Risk Factors Update Summary

• Ownership of "Series C Preferred" shares would increase to 58% from 2%.
• Recent additional FASB guidance may impact accounting policies and procedures, particularly for digital assets.
• Addition of reputational damage risk factor due to disruptions, delays, or failures, impacting attendee satisfaction.
• Potential impact of digital assets being classified as securities under U.S. federal securities laws.
• Changes in regulatory or financial accounting standards could result in restating financial statements.
• The company borrowed $36 million and issued Secured Notes totaling $38,918,919, increasing financial obligations significantly.
• Limited precedent set for financial accounting of digital assets may impact ability to access capital markets.
• Continued uncertainty in financial accounting matters could negatively impact business, financial condition, and operations.
• Risks related to GuyCare include challenges in market validation, long sales cycles, and customer retention.
• Potential conflict of interest arises as Messrs. Ault and Nisser could own 92.4% of BMI.
• Federal and state net operating loss carryforwards totaled $23.7 million and $104.2 million, respectively.
• GuyCare's expansion into prescription medications may expose it to increased regulatory scrutiny and legal liabilities.
• Inclusion of event management risk, such as technology integration, affecting execution of annual conferences.
• GuyCare's dependence on key suppliers and vendors poses operational and financial risks.
• Risks related to BNC include failure to develop business, raising additional capital, and user engagement.
• Uncertainty in financial accounting for cryptocurrencies and digital assets could lead to changes in revenue recognition.
• GuyCare faces risks from ethical AI concerns, limited operating history, and evolving business model.
• Regulatory scrutiny and investigations due to improper characterization of digital assets could adversely affect business.
• The Loan Agreement includes restrictions on indebtedness, liens, payments, and contains customary events of default.
• Increase in potential financial losses due to attendee dissatisfaction, reputational damage, and civil damages.
• Introduction of risks related to GIGA, focusing on identifying technological trends and enhancing offerings.
• Failure to comply with Loan Agreement covenants could lead to foreclosure, impacting financial condition.
• Circle 8 increased its workforce from approximately 110 to 143 employees in Texas, Louisiana, and Oklahoma.
• Material weakness identified in internal controls, impacting financial reporting and potentially stock value.
• Circle 8 sold used equipment from its rental fleet, reducing the fleet from 75 to 55 cranes.
• Volatility in common stock price due to market expectations, affecting financial condition and results of operations.
• Circle 8 may diversify its equipment supplier base to alleviate risks associated with a single supplier.
• Potential adverse consequences on future business due to changes in U.S. Government spending priorities.