our cybersecurity risks and product vulnerability risks.
We incorporate industry best practices throughout our cybersecurity program to the extent practicable for a company of our size and resources. New leadership is committed to improving our cybersecurity strategy, with the goal of enhancing controls, technologies, and other processes to assess, identify, and manage material cybersecurity risks. Our cybersecurity program will be aligned with applicable industry standards and maintained by a third-party technology firm. The third-party firm has processes in place to assess, identify, manage, and address material cybersecurity threats and incidents. These include, among other things, annual and ongoing security awareness advice for employees; mechanisms to detect and monitor unusual network activity; and containment and incident response tools.
Our third-party IT/ cybersecurity firm reports to our Chief Executive Officer (“CEO”). The third-party firm is informed about and monitors prevention, detection, mitigation, and remediation efforts through regular communication and reporting from professionals within its team and through the use of technological tools and software. Our CEO reports directly to the Board of Directors on our cybersecurity program and efforts to prevent, detect, mitigate, and remediate issues. Cybersecurity reviews by the Board of Directors will occur at least annually, or more frequently as determined to be necessary or advisable.
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