Body & Mind (BMMJ) Risk Analysis
Risk Overview Q2, 2019
Source: the company's latest filing for the period ended Jul 31, 2019, filed Nov 13, 2019
Risk Change Over Time
No filing history is available.
- Natural and Human Disruptions - Risk 1Our cannabis crop could be harmed by pests, plant diseases or other agricultural risks which would have a material adverse effect on our business.
Our business involves the growing of cannabis, which is an agricultural product. As such, our business is subject to the risks inherent in the agricultural business, such as pests, plant diseases and similar agricultural risks. This could lead to a reduced yield when harvesting the cannabis affecting the supply of cannabis for distribution, and therefore, could have a material adverse effect on our business operations and our ability to meet consumer demand.
Risk Highlights Q2, 2019
Risk Word Cloud
Risk Factors Full Breakdown - Total Risks 21
- Share Price & Shareholder Rights - Risk 1Our Common Shares are categorized as "penny stock", which may make it more difficult for investors to buy and sell our Common Shares due to suitability requirements.
Our Common Shares are considered "penny stock". The SEC has adopted Rule 15g-9 which generally defines "penny stock" to be any equity security that has a market price less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. The price of our Common Shares is significantly less than $5.00 per share. This designation imposes additional sales practice requirements on broker-dealers who sell to persons other than established customers and "accredited investors". The penny stock rules require a broker-dealer buying securities to disclose certain information concerning the transaction, obtain a written agreement from the purchaser and determine that the purchaser is reasonably suitable to purchase the securities given the increased risks generally inherent in penny stocks. These rules may restrict the ability and/or willingness of brokers or dealers to buy or sell our Common Shares, either directly or on behalf of their clients, may discourage potential stockholders from purchasing our Common Shares, or may adversely affect the ability of stockholders to sell their shares.
- Share Price & Shareholder Rights - Risk 2We may issue additional Common Shares in the future, which could cause significant dilution to all shareholders.
Our Articles of Incorporation authorize the issuance of up to 900,000,000 Common Shares, with a par value of $0.0001 per share. As of November 1, 2019, the Company had 101,760,232 Common Shares issued and outstanding, 8,775,000 stock options outstanding and 22,146,458 share purchase warrants outstanding. As at November 1, 2019, the Company's 8,775,000 stock options outstanding are exercisable into 8,775,000 common shares of the Company with the following terms: Number of Optionsoutstanding and exercisable Exercise price Expiry dates 3,850,000 CAD$0.66 November 24, 2022 175,000 CAD$0.41 June 6, 2023 2,050,000 CAD$0.57 December 10, 2023 2,450,000 CAD$0.88 August 21, 2024 250,000 CAD$0.93 October 1, 2024 8,775,000 As at November 1, 2019, the Company's 22,146,458 share purchase warrants outstanding are exercisable into 22,146,458 common shares of the Company with the following terms: Number of warrantsoutstanding and exercisable Exercise price Expiry dates 21,700 CAD$0.66 November 3, 2019 9,072,081 CAD$0.90 November 14, 2019 637,393 CAD$0.90 December 1, 2019 11,780,134 CAD$1.50 May 17, 2023 635,150 CAD$1.25 May 17, 2023 22,146,458 On November 2, 2018, the Company issued a CAD$1,600,000 principal amount 8% unsecured convertible debentures of the Company to Australis maturing two years following the date of issue. The debentures are convertible at the option of the holder into Common Shares at a conversion price equal to CAD$0.55 per Common Share up to November 2, 2020, subject to adjustment and acceleration in certain circumstances. However, on July 1, 2019, we entered into the Conversion Agreement with Australis, whereby Australis has agreed to convert the 8% unsecured convertible debenture on July 1, 2020 in exchange for an advanced interest payment of CAD$148,339 for the period of May 2, 2019 to July 1, 2020. Upon conversion of the debenture, Australis will receive 2,909,091 Common Shares at a deemed valued of CAD$0.55 per Common Share. We are also committed to issuing 211,000 Common shares to Toro Pacific Management Inc. on the following dates: 70,500 Common Shares on November 14, 2019; 70,500 Common Shares on May 14, 2020; and 70,500 Common Shares on November 14, 2020. We may issue additional Common Shares in the future in connection with a financing or an acquisition. Such issuances may not require the approval of our shareholders. Any issuance of additional shares of our Common Shares, or equity securities convertible into our Common Shares, including but not limited to, warrants and options, will dilute the percentage ownership interest of all shareholders, may dilute the book value per share of our Common Shares, and may negatively impact the market price of our Common Shares.
- Share Price & Shareholder Rights - Risk 3We are a holding company and investors are subject to the risks attributable to our subsidiaries which generate substantially all of our revenues.
We are a holding company and essentially all of our operating assets are the capital stock of our subsidiaries. As a result, investors in us are subject to the risks attributable to our subsidiaries. As a holding company, we conduct our business through our subsidiaries, which generate substantially all of our revenues. Consequently, our cash flows and ability to complete current or desirable future enhancement opportunities are dependent on the earnings of our subsidiaries and the distribution of those earnings to us. The ability of our subsidiaries to pay dividends and other distributions will depend on their operating results and will be subject to applicable laws and regulations which require that solvency and capital standards be maintained by such companies and contractual restrictions contained in the instruments governing their debt. In the event of a bankruptcy, liquidation or reorganization of any of our subsidiaries, holders of indebtedness and trade creditors will generally be entitled to payment of their claims from the assets of those subsidiaries before any assets are made available for distribution to us.
See a full breakdown of risk according to category and subcategory. The list starts with the category with the most risk. Click on subcategories to read relevant extracts from the most recent report.