Cannaisseur Group Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>Cannaisseur Group Inc. has filed its 2023 annual report, confirming its status as a smaller reporting and emerging growth company.</b>

AI Summary

Cannaisseur Group Inc. (TCRG) filed a Annual Report (10-K) with the SEC on April 15, 2024. Cannaisseur Group Inc. filed its annual report on Form 10-K for the fiscal year ended December 31, 2023. The company is incorporated in Delaware and its principal executive offices are located in Atlanta, GA. Cannaisseur Group Inc. is classified as a smaller reporting company and an emerging growth company. The filing indicates the company has submitted all required reports for the preceding 12 months. The company has not filed as a well-known seasoned issuer or an accelerated filer.

Why It Matters

For investors and stakeholders tracking Cannaisseur Group Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of the company's financial performance and operational status for the fiscal year 2023. Investors can use this report to assess the company's financial health, risks, and future prospects within the medicinal chemicals and botanical products sector.

Risk Assessment

Risk Level: low — Cannaisseur Group Inc. shows low risk based on this filing. The company is a smaller reporting company, indicating limited financial data and potentially higher risk due to less stringent disclosure requirements.

Analyst Insight

Monitor future filings for revenue growth and profitability trends as the company operates within the medicinal chemicals and botanical products industry.

Key Numbers

• 2023-12-31 — Fiscal Year End (Conformed period of report)
• 2024-04-15 — Filing Date (Filed as of date)
• 333-262710 — SEC File Number (Commission file number)
• 0001879270 — Central Index Key (Company's Central Index Key)

Key Players & Entities

• Cannaisseur Group Inc. (company) — Filer name
• 2023 (date) — Fiscal year end
• December 31 (date) — Fiscal year end
• Delaware (jurisdiction) — State of incorporation
• Atlanta, GA (location) — Business address
• 404-254-2100 (phone) — Business phone
• 2833 (sic_code) — Standard Industrial Classification
• 1934 Act (regulation) — SEC Act

FAQ

Risk Factors

• Regulatory Compliance [medium — regulatory]: The company must comply with various regulations in the medicinal chemicals and botanical products industry, which can be complex and subject to change.
• Financial Stability [medium — financial]: As a smaller reporting company, Cannaisseur Group Inc. may face challenges in accessing capital and maintaining financial stability.
• Market Competition [medium — market]: The medicinal chemicals and botanical products market is competitive, and the company faces risks from established players and new entrants.

Key Dates

• 2023-12-31: Fiscal Year End — Marks the end of the reporting period for the 10-K filing.
• 2024-04-15: Filing Date — Date the 10-K report was officially submitted to the SEC.

Glossary

10-K

An annual report required by the U.S. Securities and Exchange Commission (SEC), which gives a comprehensive summary of a company's financial performance. (This filing provides the official annual financial and operational overview for Cannaisseur Group Inc.)

Smaller Reporting Company

A company that meets certain criteria for public float and annual revenue, allowing for scaled disclosure requirements. (Indicates Cannaisseur Group Inc. has less stringent reporting obligations compared to larger companies.)

Emerging Growth Company

A company that has total annual gross revenues of less than $1.235 billion during its most recently completed fiscal year. (Allows Cannaisseur Group Inc. to benefit from certain regulatory accommodations for a period of time.)

Key Financial Figures

• $0.015 — of June 30, 2023, based upon a price of $0.015 per share as determined by the Company'
• $0.0001 — arch 27, 2024: Common Stock, par value $0.0001 42,547,484 The Cannaisseur Group, In
• $45 billion — products, will create a total market of $45 billion for cannabinoids by 2024. (Forbes, May

Filing Documents

• tcgi20231231_10k.htm (10-K) — 912KB
• ex_650608.htm (EX-10.5) — 28KB
• ex_650600.htm (EX-31.1) — 10KB
• ex_650601.htm (EX-31.2) — 10KB
• ex_650602.htm (EX-32.1) — 8KB
• mklogo.jpg (GRAPHIC) — 5KB
• 0001185185-24-000386.txt (&nbsp;) — 3945KB
• tcgi-20231231.xsd (EX-101.SCH) — 34KB
• tcgi-20231231_cal.xml (EX-101.CAL) — 37KB
• tcgi-20231231_def.xml (EX-101.DEF) — 160KB
• tcgi-20231231_lab.xml (EX-101.LAB) — 263KB
• tcgi-20231231_pre.xml (EX-101.PRE) — 152KB
• tcgi20231231_10k_htm.xml (XML) — 318KB

Business

Business 4 Item 1A.

Risk Factors

Risk Factors 9 Item 1B. Unresolved Staff Comments 19 Item 1C. Cybersecurity 19 Item 2.

Properties

Properties 20 Item 3.

Legal Proceedings

Legal Proceedings 20 Item 4. Mine Safety Disclosures 20 PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 21 Item 6. Reserved 21 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 22 Item 7A.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 25 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F-1 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 26 Item 9A.

Controls and Procedures

Controls and Procedures 26 Item 9B. Other Information 26 Item 9C. Disclosures Regarding Foreign Jurisdictions that Prevent Inspections 26 PART III Item 10. Directors, Executive Officers and Corporate Governance 27 Item 11.

Executive Compensation

Executive Compensation 31 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 31 Item 13. Certain Relationships and Related Transactions, and Director Independence 33 Item 14. Principal Accountant Fees and Services 33 PART IV Item 15. Exhibit and Financial Statement Schedules 34 Item 16. Form 10-K Summary 34

Signatures

Signatures 35 PART I

Business

Item 1. Business Overview The Cannaisseur Group, Inc. (the "Company" or "TCG") was established in December 2020. On January 4, 2021 the Company acquired a fifty-one percent (51%) interest in Atlanta CBD Inc. (d/b/a as Inno Medicinals) ("Atlanta CBD"). Atlanta CBD is engaged in hemp cultivation, extraction, manufacturing, distribution, and retail sales through CBD stores. Currently, the Company's only assets and operations consist of the 51% interest it owns in Atlanta CBD, Inc. TCG manages and operates Atlanta CBD's business on a day-to-day basis. The Company intends to develop its own hemp cultivation, extraction, and manufacturing business and work in conjunction with Atlanta CBD to grow the Company's business operations. Atlanta CBD is a hemp products supplier and retailer. It sells its retail hemp products through trade name, Inno Medicinals, located in Atlanta Georgia. Atlanta CBD intends in the future to engage in cultivation and extraction of hemp flower, through a trade name Requisite Technologies. Requisite Technologies will be dedicated to producing and selling premium oil, tinctures, capsules, edibles, and topicals. Our mission is to grow one of the best hemp plants and produce high-quality infused products to provide customers with products and services they trust. We expect that, when established, Requisite Technologies will have the ability to grow hemp year-round, aiming to grow up to 12 different strains, and can produce from seedling to finished product. Corporate History TCG is a Delaware corporation. It was formed to engage in the hemp business. In January 2021, it acquired a fifty-one percent (51%) interest in Atlanta CBD, a Georgia company that engaged in the hemp business. TCG's 51% interest in Atlanta CBD is its only business operation at this time. However, TCG's plan is to build on its current business by acquiring assets from companies actively engaged in hemp cultivation to develop and grow its hemp business. Potential assets for a

Risk Factors

Item 1A. Risk Factors An investment in our common stock involves a high degree of risk. An investor should carefully consider the following risk factors and the other information in this registration statement before investing in our common stock. Our business and results of operations could be seriously harmed by any of the following risks. A pandemic, epidemic or outbreak of an infectious disease in the markets in which the Company operates or that otherwise impacts its facilities and customers could adversely impact the Company ' s business. If a pandemic, epidemic, or outbreak of an infectious disease including the recent outbreak of respiratory illness caused by a novel coronavirus (COVID-19) first identified in Wuhan, Hubei Province, China, or other public health crisis were to affect the Company's markets or facilities, or its customers, the Company's business could be adversely affected. Consequences of the coronavirus outbreak are resulting in disruptions in or restrictions on the Company's ability to travel and hold live events. If such an infectious disease broke out at the Company's office, facilities or work sites, its operations may be affected significantly, its productivity may be affected, and the Company may incur increased costs. If the persons and entities with which the Company contracts are affected by an outbreak of infectious disease, its live events may be delayed or cancelled, and the Company may incur increased costs. If the Company's employees or subcontractors with whom it works were affected by an outbreak of infectious disease, the Company's labor supply may be affected, and it may incur increased labor costs. In addition, the Company may experience difficulties with certain suppliers or with vendors in its supply chains, and its business could be affected if the Company becomes unable to procure essential equipment, supplies or services in adequate quantities and at acceptable prices. Further, an infectious outbreak may cause dis

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View this 10-K filing on SEC EDGAR