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Item 1A. Risk Factors
Factors that could cause our actual results to differ materially from those in this report include the risk factors described in our Annual Report. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in our Annual Report., other than the following additional risk factor:
We may not be able to successfully consummate the acquisition of Ark.
On April 24, 2026, we announced that we had entered into a letter of intent (LOI) to acquire Ark and its wholly-owned subsidiary, Dawson James Securities, Inc. The LOI is non-binding, except for certain provisions including exclusivity and confidentiality. The completion of a definitive agreement remains subject to a number of factors, including due diligence satisfactory to us and board approvals by both companies. Although the LOI provides that certain provisions are binding on the parties, it does not obligate the parties to consummate the proposed transaction. If definitive agreements are entered into, the closing of the transaction will be subject to various closing conditions, including FINRA approval. There can be no assurance that any definitive agreements will be entered into or that the proposed transaction will be consummated on the terms contemplated by the LOI, or at all.