Urban-Gro (NASDAQ:UGRO) announced the completion of its acquisition of Flash Sports and Media, a Denver-based company specializing in sports media production, live event management, experiential marketing, and branded content creation.
The merger, effective February 17, 2026, positions the combined entity to leverage complementary capabilities across controlled environment agriculture infrastructure and dynamic sports and entertainment experiences.
Under the terms of the definitive agreement, Flash shareholders received a combination of unregistered shares of Urban-Gro common stock and a newly created series of non-voting preferred stock.
The preferred shares are convertible into Urban-Gro common stock based on a valuation formula tied to $3.23 per share, subject to receipt of necessary Nasdaq approval for the issuance and listing of the underlying common shares.
The transaction was structured to preserve Urban-Gro’s Nasdaq listing compliance.
Management highlighted the strategic rationale for the deal, noting that the addition of Flash’s operations introduces diversified revenue streams from sports broadcasting and production, large-scale live events, experiential activations for brands, and digital media content.
Flash brings established relationships with professional sports leagues, collegiate programs, and corporate sponsors, as well as expertise in delivering turnkey event solutions and branded entertainment.
The company stated that the merger is expected to satisfy the Nasdaq continued listing requirement of at least $2.5 million in stockholders’ equity, pending formal confirmation from the exchange.
Urban-Gro believes the transaction enhances its financial profile through incremental cash flows from Flash’s higher-margin event and media activities while maintaining its core focus on the rapidly expanding CEA sector.
The combined company intends to pursue cross-selling opportunities, such as integrating advanced CEA technologies into sports venue projects and leveraging Flash’s experiential marketing capabilities to promote sustainable agriculture solutions to consumer and corporate audiences.