Fort Lauderdale, Florida--(Newsfile Corp. - August 20, 2025) - Flora Growth Corp. (NASDAQ: FLGC) (FSE: 7301) ("Flora" or the "Company") is pleased to announce that on August 19, 2025, it has received notice from The Nasdaq Stock Market, LLC ("Nasdaq") stating that the Company has regained compliance with the minimum bid price requirement set forth in Rule 5550(a)(2) of the Nasdaq Listing Rules (the "Minimum Bid Price Requirement"). Flora is now in compliance with all applicable listing standards and will c ...

Flora Growth Corp. (FLGC) came out with a quarterly loss of $0.11 per share versus the Zacks Consensus Estimate of a loss of $0.06. This compares to a loss of $0.22 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -83.33%. A quarter ago, it was expected that this company would post a loss of $0.01 per share when it actually produced a loss of $0.04, delivering a surprise of -300%.Over the last four quarters, the company has not ...

[Cautionary Statement Regarding Forward-Looking Statements](index=4&type=section&id=Cautionary%20Statement%20Regarding%20Forward-Looking%20Statements) This section contains standard disclaimers about forward-looking statements, which are based on current expectations and are subject to significant business, economic, and regulatory risks [Cautionary Statement Regarding Forward-Looking Statements](index=4&type=section&id=Cautionary%20Statement%20Regarding%20Forward-Looking%20Statements) This section contains standard disclaimers about forward-looking statements, which are based on current expectations and are subject to significant business, economic, and regulatory risks - The report identifies numerous risks that could cause actual results to differ from forward-looking statements[9](index=9&type=chunk)[11](index=11&type=chunk) - Risks include limited operating history, net losses, changes in cannabis laws, going concern uncertainty, product recalls, and challenges in integrating acquired businesses[11](index=11&type=chunk) [PART I - Financial Information](index=6&type=section&id=PART%20I) This part presents the unaudited condensed interim consolidated financial statements and management's discussion and analysis for the three and six months ended June 30, 2025, and 2024 [Item 1. Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed interim consolidated financial statements for the three and six months ended June 30, 2025, and 2024 [Consolidated Statements of Financial Position (Balance Sheet)](index=7&type=section&id=Unaudited%20Condensed%20Interim%20Consolidated%20Statements%20of%20Financial%20Position) As of June 30, 2025, the company's total assets decreased to $22.7 million from $26.2 million at the end of 2024, mainly due to a significant reduction in cash Consolidated Balance Sheet Highlights (in thousands USD) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $1,471 | $6,017 | | Total current assets | $13,197 | $19,763 | | Total assets | $22,667 | $26,227 | | **Liabilities & Equity** | | | | Total current liabilities | $13,808 | $18,832 | | Total liabilities | $18,644 | $21,717 | | Total shareholders' equity | $4,023 | $4,510 | [Consolidated Statements of Loss and Comprehensive Loss (Income Statement)](index=8&type=section&id=Unaudited%20Condensed%20Interim%20Consolidated%20Statements%20of%20Loss%20and%20Comprehensive%20Loss) For the second quarter of 2025, the company reported a net loss of $2.4 million, an improvement from a $2.7 million loss in Q2 2024 Key Performance Indicators (in thousands USD) | Metric | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 | | :--- | :--- | :--- | :--- | :--- | | Revenue | $14,796 | $15,683 | $26,582 | $33,714 | | Gross Profit | $2,830 | $3,167 | $5,718 | $7,021 | | Operating Loss | $(2,566) | $(3,538) | $(3,543) | $(6,023) | | Net Loss | $(2,412) | $(2,657) | $(3,170) | $(6,031) | | Basic Loss Per Share | $(0.11) | $(0.21) | $(0.16) | $(0.57) | [Consolidated Statement of Cash Flows](index=11&type=section&id=Unaudited%20Condensed%20Interim%20Consolidated%20Statement%20of%20Cash%20Flows) For the first six months of 2025, net cash used in operating activities increased substantially to $5.6 million, compared to $1.6 million in the same period of 2024 Cash Flow Summary for Six Months Ended June 30 (in thousands USD) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | $(5,616) | $(1,605) | | Net cash provided by financing activities | $1,512 | $3,368 | | Net cash used in investing activities | $(636) | $(33) | | **Change in cash during the period** | **$(4,546)** | **$1,777** | [Notes to Financial Statements](index=12&type=section&id=Notes%20to%20Unaudited%20Condensed%20Interim%20Consolidated%20Financial%20Statements) The notes provide critical context to the financial statements, including going concern uncertainty, recent acquisitions, and deconsolidation of insolvent subsidiaries - **Going Concern:** Management has substantial doubt about the company's ability to continue as a going concern for at least one year, citing its **$1.5 million cash balance**, ongoing net losses, and an accumulated deficit of **$161.3 million**[29](index=29&type=chunk) - **Insolvency of Subsidiaries:** In March 2025, several Canadian and German subsidiaries filed for insolvency, leading to a pre-tax gain of **$1.16 million** from deconsolidation[32](index=32&type=chunk)[35](index=35&type=chunk)[40](index=40&type=chunk) - **Business Combination:** The company acquired United Beverage Distribution Inc. on February 4, 2025, for **$2.9 million in shares** and promissory notes, adding **$2.4 million in goodwill**[48](index=48&type=chunk)[50](index=50&type=chunk) - **Subsequent Event - Reverse Stock Split:** On July 31, 2025, the company announced a **1-for-39 reverse stock split**, effective August 4, 2025, to regain Nasdaq compliance[120](index=120&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=34&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, business strategy, and liquidity challenges, highlighting improved net loss but worsened operating cash flow and going concern issues [Business Overview](index=34&type=section&id=Overview%20of%20our%20Business) Flora Growth is a multi-national cannabis company operating through two core pillars: House of Brands and Commercial & Wholesale - The company's business strategy is built on two pillars: House of Brands and Commercial & Wholesale, allowing access to global markets based on local cannabis regulations[127](index=127&type=chunk) - In 2025, the company acquired United Beverage Distribution Inc., a distributor of cannabis-infused drinks, to be integrated into the House of Brands segment[132](index=132&type=chunk) [Results of Operations](index=38&type=section&id=Results%20of%20Operations) This subsection provides a detailed comparison of financial performance for the three and six-month periods ending June 30, 2025 and 2024 Revenue Contribution by Key Brands - Q2 (in millions USD) | Brand/Segment | Q2 2025 Revenue | Q2 2024 Revenue | | :--- | :--- | :--- | | Phatebo | $9.7 | $9.7 | | JustCBD | $3.2 | $4.4 | | Vessel | $1.0 | $1.4 | | AV | $0.5 | $0.2 | | TruHC & United | $0.4 | $0.0 | Revenue Contribution by Key Brands - H1 (in millions USD) | Brand/Segment | H1 2025 Revenue | H1 2024 Revenue | | :--- | :--- | :--- | | Phatebo | $16.6 | $21.0 | | JustCBD | $6.7 | $9.8 | | Vessel | $2.1 | $2.7 | | AV | $0.6 | $0.2 | | TruHC & United | $0.6 | $0.0 | - The net loss for H1 2025 decreased to **$3.2 million** from **$6.0 million** in H1 2024, primarily due to a **$1.2 million gain** on disposal of insolvent subsidiaries and a **$2.6 million reduction** in operating expenses[201](index=201&type=chunk) [EBITDA and Adjusted EBITDA](index=44&type=section&id=EBITDA%20and%20Adjusted%20EBITDA) The company uses non-GAAP measures EBITDA and Adjusted EBITDA to assess operating performance, showing an improved Adjusted EBITDA loss for both periods in 2025 Adjusted EBITDA Reconciliation Summary (in thousands USD) | Period | Net Loss | Adjusted EBITDA Loss | | :--- | :--- | :--- | | **Six Months Ended June 30, 2025** | $(3,170) | $(2,545) | | **Six Months Ended June 30, 2024** | $(6,031) | $(4,323) | | **Three Months Ended June 30, 2025** | $(2,412) | $(2,138) | | **Three Months Ended June 30, 2024** | $(2,657) | $(2,820) | [Liquidity and Capital Resources](index=45&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity position is critical, with cash falling to $1.5 million as of June 30, 2025, raising substantial doubt about its ability to continue as a going concern - As of June 30, 2025, the company had only **$1.5 million in cash** and negative working capital of **($0.6) million**, raising substantial doubt about its ability to continue as a going concern[206](index=206&type=chunk)[214](index=214&type=chunk) - Net cash used in operating activities for H1 2025 was **$5.6 million**, a significant increase from **$1.6 million** in H1 2024[211](index=211&type=chunk) - The company has a **€2.4 million credit facility** in Germany with **€2.3 million outstanding**, and **$2.2 million** in promissory notes from the United acquisition[216](index=216&type=chunk)[217](index=217&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=49&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company states that this item is not applicable - Not applicable[225](index=225&type=chunk) [Item 4. Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, with no material changes to internal control over financial reporting - Management concluded that disclosure controls and procedures were effective as of the evaluation date, June 30, 2025[226](index=226&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[227](index=227&type=chunk) [PART II - Other Information](index=50&type=section&id=PART%20II) This part includes disclosures on legal proceedings, new risk factors related to digital assets, unregistered sales of equity securities, and other miscellaneous information [Item 1. Legal Proceedings](index=50&type=section&id=Item%201.%20Legal%20Proceedings) This section states there have been no material changes to the legal proceedings described in the 2024 Annual Report, except for those disclosed in Note 16 of the financial statements - No material changes to legal proceedings are reported, other than those detailed in Note 16 of the financial statements[228](index=228&type=chunk) [Item 1A. Risk Factors](index=50&type=section&id=Item%201A.%20Risk%20Factors) The company has added new risk factors related to its recent investment in digital assets, including price volatility and security breaches - A new risk factor is the potential impact of digital asset price volatility on the company's financial results and common share price[230](index=230&type=chunk)[232](index=232&type=chunk) - The company identifies the risk of losing some or all of its digital assets due to security breaches or cyberattacks, which could materially harm its financial condition[233](index=233&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=50&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) On May 2, 2025, the company completed a private placement, selling common shares and pre-funded warrants, generating $1.1 million in net proceeds, primarily used to purchase digital assets - The company raised approximately **$1.1 million in net proceeds** from a private placement of common shares and pre-funded warrants on May 2, 2025[234](index=234&type=chunk) - **$1.0 million** of the proceeds were immediately invested into digital assets, including Solana, Ethereum, Sui, and Ripple[234](index=234&type=chunk) [Item 3. Defaults Upon Senior Securities](index=51&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports that there were no defaults upon senior securities during the period - None[235](index=235&type=chunk) [Item 4. Mine Safety Disclosures](index=51&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company states that this item is not applicable - Not applicable[236](index=236&type=chunk) [Item 5. Other Information](index=51&type=section&id=Item%205.%20Other%20Information) During the three months ended June 30, 2025, none of the company's directors or executive officers adopted or terminated a Rule 10b5-1 trading plan or any other non-Rule 10b5-1 trading arrangement - No directors or executive officers adopted or terminated a Rule 10b5-1 trading plan during the quarter[237](index=237&type=chunk) [Item 6. Exhibits](index=52&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the quarterly report, including corporate documents, agreements, and certifications by the Principal Executive Officer and Principal Financial Officer - Filed exhibits include key corporate documents, warrant forms, the 2022 Incentive Compensation Plan, and recent securities purchase agreements[238](index=238&type=chunk) - Certifications from the CEO and CFO pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act are included as exhibits[238](index=238&type=chunk)[240](index=240&type=chunk) [Signatures](index=54&type=section&id=Signatures) This section confirms the quarterly report was duly signed and authorized on August 1, 2025, by the Chief Executive Officer and Chief Financial Officer [Signatures](index=54&type=section&id=Signatures) The quarterly report was duly signed and authorized on August 1, 2025, by Clifford Starke, Chief Executive Officer, and Dany Vaiman, Chief Financial Officer - The report was signed on August 1, 2025, by the company's CEO and CFO[245](index=245&type=chunk)

Core Points - Flora Growth Corp. held its 2025 Annual and Special Meeting of Shareholders, where several proposals were voted on by shareholders [1][2][3][4][5]. Proposal Summaries - **Proposal 1**: Election of five directors to the board. All five directors were elected with the following votes: - Clifford Starke: 7,329,521 For, 1,500,756 Against - Sammy Dorf: 8,014,311 For, 815,247 Against - Edward Woo: 8,622,354 For, 204,155 Against - Manfred Leventhal: 8,715,612 For, 114,001 Against - Harold Wolkin: 8,560,356 For, 264,945 Against [1]. - **Proposal 2**: Reappointment of Davidson & Company LLP as auditors for the fiscal year ending December 31, 2025. The proposal passed with 12,637,347 For votes against 225,303 Against [2]. - **Proposal 3**: Approval of an amendment to the Company's 2022 Plan to increase the number of shares from 2,500,000 to 4,500,000. This proposal was approved [2]. - **Proposal 4**: Approval of the grant of Stock Appreciation Rights to the Company's executives. This proposal was not approved, receiving 1,291,659 For votes against 7,547,118 Against [3]. - **Proposal 5**: Authority for the Board to effect a share consolidation at a ratio between 10:1 and 100:1. This proposal was approved with 10,996,887 For votes against 1,296,154 Against [4]. - **Proposal 6**: Approval of the repricing and amendment of vesting terms of certain outstanding Stock Appreciation Rights. This proposal was also approved with 5,292,718 For votes against 3,547,911 Against [5].

Financial Performance - The company reported a net income and positive cash flows from operating activities only in Q3 2023, raising doubts about its ability to achieve sustained profitability[112]. - Revenue for the three months ended March 31, 2025, was $11.8 million, down from $18.0 million in the same period of 2024, representing a decrease of approximately 34%[139]. - Gross profit decreased to $2.9 million for the three months ended March 31, 2025, compared to $3.9 million in 2024, with a gross margin improvement to 25% from 21%[139]. - Operating expenses totaled $3.9 million for the three months ended March 31, 2025, down from $6.3 million in 2024, primarily due to a $1.2 million gain on the disposal of insolvent subsidiaries[140]. - The company recorded a net loss of $0.8 million for the three months ended March 31, 2025, significantly reduced from a net loss of $3.4 million in 2024[157]. - Adjusted EBITDA for the three months ended March 31, 2025 was $(534,000), a decrease from $(268,000) in the prior year[161]. - Cash used in operating activities was $2.7 million for the three months ended March 31, 2025, compared to $1.3 million for the same period in 2024[167]. - As of March 31, 2025, the Company had cash of $3.7 million, down from $6.1 million as of December 31, 2024[162]. - The Company expects to continue incurring operating losses and negative cash flows in the foreseeable future[162]. Acquisitions and Market Strategy - The company acquired United Beverage Distribution Inc. in 2025, which specializes in cannabis-infused drinks and holds supply agreements with major beverage retailers[108]. - The company is focused on expanding its market presence in Germany and the European Union as cannabis regulations evolve globally[115]. - The company’s growth strategy includes acquisitions, but it faces risks related to transaction costs and the realization of anticipated synergies[113]. - The Company generated $437,000 from investing activities in the three months ended March 31, 2025, primarily related to the acquisition of United[169]. - The Company issued promissory notes totaling $2.1 million as part of the acquisition of United, with the first payments due in February 2026[173]. Revenue Sources and Segments - The company’s revenue is primarily generated from pharmaceutical goods distribution and cannabis-based products, with two major segments: House of Brands and Commercial & Wholesale[121][123]. - The company’s subsidiary, Phatebo, distributes pharmaceutical products in 28 countries, focusing on Europe, and holds licenses for narcotic drugs and medical cannabis[109]. - The company’s brand portfolio includes JustCBD and Vessel, which are positioned to capture market share in emerging cannabis markets[104][105]. - JustCBD's revenue contribution fell to $3.5 million in Q1 2025 from $5.4 million in Q1 2024, while Phatebo's revenue decreased to $6.9 million from $11.3 million[142]. Financial Obligations and Liquidity - The Company’s working capital as of March 31, 2025 was $0.6 million, indicating tight liquidity[170]. - As of March 31, 2025, the company's total contractual obligations amount to $11,464,000, with $6,283,000 due in less than 1 year[175]. - The company has $2,626,000 in sales tax obligations due within 1 year[175]. - Contingent purchase consideration related to acquisitions totals $531,000, all due within 1 year[178]. - Operating lease obligations total $3,554,000, with $830,000 due in less than 1 year and $1,896,000 due in 1-3 years[175]. - The company's debt obligations total $4,753,000, with $2,296,000 due in less than 1 year and $1,255,000 due in 1-3 years[175]. Operating Expenses and Cost Management - The company faces challenges in reducing overhead costs to meet market demand, impacting its cash flow and reliance on debt or equity financing[111]. - The company’s operating expenses include significant costs related to public company requirements, which are expected to continue increasing[119]. - Consulting and management fees decreased to $1.9 million in Q1 2025 from $2.3 million in Q1 2024, attributed to a reduction in total headcount[141]. - Research and development expenses remained stable at approximately $0.1 million for both Q1 2025 and Q1 2024, focusing on contract research and new brand launches[148]. Tax and Non-Operating Income - Non-operating income was $0.3 million for Q1 2025, a turnaround from a non-operating expense of $0.8 million in Q1 2024, primarily due to gains on contingent consideration[155]. - The effective tax rate for the periods ended March 31, 2025, and 2024 was -5.3% and -3.9%, respectively, with a full valuation allowance recorded against net deferred taxes[156]. Compliance and Regulatory Matters - The company has a minimum bid price requirement of $1.00 per share, with a compliance deadline of August 25, 2025, to avoid potential delisting from Nasdaq[120]. - No new accounting standards impacted the company during the three months ended March 31, 2025[177]. - The company has not disclosed any quantitative or qualitative market risk information[179].

Core Insights - Flora Growth Corp. reported its financial and operational results for the year ended December 31, 2024, highlighting a strategic focus on cannabis innovation and market expansion [1][22]. Regulatory Developments - The re-election of President Donald Trump is seen as an opportunity for cannabis reform in the U.S., with expectations for regulatory clarity and market expansion for THC-infused products [2][6]. - Flora supports recent legislative changes in Germany aimed at liberalizing industrial hemp cultivation, which could enhance market opportunities [9][12]. Leadership and Strategic Appointments - Sammy Dorf, co-founder of Verano, has joined Flora as Executive Chairman, bringing expertise in cannabis operations and licensing [3][6]. - Dr. Manfred Ziegler has been appointed as Managing Director in Germany, leveraging his extensive experience in the pharmaceutical industry [12]. Product Launches and Market Expansion - Flora launched its first THC-infused beverages, Melo and Cloud Cola, and entered a distribution partnership with Sunshine State Distributing [15][20]. - The company is expanding its e-commerce presence in Germany through partnerships and product offerings, including Love Hemp's range [9][8]. Financial Performance - For the year ended December 31, 2024, Flora reported a net loss from continuing operations of $15.9 million, a significant improvement from a loss of $46.7 million in the previous year [27]. - The company maintained a gross profit margin of 39% on sales of $17.8 million, with approximately 40% of revenues from direct-to-consumer sales [27][21]. Market Outlook - The German medical cannabis market is projected to reach $450 million in 2024, with significant growth expected over the next five years [15][27]. - Flora's strategic initiatives in the U.S. and European markets position it to capitalize on the growing demand for cannabis products [20][9].

Financial Performance - For the years ended December 31, 2024 and 2023, the company reported losses of $15.9 million and $56.3 million, respectively, with an accumulated deficit of $158.1 million as of December 31, 2024[77]. - The company had cash and cash equivalents of $6.1 million as of December 31, 2024, with a loss of $15.9 million for the year and an accumulated deficit of $158.1 million[135]. - The company's ability to continue as a going concern is dependent on obtaining additional capital, as current cash levels are insufficient for growth and meeting obligations[135]. - Management has raised substantial doubt about the company's ability to continue as a going concern, which could impair financing operations through equity or debt offerings[136]. - The company continues to incur increased costs associated with operating as a public company, impacting financial condition and operational flexibility[161]. - The market price of Common Shares could experience significant fluctuations due to various risk factors, potentially leading to substantial losses for investors[180]. Acquisitions and Growth Strategy - The company has acquired 100% equity interests in Just Brands, Franchise Global Health, AV, and TruHC, indicating a history of acquisitive activity[80]. - The company is investing significant resources to expand into additional consumer markets, including the United States and international markets, but may face challenges such as competitive merchandising and distribution[97]. - The anticipated benefits of acquisitions and strategic investments may not be realized, exposing the company to unknown risks or liabilities[83]. - The company may face difficulties in integrating recent acquisitions, which could divert management attention and harm operational results[80]. - The company expects to incur significant ongoing costs related to infrastructure, growth, and regulatory compliance, which may adversely affect its financial condition[194]. Regulatory and Compliance Risks - Compliance with evolving cannabis laws and regulations may incur substantial costs and adversely affect the company's business[86]. - The company is subject to various regulatory requirements that could lead to increased compliance costs or operational restrictions, impacting business activities[128]. - The company is subject to evolving regulations, with significant risks related to inconsistent federal and state laws regarding cannabis[121]. - The company may incur significant costs to defend its intellectual property rights, which are crucial for its future success[115]. - The company may be classified as a Passive Foreign Investment Company (PFIC), which could have adverse tax consequences for U.S. investors[148]. - Changes in U.S. federal income tax laws may adversely affect the Company and holders of Common Shares, with ongoing legislative proposals that could have retroactive effects[152]. - The Inflation Reduction Act of 2022 imposes a minimum tax on the book income of large corporations, which could impact the Company's financial performance[153]. - The European Union's Minimum Tax Directive, adopted on December 15, 2022, mandates a global minimum level of taxation for multinational companies, potentially affecting the Company's effective tax rate and cash flows[154]. Operational Risks - The company faces risks related to product liability claims, which could adversely affect its reputation and financial condition[91]. - Fluctuations in the cost and availability of raw materials, labor, and transportation could harm the company's gross margins and ability to meet customer demand[98]. - The company relies on third-party vendors for critical raw materials and manufacturing, which poses risks if these relationships are disrupted[99]. - The company's inventory includes products with a shelf life, and any write-downs due to expiration could materially affect its financial condition[101]. - The company relies on third-party transportation services, which could lead to logistical problems and increased costs affecting financial performance[109]. - The company faces wholesale price volatility in the pharmaceutical and cannabis industries, which could adversely affect revenues and gross margins[106]. - The legalization of recreational cannabis may increase competition in the medical cannabis market, potentially reducing sales and profit margins[108]. - The cannabis industry is in a nascent stage, making it difficult to quantify the target market size, and the company has not generated net income[130]. - The company may face challenges in marketing CBD products due to FDA regulations prohibiting health claims, potentially affecting revenues[129]. Management and Human Resources - The company may not successfully implement its business plan or attract and retain an experienced management team, which could hinder its growth[79]. - The loss of key management or employees could have a material adverse effect on the company's operations[189]. - The company faces potential conflicts of interest due to the involvement of its officers and directors in other business activities[169]. Cybersecurity and Legal Risks - Cybersecurity risks could disrupt operations and expose the company to financial losses and reputational damage[112]. - The company may face legal proceedings that could negatively impact its financial results[186]. - There is no assurance that the company's insurance coverage will be sufficient to cover all claims, potentially impacting its financial condition[195]. Market and Economic Conditions - Seasonal trends significantly impact the company's financial results, with a disproportionate amount of net revenue expected in the third and fourth quarters[102]. - Political, social, and geopolitical conditions may adversely affect the company's business and financial results[183]. - Future issuances of debt securities and preferred stock may adversely affect the returns for holders of Common Shares[178]. - The company's success depends on its ability to enhance product offerings in response to technological and regulatory changes[188].

Core Insights - Flora Growth Corp. has appointed Patrick Moloney as Head of Product Development for its accessory brand, Vessel, aiming to enhance growth in the premium accessories market [1][4] - Mr. Moloney brings over 20 years of experience in product innovation and leadership from globally recognized companies, including Dyson and British American Tobacco [2][3] - His extensive background includes over 300 patents and significant contributions to product development, which will be leveraged to drive innovation and strengthen Vessel's market position [3][4] Company Overview - Flora Growth Corp. aims to become a leading NASDAQ small-cap international cannabis company, focusing on consumer-packaged goods and pharmaceutical distribution [6] - The company serves all 50 states and 28 countries, with over 20,000 points of distribution globally [6]

Group 1 - Flora Growth Corp. announced the closing of a registered direct offering to institutional investors for approximately $3.6 million of Common Shares at a price of $1.25 per share [1][2] - The offering consisted of the sale of 2,850,000 Common Shares, with aggregate gross proceeds expected to be around $3.6 million [2] - The net proceeds from the offering will be used for general corporate purposes and working capital [2] Group 2 - Aegis Capital Corp. acted as the Exclusive Placement Agent for the offering, while Dorsey & Whitney LLP and Kaufman & Canoles, P.C. served as legal counsel for the Company and Aegis Capital Corp., respectively [3] - The offering was made under an effective shelf registration statement on Form S-3, which was declared effective by the SEC on September 6, 2023 [4] Group 3 - Flora Growth Corp. is a cannabis-focused consumer-packaged goods leader and pharmaceutical distributor, serving all 50 states and 28 countries with over 20,000 points of distribution globally [6]

Core Viewpoint - Flora Growth Corp. has announced a registered direct offering with institutional investors for approximately $3.6 million in Common Shares at a price of $1.25 per share [1][2]. Group 1: Offering Details - The offering consists of the sale of 2,850,000 Common Shares, with aggregate gross proceeds expected to be around $3.6 million [2]. - The transaction is anticipated to close on or about December 16, 2024, pending customary closing conditions [2]. - The net proceeds from the offering will be used for general corporate purposes and working capital [2]. Group 2: Legal and Regulatory Information - Aegis Capital Corp. is acting as the Exclusive Placement Agent for the offering, while Dorsey & Whitney LLP and Kaufman & Canoles, P.C. are serving as legal counsel for the Company and Aegis Capital Corp., respectively [3]. - The offering is made under an effective shelf registration statement on Form S-3, which was declared effective by the SEC on September 6, 2023 [4]. Group 3: Company Overview - Flora Growth Corp. is a cannabis-focused consumer-packaged goods leader and pharmaceutical distributor, operating in all 50 states and 28 countries with over 20,000 points of distribution globally [7].