Acquisitions and Investments - The company has completed two acquisitions in the Bitcoin mining industry, now operating three facilities with a total of 1,120 BITMAIN Antminer S19j units[23]. - The Company acquired a 14% stake in Radical Clean Solutions (RCS) on October 1, 2023, and completed the acquisition of 86% of RCS on August 16, 2024, resulting in full control over RCS[57]. - The Company completed the acquisition of a bitcoin mining facility in Alberta for 4.55 million, significantly increasing its hashrate[68][69]. - The Company signed a letter of intent to purchase a Bitcoin mining facility in Sturgeon County, Alberta, on November 13, 2024, highlighting a strategic shift towards sustainable technology initiatives[85]. - The acquisition of the Sturgeon County Bitcoin mining facility was completed on December 3, 2024, and sustainable agriculture operations were launched on December 5, 2024[85]. - The Company signed a letter of intent to acquire a Bitcoin mining facility in Madison Township, Ohio, on December 10, 2024, with the acquisition completed on January 17, 2025[85]. Financial Performance and Projections - The company has experienced recurring net losses since inception and currently has little revenue[120]. - The Company aims to capture a small percentage share of the global market size of target categories, potentially generating net revenues of 60.8 million as of December 31, 2024, with a net loss of approximately 5.3 million of net cash used in operating activities for the year ended December 31, 2024[198]. Technology and Product Development - The UN(THINK) Awakened Flour™ product line has been launched, which is believed to provide health advantages over traditional flour, with production processes refined and scaled[26][30]. - The patented CERES-MNG process allows for flour that has 40 times more fiber, three times more protein, and 75% less net carbohydrates compared to regular all-purpose flour[36][37]. - The company has developed a patented technology that converts grains, pulses, and root vegetables into low-starch, low-sugar, high-protein fiber-rich baking flour products[108]. - The company is exploring joint ventures and licensing opportunities for its FORCEGH+ technology in various environments, including arctic and tropical[51][53]. - The company is integrating artificial intelligence and blockchain into its FinTech systems to enhance financing capabilities for commercial farmers[46][52]. Market and Competitive Landscape - The company may face significant competition from other businesses in the industry, which could affect its market position and financial condition[176]. - The company has a competitive edge with no direct competitors providing a proprietary facility design and automated grow system[105]. - The company operates in a rapidly evolving agriculture industry, which may intensify competition and affect profitability[203]. Risks and Challenges - Bitcoin prices are highly volatile, affecting the Company's growth plans and profitability[123]. - The company must continually add new miners to grow its hash rate to remain competitive in the Bitcoin mining industry[129]. - Security breaches could result in the loss of digital assets, with no insurance protection available for such losses[161]. - The reliance on third-party custody providers for cold-storage solutions poses risks, as breaches could lead to significant asset loss[153]. - The company may require substantial additional capital to execute its business plan, which could be dilutive to existing shareholders[170]. Corporate Governance and Compliance - The Investment Canada Act requires non-Canadian entities acquiring control of a Canadian business to file a pre-closing application for review if financial thresholds are exceeded[210]. - The Competition Act (Canada) allows the Commissioner of Competition to review acquisitions that may substantially prevent or lessen competition, with a notification required if holdings exceed 20% of outstanding voting shares[211]. - New laws and regulations regarding corporate governance may increase compliance costs and create uncertainty for public companies[213]. Management and Staffing - On January 25, 2024, Troy McClellan resigned as President, effective immediately[110]. - Richard Wong resumed his role as Chief Financial Officer on February 10, 2024, and Chris Polimeni was appointed to succeed him on March 4, 2025[111][114]. - As of April 7, 2025, the Company has three employees and eight consultants/contractors, with plans to hire additional staff[115]. Intellectual Property - The company protects its proprietary products and technology through a combination of contractual provisions and intellectual property laws[99]. - The company holds multiple patents related to automated growing systems, with several applications pending in various countries including the United States and Canada[101][102]. - The company has several trademarks registered, including AGRIFORCE and AWAKENED FLOUR, indicating a strong brand presence[103][104].
AgriFORCE Growing Systems .(AGRI) - 2024 Q4 - Annual Report