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PSQH on NYSE

PSQ Holdings, Inc.

PSQ Holdings, Inc. is an American advertising services company based in Bozeman, listed on NYSE (PSQH).1

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Last updated Oct 21, 2026.

Overview

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  • TickerPSQH on NYSE1
  • IndustryServices-Advertising1
  • HeadquartersBozeman, Montana1
  • Incorporated inDE2
  • Business address515 W. Aspen Street, Suite 200C, Bozeman, Mt 597152
  • Filer category, Emerging growth company2
  • Legal formCorporation

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On February 23, 2023, PSQ Holdings, Inc. (now PublicSq. Inc., a wholly owned subsidiary of the Company) (“Private PSQ”) completed a stock-for-stock transaction to purchase 100% of the outstanding shares of EveryLife, Inc. (“EveryLife”), a Delaware corporation, in exchange for 1,071,229 shares of common stock, par value $0.001 per share, of Private PSQ.3 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

-175.4%Operating margin4
-200.9%Net margin4
81.1%Revenue growth, 20254
-272.5%Return on equity4

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Research and development21¢$3.8M
  • Other costs79¢$14.4M

Out of $18.2M in revenue.4 The company lost money this year.

Financial statements

Revenue564$18.2M in 2025+3734% since 2022
0$5.0M$10.0M$15.0M$20.0M2022: $475.2K$475.2K20222023: $5.7M$5.7M2023+1097%2024: $10.1M$10.1M2024+77%2025: $18.2M$18.2M2025+81%
Operating income564-$32.0M in 2025+350% since 2022
-$60.0M-$40.0M-$20.0M02022: -$7.1M-$7.1M20222023: -$39.3M-$39.3M2023+454%2024: -$41.7M-$41.7M2024+6%2025: -$32.0M-$32.0M2025−23%
Net income564-$36.6M in 2025+425% since 2022
-$60.0M-$40.0M-$20.0M02022: -$7.0M-$7.0M20222023: -$53.3M-$53.3M2023+664%2024: -$57.7M-$57.7M2024+8%2025: -$36.6M-$36.6M2025−37%

Every line of the income statement as filed: the last 2 fiscal years, latest first.4

Period ending2025-12-312024-12-31
Revenues, net$18.2M$10.1M
Cost of revenue (exclusive of depreciation and amortization expense shown below)$5.6M$438.1K
General and administrative$28.9M$38.8M
Sales and marketing$6.0M$8.3M
Research and development$3.8M$1.9M
Depreciation and amortization$5.9M$2.3M
Total costs and expenses$50.2M$51.8M
Operating loss-$32.0M-$41.7M
Other income, net$988.0K$419.1K
Change in fair value of earn-out liabilities$630.0K$40.0K
Change in fair value of warrant liabilities$9.0M-$56.0K
Interest expense, net-$3.5M-$2.3M
Loss before income taxes from continuing operations-$24.9M-$43.6M
Income tax expense$0-$1.6K
Loss from continuing operations-$24.9M-$43.6M
Loss from discontinued operations, net of tax-$11.7M-$14.1M
Net loss-$36.6M-$57.7M
Continuing operations loss per common share, basic (in dollar per share)-$1-$1
Continuing operations loss per common share, diluted (in dollar per share)-$1-$1
Discontinued operations loss per common share, basic (in dollar per share)-$0-$0
Discontinued operations loss per common share, diluted (in dollar per share)-$0-$0
Net loss per common share, basic (in dollars per share)-$0.81-$1.80
Net loss per common share, diluted (in dollars per share)-$0.81-$1.80
Weighted average shares outstanding, basic (in shares)45.5M shares32.0M shares
Weighted average shares outstanding, diluted (in shares)45.5M shares32.0M shares

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Corporate structure

PSQ Holdings, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of PSQ Holdings, Inc.

  • Alyeska Investment Group, L.P. Filed SCHEDULE 13G/A on PSQ Holdings, Inc., latest Feb 17, 2026 (2 filings since Aug 14, 2025)
  • AXXCESS WEALTH MANAGEMENT, LLC Filed SCHEDULE 13G/A on PSQ Holdings, Inc., latest Feb 24, 2025 (2 filings since Feb 12, 2024)
  • CVI Investments, Inc. Filed SCHEDULE 13G/A on PSQ Holdings, Inc., latest Feb 7, 2025 (3 filings since Dec 12, 2024)
  • Stephen Seifert Filed SC 13G on PSQ Holdings, Inc., latest Oct 31, 2024
  • James Nicholas Ayers Filed SC 13D/A on PSQ Holdings, Inc., latest Jun 7, 2024 (2 filings since Dec 6, 2023)
  • FIR TREE CAPITAL MANAGEMENT LP Filed SC 13G/A on PSQ Holdings, Inc., latest Feb 14, 2024 (3 filings since Feb 14, 2022)
  • Hudson Bay Capital Management LP Filed SC 13G/A on PSQ Holdings, Inc., latest Feb 6, 2024 (3 filings since Feb 8, 2022)
  • Omeed Malik Filed SC 13D on PSQ Holdings, Inc., latest Sep 8, 2023
  • Sebastian Harris Filed SC 13D/A on PSQ Holdings, Inc., latest Aug 30, 2023 (2 filings since Jul 31, 2023)
  • Davis Pilot Iii. Filed SC 13D on PSQ Holdings, Inc., latest Jul 31, 2023
  • Jackson Investment Group, LLC Filed SC 13G on PSQ Holdings, Inc., latest Jul 31, 2023
  • Michael Stephen Seifert Filed SC 13D on PSQ Holdings, Inc., latest Jul 31, 2023
  • PSQ Holdings, Inc. Bozeman, Montana

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What PSQ Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$363.7K6 Dec 31, 2024$143.0K6 Dec 31, 2023+154.3%
Accumulated depreciation$88.1K6 Dec 31, 2024$15.9K6 Dec 31, 2023+455.9%
Property and equipment, net$187.3K4 Dec 31, 2025$275.5K4 Dec 31, 2024−32.0%
Operating-lease assets (leased space)$669.4K4 Dec 31, 2025$274.6K4 Dec 31, 2024+143.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$14.6M4 Dec 31, 2025$35.7M4 Dec 31, 2024−59.0%
Loans, net of allowance$7.3M4 Dec 31, 2025$4.7M4 Dec 31, 2024+55.4%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$10.9M4 Dec 31, 2025$10.9M4 Dec 31, 20240%
Intangible assets, net (excluding goodwill)$14.6M4 Dec 31, 2025$14.6M4 Dec 31, 2024−0.4%
Indefinite-lived intangibles (excluding goodwill)$975.0K4 Dec 31, 2025$520.0K4 Dec 31, 2024+87.5%
Accumulated amortization$6.5M4 Dec 31, 2025$5.9M4 Dec 31, 2024+10.1%
Finite-lived intangibles, net$13.6M4 Dec 31, 2025$15.3M6 Dec 31, 2024−11.0%

Inventory

ItemLatestA year beforeChange
Inventory, total$2.7M6 Dec 31, 2024$1.4M6 Dec 31, 2023+85.1%

Properties, in its own words

The Company's principal executive offices are located in West Palm Beach, Florida, where it leases approximately 5,437 square feet of office space. The lease for this facility expires in May 2028. The Company also leases approximately 3,712 square feet of office space in Bozeman, Montana, with a lease term expiring May 2027.

A portion of the Company's workforce operates remotely within the United States. The Company believes its leased facilities are adequate to support its current operations.

Item 2 of the 10-K filed Mar 17, 2026.3

Leadership

Who has led PSQ Holdings, Inc., and when. Pick a name to see everywhere that person has worked.

President

  1. Alexander William Bruesewitz2025–now

Chief financial officer

  1. Joseph Voboril2021
  2. Bradley Searle2023–2025
  3. James Rinn2025–2026
  4. Michael Pena2026–now

Chief operating officer

  1. Sebastian Harris2023
  2. Michael Robert Hebert2025
2025
Board members and other officers (25)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive Officer, DirectorMichael Seifert named Nov 4, 2024 to Dec 8, 202543
  • DirectorBlake Masters named Dec 8, 2025 to Aug 25, 202644
  • DirectorDavis Pilott III named Dec 8, 202543
  • DirectorNick Ayers named Dec 8, 202543
  • DirectorBlake Gabel Masters named Nov 4, 202445
  • DirectorNick Gabel Ayers named Nov 4, 202445
  • Prior to the business combination between Colombier Acquisition Corp. ("Colombier") and PublicSq. Inc., Mr. Malik exercised voting and investment control over the shares of common stock of Colombier, held by Colombier's sponsor, Colombier Sponsor LLC.Omeed Gabel Malik named Nov 4, 202445

Former names

  • Colombier Acquisition Corp.Mar 19, 2021 to Jul 19, 20232

Timeline

  1. Aug 14, 20268-K Entered a material agreement; Unregistered sale of shares46
  2. Aug 14, 20268-K Executive or director change47
  3. Aug 14, 20268-K Executive or director change48
  4. Aug 4, 20268-K Results of operations; Regulation FD disclosure49
  5. Jul 31, 20268-K Entered a material agreement; Regulation FD disclosure50
  6. Jul 10, 20268-K Change to shareholders' rights; Executive or director change; Bylaws or fiscal year changed51
  7. Jun 1, 20268-K Executive or director change52
  8. May 7, 20268-K Results of operations; Regulation FD disclosure53
  9. May 4, 20268-K Executive or director change54
  10. Apr 7, 20268-K Executive or director change; Bylaws or fiscal year changed; Regulation FD disclosure55
  11. Mar 17, 20268-K Results of operations; Regulation FD disclosure56
  12. Feb 17, 20268-K Results of operations; Listing notice or transfer57

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/202658

When it reported results

  1. Aug 4, 2026Reported quarterly or annual results49
  2. May 7, 2026Reported quarterly or annual results53
  3. Mar 17, 2026Reported quarterly or annual results56
  4. Feb 17, 2026Reported quarterly or annual results57
  5. Jan 7, 2026Reported quarterly or annual results59
  6. Nov 6, 2025Reported quarterly or annual results60
  7. Aug 12, 2025Reported quarterly or annual results61
  8. May 8, 2025Reported quarterly or annual results62

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

464 filings to the SEC since October 2021: 6 annual reports, 17 quarterly reports, 72 major events, 121 insider forms, 32 large holders, 3 private raises, 213 other. The latest 20:

  1. Oct 5, 20264 EDGAR
  2. Sep 17, 20264 EDGAR
  3. Sep 17, 20263 EDGAR
  4. Sep 8, 2026S-8 EDGAR
  5. Aug 25, 2026D EDGAR
  6. Aug 18, 20264 EDGAR
  7. Aug 18, 20264 EDGAR
  8. Aug 18, 20264 EDGAR
  9. Aug 18, 20264 EDGAR
  10. Aug 18, 20264 EDGAR
  11. Aug 14, 20268-K/A EDGAR
  12. Aug 14, 20268-K/A EDGAR
  13. Aug 14, 20268-K EDGAR
  14. Aug 13, 20264 EDGAR
  15. Aug 13, 20264 EDGAR
  16. Aug 13, 20264 EDGAR
  17. Aug 13, 20264 EDGAR
  18. Aug 4, 202610-Q EDGAR
  19. Aug 4, 20268-K EDGAR
  20. Jul 31, 20268-K EDGAR

The 464 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

22 open-market trades by officers, directors and large owners since October 2021: 11 buys and 11 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 8, 2026Langston WillieDirectorBuy50,000$0.50$25.0KForm 4
May 15, 2026Pena MichaelChief Financial OfficerSale4,590$0.59$2.7KForm 4
May 15, 2026Wunderlich DustyChief Strategy OfficerSale17,517$0.59$10.3KForm 4
May 15, 2026Rinn JamesChief Financial OfficerSale12,699$0.59$7.5KForm 4
May 14, 2026Pena MichaelChief Financial OfficerSale3,041$0.61$1.9KForm 4
May 14, 2026Wunderlich DustyChief Strategy OfficerSale11,606$0.61$7.1KForm 4
May 14, 2026Rinn JamesChief Financial OfficerSale8,413$0.61$5.1KForm 4
May 13, 2026Pena MichaelChief Financial OfficerSale3,051$0.66$2.0KForm 4
May 13, 2026Wunderlich DustyChief Strategy OfficerSale11,645$0.66$7.7KForm 4
May 13, 2026Rinn JamesChief Financial OfficerSale8,442$0.66$5.6KForm 4
Nov 26, 2025Seifert Michael StephenChief Executive OfficerBuy7,143$1.40$10.0KForm 4
Nov 14, 2025Hebert Michael RobertChief People OfficerBuy9,400$1.61$15.1KForm 4
Nov 13, 2025Hebert Michael RobertChief People OfficerSale23,310$1.55$36.1KForm 4
Nov 13, 2025Seifert Michael StephenChief Executive OfficerSale12,752$1.55$19.8KForm 4
May 20, 2025Langston WillieDirectorBuy27,000$1.95$52.6KForm 4
May 14, 2025Searle BradleyChief Financial OfficerBuy6,000$2.00$12.0KForm 4
May 13, 2025Langston WillieDirectorBuy25,000$2.05$51.2KForm 4
Dec 11, 2024Searle BradleyChief Financial OfficerBuy3,281$4.10$13.5KForm 4
Dec 9, 2024Seifert Sarah GabelPres. of EveryLife, Inc.Buy2,250$4.45$10.0KForm 4
Dec 9, 2024Seifert Michael StephenChief Executive OfficerBuy2,250$4.45$10.0KForm 4

All 22 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Michael HebertFormer Senior Vice President of People$350.0K$1.1M80
2025Randy CarlsonChief Technology Officer$350.0K$959.1K80
2025Michael SeifertFormer President, Chief Executive Officer and Chairman of the Board$300.0K$497.5K80
2024Michael SeifertFormer President, Chief Executive Officer and Chairman of the Board$418.8K$433.6K80

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$6.7M 2024–2026
Money received by yearMoney received by year, 2024–2026: $6.7M in all. Private raises (Form D) $6.7M.$0$2M$4M$6M2024 · Private raises (Form D): $5.4M20242025 · Private raises (Form D): $10.0K20252026 · Private raises (Form D): $1.3M2026
Figures by year
YearPrivate raises (Form D)Total
2026$1.3M$1.3M
2025$10.0K$10.0K
2024$5.4M$5.4M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Aug 13, 2026Raised $1.3 million in a private offering of equity44 Form D: 6 investors so far Form D
  2. Nov 26, 2025Raised $10,000 in a private offering of equity43 Form D: 1 investor so far Form D
  3. Oct 24, 2024Raised $5.4 million in a private offering of equity45 Form D: 3 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Meteora Capital, LLC65,000$26.2K0.0%New
SBI Securities Co., Ltd.15,244$6.1K0.0%New
Legacy Financial Group LLC10,146$4.1K0.0%New
EverSource Wealth Advisors, LLC1,822$7340.0%New
AdvisorNet Financial, Inc233$940.0%New
Bogart Wealth, LLC17$70.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How PSQ Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARPSQ Holdings, Inc.1
  • CIK0001847064
  • Employer ID (EIN)86-20628443
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company3
  • Incorporated inDelaware3
  • Fiscal year endsDecember 311
  • Industry code (SIC)7310 Services-Advertising1
  • SEC reviewing officeOffice of Trade & Services, Division of Corporation Finance1
  • Business address515 W. Aspen Street, Suite 200C, Bozeman, MT 597151
  • Phone(754) 264-87011
  • Shares outstanding3,365,783 as of Jul 31, 20269
  • Public float$78.8M as of Jun 30, 20253
  • AuditorUHY LLP, Melville, New York PCAOB ID 1195; no auditor attestation of internal control over financial reporting3
  • On EDGAR sinceMar 19, 20211
  • Filings491 in all: 425 (100), 4 (88), 8-K (69), DEFA14A (41), 3 (33), 10-Q (17), CORRESP (15), UPLOAD (11)1
    All 40 form types

    SC 13G (10), 424B3 (8), EFFECT (8), SC 13G/A (8), 8-K/A (6), SC 13D (6), 10-K (5), 144 (5), S-1/A (5), S-8 (5), 3/A (4), ARS (4), DEF 14A (4), S-3 (4), SC 13D/A (4), SCHEDULE 13G/A (4), 4/A (3), 424B5 (3), D (3), S-4/A (3), 10-Q/A (2), PRE 14A (2), S-1 (2), 10-K/A (1), 25-NSE (1), 424B4 (1), 8-A12B (1), 8-A12B/A (1), CERT (1), POS AM (1), S-4 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Mar 17, 2026
    Quarterly report (10-Q) Aug 4, 2026
    Proxy statement (DEF 14A) Jun 11, 2026
    Latest 8-K (8-K) Aug 14, 2026

Securities registered for trading

ClassSymbolExchange
Class A common stock, par value $0.0001 per sharePSQHNew York Stock Exchange
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per sharePSQH.WSNew York Stock Exchange

From the cover page of the 10-K filed Mar 17, 2026 (Section 12(b) of the Exchange Act).3

Risk factors and legal proceedings

The risks PSQ Holdings, Inc. names in Item 1A of its 10-K filed Mar 17, 2026: 71 risks under these headings, as written.3

  • Risks Related to Our Financial Performance and Operation Risks Related to Our Business
  • We have incurred net losses and negative cash flows from operations in prior periods and may not achieve or sustain profitability.
  • We may require substantial additional capital to support our operations and growth, and such capital may not be available on acceptable terms or at all.
  • Our liquidity could be adversely affected by reserve, collateral, or prefunding requirements imposed by partners or networks.
  • If we are unable to manage growth effectively, our operations could be strained and our business could be harmed.
  • We currently rely upon third-party providers of cloud-based infrastructure to host our products. Any disruption in the operations of these third-party providers, limitations on capacity or interference with our use could adversely affect our business, financial condition and results of operations.
  • Our operating results may fluctuate from period to period, which could make our performance difficult to evaluate and could cause volatility in the trading price of our securities.
  • We may not be able to achieve or sustain anticipated cost savings or efficiencies, and cost reduction initiatives could adversely affect our business.
  • Our business depends on continued and unimpeded access to our directory information and services on the internet, which in turn relies on third-party telecommunications and internet service providers (“ISPs”). If we or those who engage with our content experience disruptions in such internet service for any reason, such as the failure of ISPs to provide reliable services, or if ISPs are able to block, degrade or charge for access to our content and services, we could incur additional expenses and the loss of traffic and advertisers.
  • Changes in tax rates, changes in tax treatment of transaction-based and digital services businesses could adversely affect our financial results.
  • Our ability to use our net operating loss carryforwards to offset future taxable income may be subject to certain limitations.
  • We hold a portion of our cash and cash equivalents that we use to meet our working capital needs in deposit accounts that could be adversely affected if the financial institutions holding such funds fail.
The other 60 risks
  • Natural disasters, including but not limited to unusual weather conditions, epidemic outbreaks, terrorist acts and political events could disrupt our business schedule.
  • Risks Related to Our Business Strategy and Industry
  • Our FinTech-focused strategy may not be successful, and changes to our strategy or priorities could adversely affect our business.
  • Our business faces significant competition, and if we are unable to compete effectively, our business and operating results could be materially and adversely affected.
  • Our success depends on attracting, onboarding and retaining merchants, retailers, campaigns and non-profit organizations, and we may not successfully convert our sales leads or contracts into sustained transaction volume.
  • Adverse publicity or reputational harm could materially adversely affect our business.
  • We may not be able to keep pace with changes in technology, payment methods and customer expectations.
  • Our success depends on key personnel, and we may be unable to attract or retain qualified employees or successfully transition leadership responsibilities.
  • We may not be able to successfully develop, launch, and maintain new products or enhance existing products.
  • We may pursue acquisitions, investments, or partnerships, and we may not realize the expected benefits of those arrangements.
  • We may not be able to complete the planned divestiture of the Brands segment on the expected timeline or at all, and any proceeds may be less than anticipated.
  • Risks Related to PSQ Payments
  • Our payments processing business depends on relationships with sponsor banks and processing partners, and the loss of, or changes in, these relationships could disrupt our business.
  • We are subject to the rules of card networks and the ACH network, and failure to comply or changes in these rules could adversely affect our business.
  • Chargebacks, fraud and disputes could result in significant costs, losses and reputational harm and could lead to partner or network action against us.
  • Our merchant underwriting, onboarding, and monitoring controls may be insufficient to prevent losses or compliance issues.
  • Our processing volumes and economics may be adversely affected by changes in interchange, assessment fees, network rules or pricing by third-party partners.
  • Operational failures, errors, or outages in transaction processing or settlement could harm our business and expose us to liability.
  • If we are unable to maintain compliance with security standards, including Payment Card Industry Data Security Standard ("PCI-DSS"), or if our tokenization or vaulting solutions are compromised, our business could be harmed.
  • Risks Related to PSQ Impact
  • PSQ Impact has a limited operating history, and we may not be successful in scaling this business or achieving expected results.
  • The market for political fundraising and payment processing platforms is highly concentrated, and PSQ Impact may be unable to compete effectively against established providers.
  • Fundraising and payments activity can be highly seasonal and volatile, which may cause fluctuations in our results.
  • Fundraising activity involves heightened compliance risk, and failures could result in regulatory action, litigation, losses and reputational harm.
  • We may face elevated chargebacks, refunds and dispute activity in connection with fundraising transactions, which could increase losses and costs.
  • Our fundraising platform may be subject to partner sensitivity and reputational risk, which could limit growth or disrupt operations.
  • Our fundraising customers may experience operational or compliance failures, and we may be subject to claims arising from those failures.
  • Risks Related to Credova
  • The consumer finance and BNPL industry has become subject to increased regulatory scrutiny, and Credova’s failure to manage its business to comply with new regulations would materially and adversely affect Credova’s business, results of operations and financial condition.
  • Credova operates in a highly competitive industry, and Credova’s inability to compete successfully would materially and adversely affect Credova’s business, results of operations, financial condition, and prospects.
  • If Credova is unable to attract additional merchant partners, retain Credova’s existing merchant partners, and grow and develop Credova’s relationships with new and existing merchant partners, Credova’s business, results of operations, financial condition, and future prospects would be materially and adversely affected.
  • If Credova is unable to attract new consumers and retain and grow its relationships with its existing consumers, Credova’s business, results of operations, financial condition, and future prospects would be materially and adversely affected.
  • Credova’s revenue is impacted, to a significant extent, by the general economy, the creditworthiness of the U.S. consumer and the financial performance of Credova’s merchants.
  • Negative publicity about Credova or its industry could adversely affect Credova’s business, results of operations, financial condition, and prospects.
  • Risks Related to Credova’s Financing Program
  • Consumers may not view or treat their BNPL product loans as having the same significance as other financial obligations, and the loans facilitated through Credova’s platform are not secured, guaranteed, or insured and involve a high degree of financial risk.
  • Determining Credova’s allowance for credit losses requires many assumptions and complex analyses. If Credova’s estimates prove incorrect, Credova may incur net charge-offs in excess of its reserves, or Credova may be required to increase its provision for credit losses, either of which would adversely affect Credova’s results of operations.
  • Credova’s results depend on prominent presentation, integration, and support of Credova’s platform by Credova’s merchants.
  • If Credova’s merchants fail to fulfill their obligations to consumers or comply with applicable law, Credova may incur costs.
  • Internet-based loan origination processes may give rise to greater risks than paper-based processes.
  • Exposure to consumer bad debts and insolvency of merchants may adversely impact Credova’s financial success.
  • Credova may incur costs from litigation relating to products offered by Credova’s merchants, which could adversely affect Credova’s reputation, revenue and profitability.
  • Risks Related to Credova’s Technology and the Credova Platform
  • Unanticipated surges or increases in transaction volumes may adversely impact Credova’s financial performance.
  • Data security breaches, cyberattacks, employee or other internal misconduct, malware, phishing or ransomware, physical security breaches, natural disasters, or similar disruptions could occur and would materially adversely impact Credova’s business or ability to protect the confidential information in Credova’s possession or control.
  • Real or perceived software errors, failures, bugs, defects, or outages could adversely affect Credova’s business, results of operations, financial condition, and prospects.
  • Any significant disruption in, or errors in, service on Credova’s platform or relating to vendors could prevent it from processing transactions on its platform or posting payments.
  • Fraudulent activities may result in Credova suffering losses, causing a materially adverse impact to Credova’s reputation and results of operations.
  • Risks Related to Regulatory, Compliance and Legal
  • We are or may be subject to numerous risks relating to the need to comply with data and information privacy laws.
  • We are subject to cybersecurity risks and interruptions or failures in our information technology systems and as we grow, we will need to expend additional resources to enhance our protection from such risks. Any cyber incident could result in information theft, data corruption, operational disruption, loss of consumers or advertisers on the Platform and/or a financial loss that has a material adverse impact on our business and that could subject us to legal claims.
  • Issues in the use of artificial intelligence, including machine learning and computer vision (together, “AI”), in our analytics platforms may result in reputational harm or liability.
  • Compliance obligations imposed by new privacy laws, laws regulating social media platforms and online speech in the U.S., or industry practices may adversely affect our business.
  • If we infringe on the intellectual property (“IP”) of others, we could be exposed to substantial losses and face restrictions on our operations.
  • Inadequate technical and legal IP protections could prevent us from defending or securing our proprietary technology and IP.
  • Our ability to implement our business plan successfully depends in part on our ability to further build brand recognition using our trademarks, service marks, proprietary products, trade secrets and other IP, including our name and logos.
  • If we fail to adequately protect our proprietary IP rights, our competitive position could be impaired and we may lose valuable assets, generate reduced revenue and incur costly litigation to protect our rights.
  • We could face employee claims.
  • Litigation or legal proceedings could expose us to significant liabilities and have a negative impact on our reputation or business.
  • The consumer finance and BNPL industry is subject to various state and federal laws in the United States and federal law concerning consumer finance, and the costs to maintain compliance with such laws and regulations may be significant.
  • If loans made by Credova under its state lending licenses are found to violate applicable state lending and other laws, or if Credova was found to be operating without having obtained necessary licenses or approvals, it could adversely affect Credova’s business, results of operations, financial condition, and prospects.
  • Litigation, regulatory actions, and compliance issues could subject Credova to fines, penalties, judgments, remediation costs, and requirements resulting in increased expenses.
  • Current and future government regulations may negatively impact the demand for Credova’s merchants’ products and Credova’s operations and financial results.
  • Risks Related to Our Operations as a Public Company
  • The requirements of being a public company may strain our resources, divert our management’s attention and affect our ability to attract and retain qualified independent Board members.
  • We may have increasing difficulty attracting and retaining qualified outside independent Board members.
  • Stock trading volatility could impact our ability to recruit and retain employees.
  • Members of our management team have limited experience managing a public company.

Legal proceedings

From time to time, we may be subject to legal proceedings and claims in the ordinary course of business. We are not presently a party to any legal proceedings that are expected to have a material adverse impact on our financial position, results of operations or cash flows.

The opening of Item 3, Legal Proceedings.3

Sources

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