$FLZH

urban-gro, Inc.

CIK:0001706524|SEC Filings

Unaudited Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Income Statement [Abstract]
Revenues	$ 44,318		$ 44,318
Cost of revenue
Gross profit (loss)	44,318		44,318
Operating expenses:
General and administrative	2,805,816		3,213,004	618,901
Amortization of acquired intangibles	3,722,438		5,440,486
Total operating expenses	6,528,254		8,653,490	618,901
Loss from operations	(6,483,936)		(8,609,172)	(618,901)
Non-operating income (expense):
Interest expense	(2,522,745)		(2,540,808)
Loss on issuance of derivatives	(1,454,690)		(1,663,348)
Change in fair value of derivative liabilities (loss)	2,426,791		2,429,175
Other income (expense)	2,084		2,084
Total non-operating income (expense)	(1,548,560)		(1,772,897)
Loss before income taxes	(8,032,496)		(10,382,069)	(618,901)
Income tax benefit
Net loss from continuing operations	(8,032,496)		(10,382,069)	(618,901)
Net income loss from discontinued operations, net of tax		(6,204,144)	(952,121)	(9,619,155)
Net loss	(8,032,496)	(6,204,144)	(11,334,190)	(10,238,056)
Less: Net loss from continuing operations attributable to non-controlling interest	(84,097)		(160,207)
Net loss attributable to Flash Sports & Media Holdings, Inc.	$ (7,948,399)	$ (6,204,144)	$ (11,173,983)	$ (10,238,056)
Net loss per share attributable to Flash Sports & Media Holdings, Inc. common stockholders:
Net loss from continuing operations (in Dollars per share)	$ (0.91)		$ (2.14)	$ (1.07)
Net loss from discontinued operations, net of taxes (in Dollars per share)		(10.64)	(0.2)	(16.59)
Net loss per share (in Dollars per share)	$ (0.91)	$ (10.64)	$ (2.34)	$ (17.65)
Weighted average common shares outstanding - basic (in Shares)	8,763,066	583,352	4,768,135	579,962
Weighted average common shares outstanding - diluted (in Shares)	8,763,066	583,352	4,768,135	579,962

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025
Cash flows from operating activities:
Net loss from continuing operations	$ (10,382,069)	$ (618,901)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,440,486
Stock-based compensation expense	554,290
Amortization of the right-of-use	28,302
Loss on issuance of derivatives	1,663,348
Amortization debt discount	792,162
Change in fair value of derivative liabilities	(2,429,175)
Changes in operating assets and liabilities:
Accounts receivable and contract receivables	(505,184)
Deferred contract costs	(3,715,500)
Prepaid expenses and other assets	(92,134)
Accounts payable, contract liabilities, and accrued expenses	5,131,162
Operating lease liability, net	(28,377)
Net cash provided by (used in) operating activities of continuing operations	(3,542,689)	(618,901)
Net cash (used in) provided by operating activities of discontinued operations	467,144	3,246,803
Net cash used in operating activities	(3,075,545)	2,627,902
Cash flows from investing activities:
Cash paid for acquisition	(200,000)
Cash acquired in merger and acquisition	144,231
Net cash used in investing activities of continuing operations	(55,769)
Net cash provided by investing activities of discontinued operations		9,881
Net cash (used in) provided by investing activities	(55,769)	9,881
Cash flows from financing activities:
Proceeds from promissory notes	4,960,250
Proceeds from related parties	282,272
Proceeds from sale of common stock	267,571
Net cash (used in) provided by financing activities of continuing operations	5,510,093
Net cash used in financing activities of discontinued operations		(2,735,584)
Net cash (used in) provided by financing activities	5,510,093	(2,735,584)
Net change in cash	2,378,779	(97,801)
Cash at beginning of period	10,644	819,050
Cash at end of period	2,389,423	721,249
Supplemental disclosure of cash flow information:
Cash paid for interest		361,554
Cash paid for income taxes
Supplemental disclosure of non-cash investing and financing activities:
Termination of operating lease		767,884
Prepaid expenses financed by notes payable		282,320
Debt discount		50,000
Assets acquired pursuant to business combination	141,388,362
Liabilities assumed pursuant to business combination	5,158,612
Loss on settlement	4,177,333
Non-controlling interest recognized in connection with IPG acquisition	66,877,521
Issuance of common stock in connection with promissory note	$ 26,100

Unaudited Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2026	Dec. 31, 2025
Current assets:
Cash	$ 2,389,423	$ 10,644
Accounts receivable, net	3,527,709
Deferred contract costs	3,715,500
Prepaid expenses and other current assets	482,740
Current assets of discontinued operations	207,708
Total current assets	10,323,080	10,644
Non-current assets:
Operating lease right-of-use assets	293,001	321,303
Goodwill	122,778,022
Intangible assets, net	132,590,514
Total non-current assets	255,661,537	321,303
Total assets	265,984,617	331,947
Current liabilities:
Accounts payable	7,549,284	2,323,626
Accounts payable - related party	324,849
Contract liabilities	3,378,745
Accrued expenses	681,020	590,838
Due to seller	5,000,000
Contingent consideration	10,630,251
Derivative liability	2,072,697
Notes payable, current	2,887,788
Operating lease liabilities, current	194,494	222,870
Current liabilities of discontinued operations	39,694,407	42,244,767
Total current liabilities	73,966,147	45,382,101
Non-current liabilities
Operating lease liabilities, long-term	115,079	115,080
Total non-current liabilities	115,079	115,080
Total liabilities	74,081,226	45,497,181
Commitments and contingencies
Stockholders’ equity (deficit):
Preferred stock, $0.001 par value; 3,000,000 shares authorized; 2,720 and 0 shares issued and outstanding as of June 30, 2026 and December 31, 2025 respectively	3
Common stock, $0.001 par value 200,000,000 shares authorized; 53,926,755 issued and 53,868,762 outstanding as of June 30, 2026, and 710,025 issued and 652,032 outstanding as of December 31, 2025	53,927	711
Additional paid-in capital	273,218,912	91,746,837
Treasury shares, cost basis: 57,993 shares as of June 30, 2026 and December 31, 2025	(12,045,542)	(12,045,542)
Non-controlling interests	66,717,314
Accumulated deficit	(136,041,223)	(124,867,240)
Total stockholders’ equity (deficit)	191,903,391	(45,165,234)
Total liabilities and stockholders’ equity (deficit)	265,984,617	331,947
Related Party
Current liabilities:
Due to related party	$ 1,552,612