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A2Z Smart Technologies (AZ) Risk Analysis
Risk Overview Q4, 2025
Source: the company's latest filing for the period ended Dec 31, 2025, filed Mar 31, 2026
Risk Change Over Time
Risk Highlights Q4, 2025
Risk Word Cloud
Risk Factors Full Breakdown - Total Risks 59
- Share Price & Shareholder Rights - Risk 1We are an emerging growth company as defined in the JOBS Act and the reduced disclosure requirements applicable to emerging growth companies may make our common shares less attractive to investors and, as a result, adversely affect the price of our common shares and result in a less active trading market for our common shares.
We are an emerging growth company as defined in the JOBS Act, and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies. For example, we have elected to rely on an exemption from the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act relating to internal control over financial reporting, and we will not provide such an attestation from our auditors for so long as we qualify as an emerging growth company. We may avail ourselves of these disclosure exemptions until we are no longer an emerging growth company. We cannot predict whether investors will find our common shares less attractive because of our reliance on some or all of these exemptions. If investors find our common shares less attractive, it may cause the trading price of the common shares to decline and there may be a less active trading market for our common shares. We will cease to be an emerging growth company upon the earliest of: - the last day of the fiscal year in which we have more than $1.235 billion in annual revenue; - the last day of the fiscal year in which we qualify as a "large accelerated filer"; - the date on which we have, during the previous three-year period, issued more than $1.0 billion in non-convertible debt securities; and - the last day of the fiscal year in which the fifth anniversary (June 2028) of the completion of our first sale of common equity securities pursuant to an effective registration statement under the Securities Act.
- Share Price & Shareholder Rights - Risk 2An investment in the Company's common shares is speculative and there can be no assurance of any return on any such investment.
An investment in the Company's common shares is speculative, and there is no assurance that investors will obtain any return on their investment. Investors will be subject to substantial risks involved in an investment in the Company, including the risk of losing their entire investment.
- Share Price & Shareholder Rights - Risk 3The trading price of our common shares is likely to be volatile, which could result in substantial losses to investors..
The trading price of our common shares is likely to be volatile and could fluctuate widely due to factors beyond our control. This may happen because of broad market and industry factors, including the performance and fluctuation of the market prices of other companies with business operations located outside of the United States that have listed their securities in the United States. In addition to market and industry factors, the price and trading volume for the common shares may be highly volatile for factors specific to our own operations. Furthermore, the stock market is subject to significant price and volume fluctuations, and the price of the common shares could fluctuate widely in response to several factors, including: - the Company's quarterly or annual operating results; - changes in the Company's earnings estimates; - investment recommendations by securities analysts following the Company's business or the industry; - additions or departures of key personnel; - changes in the business, earnings estimates or market perceptions of the Company's competitors; - the Company's failure to achieve operating results consistent with securities analysts' projections; - changes in industry, general market or economic conditions; - announcements of legislative or regulatory changes; and - natural disasters and political and economic instability, including wars, terrorism, political unrest, results of certain elections and votes, emergence of a pandemic, or other widespread health emergencies (or concerns over the possibility of such an emergency), boycotts, adoption or expansion of government trade restrictions, and other business restrictions. The stock market has experienced extreme price and volume fluctuations in recent years that have significantly affected the prices of the securities of many companies. The changes often appear to occur without regard to specific operating performance. The price of the common shares could fluctuate based upon factors that have little or nothing to do with the Company and these fluctuations could materially reduce the share price.
- Share Price & Shareholder Rights - Risk 4If we are not able to comply with the applicable continued listing requirements or standards of the Nasdaq Capital Market, then Nasdaq could delist our common shares.
In order to maintain the listing of our common shares on the Nasdaq Capital Market, we must satisfy minimum financial and other continued listing requirements and standards, including those regarding director independence and independent committee requirements, minimum stockholders' equity, minimum share price, and certain corporate governance requirements. There can be no assurances that we will be able to comply with such applicable listing standards. On January 13, 2026, we received a letter from Nasdaq indicating that, since we had not yet held an annual meeting of shareholders within twelve months of the prior fiscal year end, we were no longer in compliance with Nasdaq Listing Rules 5620(a) and 5810(c)(2)(G). In accordance with Nasdaq Listing Rules we submitted the plan to regain compliance, based on which Nasdaq granted 180 days or until June 29, 2026, to regain compliance. Company indicated to Nasdaq that it will hold the annual meeting on March 31, 2026. If the Nasdaq Stock Market determines to delist our Common Shares from trading on its exchange and we are unable to obtain listing on another national securities exchange, a reduction in some or all of the following may occur, each of which could have a material adverse effect on our shareholders: - the liquidity of our Common Shares; - the market price of our Common Shares; - our ability to obtain financing for the continuation of our operations; - the number of investors that will consider investing in our Common Shares; - the number of market makers in our Common Shares; - the availability of information concerning the trading prices and volume of our Common Shares; and - the number of broker-dealers willing to execute trades in our Common Shares. Further, if we were to be delisted from Nasdaq and we are unable to obtain listing on another national securities exchange, our Common Shares would cease to be recognized as covered securities and we would be subject to regulation in each state in which we offer our securities.
- Share Price & Shareholder Rights - Risk 5Sales by the Company's shareholders of a substantial number of the common shares in the public market could adversely affect the market price of the common shares.
A substantial portion of the total outstanding shares may be sold into the market at any time. If a significant shareholder was to decide to sell large amounts of common shares over a short period of time (presuming such sales were permitted) such sales could cause the market price of the common shares to drop significantly, even if the business is doing well. Further, the market price of the common shares could decline as a result of the perception that such sales could occur. These sales, or the possibility that these sales may occur, also might make it more difficult for the Company to sell equity securities in the future at a time and price that the Company deems appropriate.
- Share Price & Shareholder Rights - Risk 6The exercise of outstanding warrants and options will have a dilutive effect on the percentage ownership of the common shares by existing shareholders.
As of the date of this Annual Report, the Company had outstanding warrants to acquire 1,033,841 common shares and options to purchase 4,228,170 common shares. Warrants and options are exercisable for prices ranging between $1.88 and $22.75. The expiration of the term of such options and warrants ranges from January 4, 2026, to March 27, 2036. If a significant number of such warrants and stock options are exercised by the holders, the percentage of common shares owned by the Company's existing shareholders will be diluted.
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