IPST on Nasdaq

IP STRATEGY HOLDINGS, INC.

American beverages company based in Gig Harbor, listed on Nasdaq (IPST)1

In its 2026 annual report the company says: “We operate a diversified business centered on digital asset–based infrastructure and intellectual property management, supplemented by a legacy craft spirits operating segment. Our strategic focus involves the continued growth of our validator services using our $IP Tokens to generate yield and the possible future acquisition, management, and monetization of IP that can add value to our balance sheet and deliver more revenue and yield.”4

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Last updated Oct 20, 2026.

Overview

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  • TickerIPST on Nasdaq1
  • IndustryBeverages1
  • HeadquartersGig Harbor, Washington1
  • Incorporated inDE2
  • Business address9668 Bujacich Road, Gig Harbor, Wa2
  • Filer category, Emerging growth company2
  • Legal formCorporation

We operate a diversified business centered on digital asset–based infrastructure and intellectual property (“IP”) management, supplemented by a legacy craft spirits operating segment. In August 2025, we consummated a $220 million offering of our pre-paid stock purchase warrants in which we acquired 53.2 million $IP Tokens for our digital asset treasury. The $IP Token is the native utility token of the Story Network, a decentralized layer 1 blockchain that allows network participants to register, license and enforce IP assets. Our strategic focus involves the continued growth of our validator services using our $IP Tokens to generate yield and the possible future acquisition, management, and monetization of IP that can add value to our balance sheet and deliver more revenue and yield.4 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

54.9%Gross margin5
-1323.6%Operating margin5
-1360.9%Net margin5
20.4%Revenue growth, 20255
-140.2%Return on equity5
0.03×Debt to equity5
-$15.4MFree cash flow5

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Crypto And Related brought in 49% of the revenue IP STRATEGY HOLDINGS, INC. broke down this way in fiscal 2025.

  1. Crypto And Related$5.0M549%
  2. Direct to consumer$3.0M529%down 24% from 2024
  3. Wholesale$1.2M512%down 22% from 2024
  4. Service$968.9K510%down 46% from 2024
Products and services by year
Products and services20242025
Crypto And Related$0$5.0M
Direct to consumer$3.9M$3.0M
Wholesale$1.6M$1.2M
Service$1.8M$968.9K

Business segments

Heritage Distilling brought in 51% of the revenue IP STRATEGY HOLDINGS, INC. broke down this way in fiscal 2025.

  1. Heritage Distilling$5.2M551%down 38% from 2024
  2. IP Strategy$5.0M549%
Business segments by year
Business segments20242025
Heritage Distilling$8.4M$5.2M
IP Strategy$0$5.0M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue45¢$4.6M
  • Other costs55¢$5.6M
  • Income tax0¢$8.5K

Out of $10.1M in revenue.5 The company lost money this year.

Financial statements

Revenue65$10.1M in 2025+27% since 2023
0$5.0M$10.0M$15.0M2023: $8.0M$8.0M20232024: $8.4M$8.4M2024+5%2025: $10.1M$10.1M2025+20%
Gross profit65$5.6M in 2025+158% since 2023
0$2.0M$4.0M$6.0M2023: $2.2M$2.2M20232024: $2.1M$2.1M2024−1%2025: $5.6M$5.6M2025+162%
Operating income65-$133.9M in 2025+1089% since 2023
-$150.0M-$100.0M-$50.0M02023: -$11.3M-$11.3M20232024: -$14.9M-$14.9M2024+32%2025: -$133.9M-$133.9M2025+798%
Net income65-$137.7M in 2025+274% since 2023
-$150.0M-$100.0M-$50.0M0$50.0M2023: -$36.8M-$36.8M20232024: $710.5K$710.5K20242025: -$137.7M-$137.7M2025

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
Total Net Revenues$10.1M$8.4M
Total Cost of Revenue$4.6M$6.3M
Gross Profit$5.6M$2.1M
Sales and Marketing$5.5M$6.0M
General and Administrative$12.4M$11.0M
Change in Fair Value of Intangible Digital Assets$118.2M$0
Restructure Costs$3.4M$0
Total Operating Expenses$139.5M$17.0M
Operating Income / (Loss)-$133.9M-$14.9M
Interest Expense-$1.6M-$2.5M
Impairment (Loss) / Gain on Investment-$3.4M$3.4M
Gain on Extinguishment of Debt$1.7M$0
Change in Fair Value of Convertible Notes$0$14.0M
Change in Fair Value of Warrant Liabilities$0$736.6K
Change in Fair Value of Contingency Liability-$62.4K$0
Other Income / (Expense)-$390.8K-$11.8K
Total Other Income / (Expense)-$3.8M$15.6M
Income / (Loss) Before Income Taxes-$137.7M$719.6K
Income Taxes$8.5K-$9.2K
Net Income / (Loss)-$137.7M$710.5K
Net Income / (Loss) Per Share, Basic (in dollars per share)-$16.03$0.98
Weighted Average Common Shares Outstanding, Basic (in shares)8.6M shares64.1K shares
Net Income / (Loss) Per Share, Diluted (in dollars per share)-$16.03-$39.46
Weighted Average Common Shares Outstanding, Diluted (in shares)8.6M shares353.9K shares

Compare IP STRATEGY HOLDINGS, INC. with another company

Corporate structure

IP STRATEGY HOLDINGS, INC. sits at the top of its group. 4 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of IP STRATEGY HOLDINGS, INC.

  • JANE STREET GROUP, LLC Filed SCHEDULE 13G on IP STRATEGY HOLDINGS, INC., latest Sep 24, 2026
  • C/M CAPITAL PARTNERS, LP Filed SCHEDULE 13G/A on IP STRATEGY HOLDINGS, INC., latest Nov 14, 2025 (2 filings since Jul 31, 2025)
  • IP STRATEGY HOLDINGS, INC. Gig Harbor, Washington
    • Heritage Distilling Company, Inc. Subsidiary · Washington, United States
    • IP Strategy, LLC Subsidiary · Nevada, United States
    • Thinking Tree Spirits, Inc. Subsidiary · Oregon, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What IP STRATEGY 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$5.2M5 Dec 31, 2025$13.2M5 Dec 31, 2024−60.7%
Accumulated depreciation$4.0M5 Dec 31, 2025$7.8M5 Dec 31, 2024−49.2%
Property and equipment, net$1.2M5 Dec 31, 2025$5.4M5 Dec 31, 2024−77.3%
Operating-lease assets (leased space)$2.1M5 Dec 31, 2025$3.3M5 Dec 31, 2024−35.7%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$05 Dec 31, 2025$589.9K5 Dec 31, 2024−100.0%
Intangible assets, net (excluding goodwill)$05 Dec 31, 2025$421.2K5 Dec 31, 2024−100.0%
Finite-lived intangibles, net$421.2K6 Dec 31, 2024$06 Dec 31, 2023

Inventory

ItemLatestA year beforeChange
Inventory, total$1.6M5 Dec 31, 2025$2.5M5 Dec 31, 2024−33.5%
Raw materials$454.6K5 Dec 31, 2025$1.1M5 Dec 31, 2024−57.7%
Work in process$862.2K5 Dec 31, 2025$936.2K5 Dec 31, 2024−7.9%
Finished goods$326.1K5 Dec 31, 2025$461.3K5 Dec 31, 2024−29.3%

Properties, in its own words

We maintain our principal corporate offices and a distribution warehouse in leased facilities in Gig Harbor, Washington. We believe our facilities are adequate for our current needs and that suitable additional space will be available on commercially-acceptable terms as required.

Item 2 of the 10-K filed Apr 14, 2026.4

Leadership

Who has led IP STRATEGY HOLDINGS, INC., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (10)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • DirectorChristopher Smith named Dec 6, 2024 to Aug 20, 202521
  • DirectorDERREK GAFFORD named Apr 7, 202222
  • DirectorLAURA BAUMANN named Apr 7, 202222

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Heritage Distilling Company, Inc. Washington3
  • IP Strategy, LLC Nevada3
  • Thinking Tree Spirits, Inc. Oregon3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • Heritage Distilling Holding Company, Inc.Sep 13, 2019 to Feb 3, 20262

Timeline

  1. Sep 1, 20268-K Listing notice or transfer23
  2. Jun 25, 20268-K Executive or director change; Shareholder vote24
  3. May 14, 20268-K Other events25
  4. Apr 21, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed; Other events26
  5. Apr 16, 20268-K Executive or director change; Regulation FD disclosure27
  6. Apr 14, 20268-K Shareholder vote28
  7. Mar 20, 20268-K Listing notice or transfer29
  8. Feb 27, 20268-K Results of operations30
  9. Feb 19, 20268-K Regulation FD disclosure31
  10. Feb 18, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure32
  11. Jan 8, 20268-K Regulation FD disclosure33
  12. Dec 29, 20258-K Ended a material agreement; Regulation FD disclosure34
  13. Nov 18, 2024New chief executive Justin B. Stiefel becomes CEO10

Filings

202 filings to the SEC since October 2021: 3 annual reports, 6 quarterly reports, 40 major events, 67 insider forms, 3 large holders, 5 private raises, 78 other. The latest 20:

  1. Oct 5, 20264 EDGAR
  2. Oct 5, 20264 EDGAR
  3. Sep 24, 2026SCHEDULE 13G EDGAR
  4. Sep 1, 20268-K EDGAR
  5. Aug 17, 2026NT 10-Q EDGAR
  6. Aug 3, 20264 EDGAR
  7. Aug 3, 20264 EDGAR
  8. Aug 3, 20264 EDGAR
  9. Jul 6, 20264 EDGAR
  10. Jul 6, 20264 EDGAR
  11. Jun 25, 20268-K EDGAR
  12. Jun 2, 2026S-3 EDGAR
  13. May 20, 202610-Q EDGAR
  14. May 18, 2026NT 10-Q EDGAR
  15. May 14, 20268-K EDGAR
  16. May 5, 20264 EDGAR
  17. May 5, 20264 EDGAR
  18. May 5, 20264 EDGAR
  19. May 1, 20264/A EDGAR
  20. May 1, 20264/A EDGAR

The 202 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

9 open-market trades by officers, directors and large owners since October 2021: 9 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Feb 14, 2025Varga Andrew M.DirectorBuy47,500$1.23$58.4KForm 4
Feb 13, 2025Marker Beth ASVP of Retail OperationsBuy8,500$1.17$9.9KForm 4
Feb 7, 2025Stiefel Justin BCEO & TreasurerBuy5,366$1.21$6.5KForm 4
Feb 7, 2025Stiefel Jennifer D HPresident & SecretaryBuy5,366$1.21$6.5KForm 4
Jan 14, 2025Varga Andrew M.DirectorBuy5,000$1.27$6.3KForm 4
Nov 25, 2024Wensel Jeffrey PDirectorBuy1,250$4.00$5.0KForm 4
Nov 25, 2024Trevan Eric SDirectorBuy2,500$4.00$10.0KForm 4
Nov 25, 2024Smith Christopher HDirectorBuy2,500$4.00$10.0KForm 4
Nov 22, 2024Trevan Eric SDirectorBuy2,894$3.46$10.0KForm 4

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 CarrosinoExecutive Vice President, Finance and Chief Financial Officer65$215.1K$642.9K37
2025Justin B. StiefelChief Executive Officer and Treasurer51$159.4K$464.3K37
2025Jennifer D.H. StiefelPresident and Secretary50$164.4K$438.9K37
2025Danielle B. PerkinsSenior Vice President, Wholesale36$134.8K$274.7K37
2025Beth A. MarkerSenior Vice President, Retail Operations65$168.5K$242.0K37
2024Jennifer D.H. StiefelPresident and Secretary50$139.4K$316.5K37
2024Justin B. StiefelChief Executive Officer and Treasurer51$135.2K$312.3K37
2024Michael CarrosinoExecutive Vice President, Finance and Chief Financial Officer65$210.7K37
2024Beth A. MarkerSenior Vice President, Retail Operations65$175.6K$181.6K37
2024Danielle B. PerkinsSenior Vice President, Wholesale36$163.2K$173.2K37

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Aug 15, 2025Raised $223.8 million in a private offering of securities Form D: 49 investors so far Form D
  2. Jan 23, 2025Filed a private offering of equity Form D: $15 million offered in all Form D
  3. Jan 23, 2025Raised $500,000 in a private offering of equity Form D: $5 million offered in all Form D
  4. Nov 25, 2024Raised $1.5 million in a private offering of securities Form D: 2 investors so far Form D
  5. Apr 7, 2022Filed a private offering of debt Form D: $10 million offered in all 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
Arrington Capital Management, LLC20,685$48.6K0.1%New
Susquehanna International Group, Llp17,783$41.8K0.0%New
Citadel Advisors LLC12,574$29.5K0.0%New
Vanguard Capital Management LLC5,076$11.9K0.0%New
a16z Capital Management, L.L.C.4,137$9.7K0.0%New
Vanguard Fiduciary Trust Co2,356$5.5K0.0%New
Tower Research Capital LLC (TRC)1,057$2.5K0.0%New
Vanguard Global Advisers, LLC336$7900.0%New
Morgan Stanley310$7290.0%New
BlackRock, Inc.31$730.0%New
Barclays PLC15$350.0%New
Harbour Investments, Inc.6$140.0%−119
Caitong International Asset Management Co., Ltd1$20.0%New

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

SEC filer profile

How IP STRATEGY 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 EDGARIP STRATEGY HOLDINGS, INC.1
  • CIK0001788230
  • Employer ID (EIN)83-45582194
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)2080 Beverages1
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
  • Business address9668 Bujacich Road, Gig Harbor, WA1
  • Phone253-509-00081
  • Shares outstanding686,080 as of May 19, 20269
  • Public float$5.1M as of Jun 30, 20254
  • AuditorCBIZ CPAs P.C., Costa Mesa, California PCAOB ID 199; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceSep 13, 20191
  • Filings204 in all: 4 (48), 8-K (40), CORRESP (14), 3 (12), UPLOAD (12), S-1/A (8), 424B3 (7), D (7)1
    All 36 form types

    10-Q (5), EFFECT (5), 3/A (4), DEF 14A (4), NT 10-Q (4), S-1 (4), 4/A (3), PRE 14A (3), 10-K (2), NT 10-K (2), POS AM (2), SCHEDULE 13G (2), 10-K/A (1), 10-Q/A (1), 424B4 (1), 424B5 (1), 8-A12B (1), AW (1), CERT (1), DEFA14A (1), DRS (1), DRS/A (1), DRSLTR (1), RW (1), RW WD (1), S-3 (1), S-8 (1), SCHEDULE 13G/A (1)

  • Latest filingsAnnual report (10-K) Apr 14, 2026
    Quarterly report (10-Q) May 20, 2026
    Proxy statement (DEF 14A) Apr 29, 2026
    Latest 8-K (8-K) Sep 1, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $.0001 per shareIPSTNASDAQ

From the cover page of the 10-K filed Apr 14, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks IP STRATEGY HOLDINGS, INC. names in Item 1A of its 10-K filed Apr 14, 2026: 76 risks under these headings, as written.4

  • Risks Related to Our Financial Position and Capital Needs
  • We have a history of losses and our profitability may be subject to large swings in the future due to changes in the value of the $IP Tokens we own based on their value in the market.
  • Our historical financial statements do not reflect the potential variability in earnings that we may experience in the future relating to our $IP Token holdings. Moreover, our quarterly operating results, revenues, and expenses may fluctuate significantly, which could have an adverse effect on the market price of our common stock.
  • The release of lockups on outstanding $IP Tokens, and the increase in the supply of $IP Tokens in circulation, may have an adverse impact on the market price of $IP Tokens, which could adversely affect our business, financial condition and results of operations.
  • Risks associated with our net operating loss (“NOL”) carryforwards, tax liabilities and fluctuations between reporting periods could adversely affect our results of operations and financing costs and the market price of our common stock.
  • Sustained or increasing inflation could adversely impact our operations and our financial condition.
  • Small Business Association (“SBA”) Paycheck Protection Program (“PPP”) loan repayment risk and timing.
  • Certain previous sales made under our now closed equity line of credit may adversely affect our business, market perception and stock price.
  • Our failure to maintain an effective system of internal control over financial reporting could adversely affect our ability to present accurately our financial statements and could materially and adversely affect us, including our business, reputation, results of operations, financial condition or liquidity.
  • Risks Related to Our Business Operations
  • Our management team may not be able to successfully implement our business strategies.
  • If we are unable to retain key executives and other key affiliates, our growth could be significantly inhibited and our business harmed with a material adverse effect on our business, financial condition and results of operations.
The other 66 risks
  • There is a risk that the Cryptocurrency Treasury Reserve Policy we adopted, as it may be amended from time to time, does not adequately address risks regarding the acceptance, acquisition, handling, storage, use, and disposition of cryptocurrencies, which could create a number of risks for us and our stockholders
  • Our strategy may include acquiring companies or brands, which may result in unsuitable acquisitions or failure to successfully integrate acquired companies or brands, which could lead to reduced profitability.
  • We may enter into partnerships, co-branding arrangements, licensing agreements, co-location, joint branding or other collaborative arrangements with other brands, producers, partners or celebrities which could distract from our core business plans, create new risks for our company or otherwise dilute our efforts at growing the value of our company or our brands.
  • A failure of one or more of our key IT systems, networks, processes, associated sites or service providers could have a material adverse impact on our business operations, and if the failure is prolonged, our financial condition.
  • Global conflicts and geopolitical tensions could increase cybersecurity risks and disrupt our operations, which could adversely affect our business, financial condition and results of operations.
  • Risks Related to Our Cryptocurrency Treasury Reserve Strategy and $IP Tokens
  • In relation to our acquisition, accumulation, holding, storing, selling, transferring or otherwise using any cryptocurrencies, there is a risk that rules or regulations could change, impacting the value of any such cryptocurrencies we hold and our ability to continue to use them or how we recognize, use and value them.
  • Declines in the broader cryptocurrency market could adversely affect the $IP Token, our business and the value of our digital assets.
  • A principal component of our cryptocurrency treasury reserve policy is the acquisition of $IP Tokens, the price of which has been, and will likely continue to be, highly volatile. Our operating results and share price may significantly fluctuate due to the highly-volatile nature of the price of such digital assets and erratic market movements.
  • We have engaged, and plan to continue to engage, in derivatives transactions, including for the purpose of generating yield by the sale of covered call options on our $IP Tokens, and such transactions may expose us to material risks that could adversely impact our business, operating results and financial condition.
  • Our common stock may trade at a substantial premium or discount to the value of the $IP Tokens we hold, and our stock price may be more volatile than the price of $IP Tokens.
  • $IP Tokens and other digital assets are novel assets and are subject to significant legal, commercial, tax, regulatory and technical uncertainty, which could materially adversely affect our financial position, operations and prospects.
  • Our shift towards an $IP-focused strategy requires substantial changes in our day-to-day operations and exposes us to significant operational risks.
  • We plan to purchase additional digital assets using primarily proceeds from equity and debt financings, but we may be unable to obtain such financings on favorable terms.
  • In connection with our focus on $IP Tokens, we expect to interact with various smart contracts deployed on the Story Network, which may expose us to risks and technical vulnerabilities.
  • Transactions using $IP Tokens or on the Story Network require the payment of “gas fees,” which are subject to fluctuations that may result in high transaction fees.
  • Changes in regulatory interpretations could require us to register as a money services business or money transmitter, leading to increased compliance costs or operational shutdowns.
  • There is a possibility that $IP Tokens may be classified as a “security.” If $IP Tokens are classified as a “security,” that would subject us to additional regulation and could materially impact the operations of our treasury strategy and our business.
  • The SEC-CFTC Memorandum of Understanding dated March 11, 2026 establishes a framework for heightened interagency coordination on crypto asset regulation and enforcement that could materially affect the regulatory treatment of $IP Tokens and our treasury strategy.
  • If we were deemed to be an investment company under the Investment Company Act, applicable restrictions likely would make it impractical for us to continue segments of our business as currently contemplated.
  • The availability of spot exchange-traded products (“ETPs”) for digital assets may adversely affect the market price of our listed securities.
  • We are not subject to legal and regulatory obligations that apply to investment companies such as mutual funds and exchange-traded funds, or to obligations applicable to investment advisers.
  • Legislative or regulatory change regarding the regulation of “commodities” by the CFTC and the regulation of digital assets as “digital commodities” could subject us to additional regulatory burdens and oversight by the CFTC and could adversely affect the market price of $IP Tokens and the market price of our listed securities.
  • We may be deemed to be a “commodity pool” under CEA and CFTC Rules as a result of our commodity interest trading, which could have a material adverse effect on our business, financial condition and results of operations.
  • Due to the unregulated nature and lack of transparency surrounding the operations of many digital asset trading venues, digital asset trading venues may experience greater fraud, security failures or regulatory or operational problems than trading venues for more established asset classes, which may result in a loss of confidence in digital asset trading venues and adversely affect the value of digital assets, and our financial position, operations and prospects.
  • Digital asset holdings are less liquid than cash and cash equivalents and may not be able to serve as a source of liquidity for us to the same extent as cash and cash equivalents.
  • Transacting in digital assets exposes us to counterparty credit risk.
  • Cybersecurity risks associated with digital assets and decentralized protocols could result in significant losses.
  • Intellectual property disputes related to the open-source structure of digital asset networks exposes us to risks related to software development, security vulnerabilities and potential disruptions to digital asset technology could threaten our ability to operate.
  • The lack of legal recourse and insurance for digital assets increases the risk of total loss in the event of theft or destruction.
  • We face risks relating to the custody of our digital assets, including the loss or destruction of private keys required to access our digital assets and cyberattacks or other data loss relating to our digital assets, including smart contract related losses and vulnerabilities.
  • The use of digital asset custodians could expose us to additional risks related to custodian insolvency, as well as cybersecurity and concentration risk.
  • We will face risks relating to the custody of our digital assets. If we or our third-party service providers experience a security breach or cyberattack and unauthorized parties obtain access to our digital assets, or if our private keys are lost or destroyed, or other similar circumstances or events occur, we may lose some or all of our digital assets and our financial condition and results of operations could be materially adversely affected.
  • The irreversibility of digital asset transactions exposes us to risks of theft, loss and human error, which could negatively impact our business.
  • We are subject to significant competition in the growing digital asset industry and our business, operating results, and financial condition may be adversely affected if we are unable to compete effectively.
  • The emergence or growth of other digital assets, including those with significant private or public sector backing, including by governments, consortiums or financial institutions, could have a negative impact on the price of $IP Tokens and adversely affect our securities.
  • We may be subject to risks associated with the provision and use of validator services.
  • Complex valuation controls and benchmark dependence may lead to restatements or control deficiencies.
  • The Story Network is a relatively new protocol and could be subject to risks inherent in new technologies.
  • Because of the pseudonymous nature of blockchain transactions, we may inadvertently and without knowledge, directly or indirectly engage in transactions with or for the benefit of prohibited persons under U.S. or foreign sanctions laws.
  • We may be subject to securities or corporate governance litigation, which is expensive and could divert our management’s attention.
  • Risks Related to Our Craft Spirits Business
  • We face significant competition with an increasing number of products and market participants that could materially and adversely affect our business, results of operations and financial results.
  • We compete in an industry that is brand-conscious, so brand name recognition and acceptance of our products are critical to our success.
  • A reduction in consumer demand for whiskey and other spirits, which may result from a variety of factors, including demographic shifts and decreases in discretionary spending, could materially and adversely affect our business, results of operations and financial results.
  • Adverse public opinion about alcohol could reduce demand for our products.
  • We could see structural changes in the amount of alcohol purchased and consumed in our markets as the use of GLP-1 and similar weight loss drugs increase among the population, which could create more pricing competition or an overall reduction in sales and revenues associated with alcohol.
  • Due to the three-tier alcohol beverage distribution system in the United States, we are heavily reliant on our distributors that resell alcoholic beverages in all states in which we do business. Our inability to obtain distribution in some states, or a significant reduction in distributor demand for our products, would materially and adversely affect our sales and profitability.
  • Failure of third-party distributors upon which we rely could adversely affect our business.
  • We incur significant time and expense in attracting and maintaining key distributors.
  • It is difficult to predict the timing and amount of our sales because our distributors and their accounts are not required to place minimum orders with us.
  • The sales of our products could decrease significantly if we cannot secure and maintain listings in the control states.
  • The privatization of a control state could adversely impact our sales and our results of operations.
  • Substantial disruption at the distilleries and distribution facilities with which we contract or partner for our production or storage could occur.
  • Disruption within our supply chain, contract manufacturing or distribution channels could have an adverse effect on our business, financial condition and results of operations.
  • Our reliance on distributors, retailers and brokers, or our inability to expand the TBN, could affect our ability to efficiently and profitably distribute and market our products, maintain our existing markets and expand our business into other geographic markets.
  • Our TBN efforts may not be successful.
  • A non-profit or charitable partner could act in a way that damages our brand.
  • If we do not adequately manage our inventory levels, our operating results could be adversely affected.
  • We or our third-party producers may not be able to replicate the flavor profiles of our products.
  • There is a long lead time for the production of our products due to the aging process for spirits.
  • We have a minority ownership interest in another brand, the value of which may never be realized or monetized, or which could be significantly reduced or written down.
  • Some of our future earnings from any sale of FBLLC have been pledged as inducements to secure past financings, which could reduce or eliminate our receipt of gains from the future sale of FBLLC for the benefit of our company or our investors.
  • Our interest in FBLLC or any future brand or entity in which we invest could be subject to dilution if there is a capital call in which we do not participate.
  • An interruption of our operations or a catastrophic event at the facilities of any of our third-party producers or any significant supplier could negatively affect our business.
  • The formulas, recipes and proportions used in the production of our products may differ materially from those we have assumed for purposes of our business plan.
  • We may be disparaged publicly or in the press for not being authentically “craft.”
  • We are subject to seasonality related to sales of our products.

Legal proceedings

We may be subject to legal disputes and subject to claims that arise in the ordinary course of business. Although the results of such litigation and claims in the ordinary course of business cannot be predicted with certainty, we believe that the final outcome of such matters will not have a material adverse effect on our business, results of operations, cash flows or financial condition. Regardless of outcome, litigation can have an adverse impact on us because of defense costs, diversion of management resources and other factors. Currently, there is no litigation pending against our company that could materially affect our company.

The opening of Item 3, Legal Proceedings.4

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