Trees (CANN) 10-Q 14 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 15, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Information [Line Items]
Entity Registrant Name	TREES CORPORATION
Entity Central Index Key	0001477009
Entity File Number	000-54457
Entity Tax Identification Number	90-1072649
Entity Incorporation, State or Country Code	CO
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	215 Union Boulevard
Entity Address, Address Line Two	Suite 415
Entity Address, City or Town	Lakewood
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80228
Entity Phone Fax Numbers [Line Items]
City Area Code	(303)
Local Phone Number	759-1300
Entity Listings [Line Items]
Title of 12(b) Security	N/A
No Trading Symbol Flag	true
Security Exchange Name	NONE
Entity Common Stock, Shares Outstanding		108,746,520

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 414,225	$ 969,676
Accounts receivable, net of allowance of $41,000 and $42,000, respectively	81,455	111,863
Inventories, net	801,022	860,918
Prepaid expenses and other current assets	394,086	411,911
Total current assets	1,690,788	2,354,368
Right-of-use operating lease asset	1,866,226	1,979,833
Property and equipment, net	1,355,424	1,395,104
Intangible assets, net	1,507,465	1,637,491
Goodwill	15,880,097	15,880,097
Total assets	22,300,000	23,246,893
Current liabilities
Accounts payable and accrued expenses	2,814,450	2,617,536
Interest payable	1,823,447	1,570,077
Income tax payable	529,748	392,765
Operating lease liability, current	849,686	846,201
Finance lease liability, current	79,259	205,400
Accrued stock payable	60,900	60,900
Accrued dividends	123,900	106,200
Warrant derivative liability	3,223	4,716
Accrued legal fees	90,000	102,000
Notes payable - current	990,067	1,092,382
Contingent Earnout Liability	469,907	367,056
Total current liabilities	7,834,587	7,365,233
Operating lease liability, non-current	1,106,199	1,218,392
Finance lease liability, non-current	610,238	501,248
Notes payable - non-current (net of unamortized discount)	13,993,311	14,013,861
Total liabilities	23,554,335	23,098,734
Commitments and contingencies (Note 12)
Stockholders’ equity (deficit)
Preferred stock, no par value; 5,000,000 and 5,000,000 shares authorized; 1,180 and 1,180 issued and outstanding, respectively	1,073,446	1,073,446
Common stock, $0.001 par value; 200,000,000 and 200,000,000 shares authorized; 108,746,520 and 108,746,520 shares issued and outstanding, respectively	108,746	108,746
Additional paid-in capital	99,465,275	99,450,307
Accumulated deficit	(101,891,802)	(100,484,340)
Total stockholders’ equity (deficit)	(1,244,335)	148,159
Total liabilities and stockholders’ equity (deficit)	$ 22,300,000	$ 23,246,893

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parentheticals) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Accounts receivable, net of allowance (in Dollars)	$ 41,000	$ 42,000
Preferred stock, par value (in dollars per share) (in Dollars per share)
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	1,180	1,180
Preferred stock, shares outstanding	1,180	1,180
Common stock, par value (in dollars per share) (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	108,746,520	108,746,520
Common stock, shares outstanding	108,746,520	108,746,520

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenue
Total revenue	$ 3,685,881	$ 5,110,619
Costs and expenses
Cost of sales	2,189,095	3,057,714
Selling, general and administrative	1,445,249	2,296,240
Stock-based compensation	14,968	27,396
Professional fees	323,573	607,544
Depreciation and amortization	190,344	292,842
Total costs and expenses	4,163,229	6,281,736
Operating loss	(477,348)	(1,171,117)
Other income (expenses)
Amortization of debt discount	(120,330)	(181,677)
Interest expense	(553,743)	(449,311)
Gain on derivative liability	1,493	1,307
Loss on contingent earnout	(102,851)
Total other income (expenses)	(775,431)	(629,681)
Net loss before income taxes	(1,252,779)	(1,800,798)
Provision for income taxes	136,983	85,736
Net loss	(1,389,762)	(1,886,534)
Accrued preferred stock dividend	(17,700)	(17,700)
Net loss attributable to common stockholders	$ (1,407,462)	$ (1,904,234)
Per share data - basic and diluted
Net loss attributable to common stockholders per share basic (in Dollars per share)	$ (0.01)	$ (0.02)
Weighted average number of common shares outstanding basic (in Shares)	108,746,520	118,664,094
Cultivation sales
Revenue
Total revenue	$ 3,685,881	$ 5,110,619

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations (Unaudited) (Parentheticals) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
Net loss attributable to common stockholders per share diluted	$ (0.01)	$ (0.02)
Weighted average number of common shares outstanding diluted	108,746,520	118,664,094

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities
Net loss	$ (1,389,762)	$ (1,886,534)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Amortization of debt discount	120,330	181,677
Depreciation and amortization	190,344	292,842
Non-cash lease expense	113,607	19,421
Loss (gain) on contingent earnout	102,851
Loss (gain) on derivative liability	(1,493)	(1,307)
Stock-based compensation	14,968	27,396
Changes in operating assets and liabilities, net of acquisitions
Accounts receivable	30,408	(21,468)
Prepaid expenses and other assets	17,825	(3,035)
Inventories	59,896	(346,453)
Income taxes	136,893	85,742
Accounts payable, accrued liabilities, and interest payable	438,284	1,148,754
Operating lease liabilities	(108,708)
Net cash used in operating activities	(274,467)	(502,965)
Cash flows from investing activities
Purchase of property and equipment	(20,638)	(24,310)
Acquisition of Station 2 assets		(256,582)
Net cash used in investing activities	(20,638)	(280,892)
Cash flows from financing activities
Payments on notes payable and finance lease	(260,346)	(339,814)
Net cash (used in) financing activities	(260,346)	(339,814)
Net (decrease) in cash and cash equivalents	(555,451)	(1,123,671)
Cash and cash equivalents, beginning of period	969,676	2,583,833
Cash and cash equivalents, end of period	414,225	1,460,162
Supplemental schedule of cash flow information
Cash paid for interest		28,425
Cash paid for taxes		6
Non-cash investing & financing activities
Non-cash debt issuance for acquisition of Station 2 assets		333,953
Issuance of accrued stock	$ 17,700	$ 17,700

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($)	Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2022	$ 1,073,446	$ 118,664	$ 98,598,761	$ (93,384,382)	$ 6,406,489
Balance (in Shares) at Dec. 31, 2022	1,180	118,664,094
Share-based compensation			27,396		27,396
Dividend on Preferred Stock				(17,700)	(17,700)
Net loss				(1,886,534)	(1,886,534)
Balance at Mar. 31, 2023	$ 1,073,446	$ 118,664	98,626,157	(95,288,616)	(4,529,651)
Balance (in Shares) at Mar. 31, 2023	1,180	118,664,094
Balance at Dec. 31, 2023	$ 1,073,446	$ 108,746	99,450,307	(100,484,340)	148,159
Balance (in Shares) at Dec. 31, 2023	1,180	108,746,520
Share-based compensation			14,968		14,968
Dividend on Preferred Stock				(17,700)	(17,700)
Net loss				(1,389,762)	(1,389,762)
Balance at Mar. 31, 2024	$ 1,073,446	$ 108,746	$ 99,465,275	$ (101,891,802)	$ (1,244,335)
Balance (in Shares) at Mar. 31, 2024	1,180	108,746,520

Nature of Operations, History,

Nature of Operations, History, and Presentation	3 Months Ended
	Mar. 31, 2024
Nature of Operations, History, and Presentation [Abstract]
NATURE OF OPERATIONS, HISTORY, AND PRESENTATION	NOTE 1. NATURE OF OPERATIONS, HISTORY, AND PRESENTATION Nature of Operations TREES Corporation, a Colorado Corporation (the “Company,” “we,” “us,” or “our,”) is a cannabis retailer and cultivator in the States of Colorado and Oregon. We presently operate six (6) cannabis dispensaries as follows: ● Englewood, Colorado o 5005 S Federal Boulevard – Recreational license only ● Denver, Colorado o East Hampden Avenue (formerly Green Man) – Recreational license only ● Longmont, Colorado o 12626 N. 107 th Medical and Recreational licenses ● Three (3) in Oregon o SW Corbett Avenue, Portland, OR – Medical and Recreational licenses o NE 102 nd Medical and Recreational licenses o 7050 NE MLK, Portland, OR – Medical and Recreational licenses We also operate two (2) cultivation facilities in Colorado as follows: ● SevenFive Farm – 3705 N. 75 th Retail cultivation license only ● 6859 N. Foothills Highway E-100 (formerly Green Tree/Hillside Enterprises) – Retail cultivation license only Our principal business model is to acquire, integrate and optimize cannabis companies in the retail and cultivation segments utilizing the combined experience of entrepreneurs and synergistic operations of our vertically integrated network. Basis of Presentation The accompanying unaudited condensed consolidated financial statements include all accounts of the Company and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission for interim reporting. As permitted under those rules, certain footnotes and other financial information that are normally required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) can be condensed or omitted. The condensed consolidated balance sheet for the year ended December 31, 2023, was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The information included in this quarterly report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and notes thereto of the Company for the year ended December 31, 2023, which were included in the annual report on Form 10-K filed by the Company on April 10, 2024. In the opinion of management, these unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and notes thereto of the Company and include all adjustments, consisting only of normal recurring adjustments, considered necessary for the fair presentation of the Company’s financial position and operating results. The results for the three months ended March 31, 2024, are not necessarily indicative of the operating results for the year ending December 31, 2024, or any other interim or future periods. Since the date of the Annual Report, there have been no material changes to the Company’s significant accounting policies. Use of Estimates The preparation of our unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Although these estimates are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Furthermore, when testing assets for impairment in future periods, if management uses different assumptions or if different conditions occur, impairment charges may result. Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consisted primarily of cash and accounts receivable. Customer and Revenue Concentrations – Cultivation Segment During the three months ended March 31,2024 and 2023, 100% of SevenFive’s revenue was with three customers and 88% of SevenFive’s revenue was with three customers, respectively. Three of the customers with sales in the three months ended March 31, 2024 are related party dispensaries and the revenues associated with these customers are eliminated in consolidation. During the three months ended March 31, 2024 and 2023, 100% of Green Tree’s revenue was with three customers, and 88% of Green Tree’s revenue was with three customers, respectively. The customers in 2024 are related party dispensaries and the revenues associated with these customers are eliminated in consolidation. Going Concern We incurred net losses of $1,389,762 during the three months ended March 31, 2024 and $1,886,534 during the three months ended March 31, 2023 and had an accumulated deficit of $101,891,802 as of March 31, 2024. We had cash and cash equivalents of $414,225 and $969,676 as of March 31, 2024 and December 31, 2023, respectively. The accompanying unaudited condensed consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets, and the satisfaction of liabilities and commitments in the ordinary course of business. We have incurred recurring losses and negative cash flows from operations since inception and have primarily funded our operations with proceeds from the issuance of debt and equity. We expect our operating losses to continue into the foreseeable future as we continue to execute our acquisition and growth strategy. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern. Our unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Our ability to continue as a going concern is dependent upon our ability to raise additional capital to fund operations, support our planned investing activities, and repay our debt obligations as they become due. If we are unable to obtain additional funding, we would be forced to delay, reduce, or eliminate some or all of our acquisition efforts, which could adversely affect our growth plans. Summary of Significant Accounting Policies See our Annual Report on Form 10-K for the year ended December 31, 2023, as amended, for discussion of the Company’s significant accounting policies. Recently Issued Accounting Standards The Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements. The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its consolidated financial position or results of operations.

Inventories, Net

Inventories, Net	3 Months Ended
	Mar. 31, 2024
Inventories, Net [Abstract]
INVENTORIES, NET	NOTE 2. INVENTORIES, NET Our inventories consisted of the following: March 31, December 31, 2024 2023 Raw materials $ 264,744 $ 351,241 Work-in-progress and finished goods 536,278 509,677 Inventories, net $ 801,022 $ 860,918

Leases

Leases	3 Months Ended
	Mar. 31, 2024
Leases [Abstract]
LEASES	NOTE 3. LEASES The Company’s leases consist primarily of real estate leases for retail and cultivation facilities. All but one of the Company’s leases are classified as operating leases. The lease for the retail dispensary acquired in the Green Man transaction is classified as a finance lease. The current and non-current portions of the operating lease liabilities and finance lease liabilities are disclosed separately on the accompanying consolidated balance sheets. The finance lease ROU asset is included in property and equipment, net and the operating lease ROU asset is disclosed separately on the accompanying consolidated balance sheets. As the rate implicit in the Company’s leases is not readily determinable, we used an estimated incremental borrowing rate of 20% in determining the present value of lease payments. Operating lease expense is as follows: For the three months ended March 31, 2024 2023 Straight-line operating lease expense $ 217,024 $ 393,265 Variable lease cost 53,610 202,826 Total operating lease expense $ 270,634 $ 596,091 The finance lease expense for the three months ended March 31, 2024, and March 31, 2023, was approximately $41,823 and $50,000, respectively. Related party lease s During the three months ended March 31, 2024, one of the Company’s operating leases, a cultivation facility lease, is a related party lease as the landlord is a principal shareholder and former board member of the Company. During the three months ended March 31, 2024, the related party operating leases consisted of one cultivation facility lease. As of March 31, 2024, the ROU asset, operating lease liability, current, and operating lease liability, non-current for the related party leases were $119,034, $120,000 and $3,637, respectively. Lease expense for related party leases was $30,000 and $127,790 for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, the weighted average remaining term of the Company’s operating leases is 4.85 years, and the remaining term on the finance lease is 8.75 years. None of the Company’s leases contain residual value guarantees or restrictive covenants. Lease Maturities Future remaining minimum lease payments on our operating leases and finance lease are as follows: Year ending December 31, Operating leases Finance lease 2024 (remaining nine months) $ 686,642 $ 154,050 2025 708,439 171,043 2026 452,948 136,940 2027 302,095 143,102 2028 245,456 149,542 Thereafter 667,154 668,558 Total 3,134,734 1,423,235 Less: Present value adjustment (1,178,849 ) (733,738 ) Lease liability 1,955,885 689,497 Less: Lease liability, current (849,686 ) (79,259 ) Lease liability, non-current $ 1,106,199 $ 610,238 The total remaining lease payments in the table above include $772,051 related to renewal option periods that management is reasonably certain will be exercised. The majority of this amount relates to the flagship Trees location in Englewood, Colorado. As of March 31, 2024, the weighted average remaining term of the Company’s operating leases is 4.84 years and the remaining term on the finance lease is 8.75 years. None of the Company’s leases contain residual value guarantees or restrictive covenants. Supplemental cash flow information For the three months ended March 31, 2024 2023 Supplemental cash flow information Cash paid for amounts included in operating lease liability $ 270,634 $ 373,840 Cash paid for amounts included in finance lease liability $ 41,823 $ 50,000 Supplemental lease disclosures of non-cash transactions: ROU assets obtained in exchange for operating lease liabilities $ — $ 348,825

Accrued Stock Payable

Accrued Stock Payable	3 Months Ended
	Mar. 31, 2024
Accrued Stock Payable [Abstract]
ACCRUED STOCK PAYABLE	NOTE 4. ACCRUED STOCK PAYABLE The following tables summarize the changes in accrued common stock payable: Number of Amount Shares Balance as of December 31, 2022 $ 60,900 100,000 Stock issued — — Balance as of December 31, 2023 $ 60,900 100,000 Stock issued — — Balance as of March 31, 2024 $ 60,900 100,000 The outstanding balance of accrued stock payable as of March 31, 2024 relates to a February 18, 2020 grant of 100,000 fully vested shares for consulting services. Based on a stock price of $0.61 on the date of grant, the consultant will receive $60,900 worth of our Common Stock. As of March 31, 2024, none

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2024
Notes Payable [Abstract]
NOTES PAYABLE	NOTE 5. NOTES PAYABLE Our notes payable consisted of the following: March 31, 2024 December 31, 2023 Third-party Related-party Total Third-party Related-party Total 2022 12% Notes $ 13,167,796 332,204 13,500,000 $ 13,167,796 $ 332,204 $ 13,500,000 Trees Transaction Notes — 264,639 264,639 — 326,811 326,811 Green Tree Acquisition Notes — 508,476 508,476 — 562,000 562,000 Green Man Acquisition Notes 1,427,500 — 1,427,500 1,555,000 — 1,555,000 Working Capital Note 500,000 — 500,000 500,000 — 500,000 Unamortized debt discount (1,194,346 ) (22,891 ) (1,217,237 ) (1,312,427 ) (25,141 ) (1,337,568 ) Total debt 13,900,950 1,082,428 14,983,378 13,910,369 1,195,874 15,106,243 Less: Current portion (725,428 ) (264,639 ) (990,067 ) (605,000 ) (487,382 ) (1,092,382 ) Long-term portion $ 13,175,522 $ 817,789 $ 13,993,311 $ 13,305,369 $ 708,492 $ 14,013,861 Trees Transaction Notes In January 2022, with the completion of the Trees MLK acquisition, we are obligated to pay the Seller cash equal to $384,873 in equal monthly installments over a period of 24 months. As of March 31, 2024 and 2023, the debt balance of this note was $264,639 and $224,508.96, respectively. Green Man Acquisition Notes In December 2022, with the completion of the Green Man Acquisition, we are obligated to pay the Seller cash equal to $1,500,000 in equal monthly installments over a period of 18 months. The payments begin in December 2023 and the payment is equal to $83,333 per month. The relative fair value of this obligation resulted in a debt discount of $275,154. We recorded amortization of debt discount expense from this obligation of $31,146 and $37,250 for the three months ended March 31, 2024 and 2023, respectively. 12% Notes – 2023 Modification On December 15, 2023, the Company entered into Amended and Restated Senior Secured Convertible Notes with certain accredited investors to modify the original terms of the 12% Notes. We recorded amortization of debt discount expense from the 12% Notes of $89,184 and $76,699 for the years ended March 31, 2024 and 2023, respectively.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6. COMMITMENTS AND CONTINGENCIES Legal From time to time, we may be involved in various claims and legal actions in the ordinary course of business. We are not currently subject to any material legal proceedings outside the ordinary course of our business.

Stockholders_ Equity

Stockholders’ Equity	3 Months Ended
	Mar. 31, 2024
Stockholders’ Equity [Abstract]
STOCKHOLDERS’ EQUITY	NOTE 7. STOCKHOLDERS’ EQUITY 2021 Preferred stock dividends The Company’s Series A Preferred is convertible into 300 shares of common stock per share of Series A Preferred Stock upon the consummation of a capital raise of not less than $5,000,000. Series A Preferred Stock has no par value per share and has the following rights, restrictions, preferences and privileges summarized as follows: ● Authorized Number of Shares – 5,000 ● Voting Rights – None ● Dividends – 6% per annum, ‘paid in kind’ in shares of Series A Preferred ● Conversion – Each share of Series A Preferred is mandatorily convertible into 300 shares of Common Stock upon a minimum capital raise of $5,000,000; sale, merger or business combination of the Company; or the Company listing on a national securities exchange. ● Redemption – No rights of redemption by 2021 Investors, nor mandatory redemption As of March 31, 2024 and December 31, 2023, we have recorded accrued dividends of $123,900 and $106,200, respectively. Dividends were $17,700 and $17,700 for the three months ended March 31, 2024 and 2023, respectively. Stock-based compensation Stock-based Awards As of March 31, 2024, the Company has two active plans, the 2020 Omnibus Incentive Plan approved by the Board in November 2020 (“2020 Plan”) and the 2014 Equity Incentive Plan approved by the Board in October 2014 (“2014 Plan” and collectively with the 2020 Plan the “Stock Incentive Plans”) that allow the Board of Directors to grant stock-based awards to eligible employees, non-employee directors, and consultants of the Company and its subsidiaries. Under the Stock Incentive Plans, the Board may grant non-statutory and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units, deferred stock units, performance awards, non-employee director awards, and other stock-based awards. Subject to adjustment, the maximum number of shares of our common stock to be authorized for issuance under the Stock Incentive Plans is 25 million shares. As of March 31, 2024, stock-based awards for approximately 17.5 million shares are available to be issued under the Stock Incentive Plans. Stock Options The following summarizes Employee Awards activity: Weighted- Weighted- Average Average Remaining Number of Exercise Price Contractual Aggregate Shares per Share Term (in years) Intrinsic Value Outstanding as of December 31, 2023 4,796,825 $ 1.08 4.4 $ 22,000 Granted — — Forfeited or expired — — Outstanding as of March 31, 2024 4,796,825 $ 1.08 4.2 $ 22,000 Exercisable as of March 31, 2024 4,796,825 $ 1.08 4.2 $ 22,000 As of March 31, 2024, there was no unrecognized compensation expense related to unvested employee awards. We recorded nil Restricted Stock Awards During the three months ended March 31, 2024, the Company granted 429,630 Restricted Stock Units pursuant to the 2020 Omnibus Incentive Plan to directors and an employee (“2024 RSUs”). The 2024 RSUs vest seven years from the grant date, or earlier upon certain triggering events as defined in the agreement, and upon vesting convert into one share of the Company’s common stock. The fair value of the 2024 RSUs is determined based on the closing price of the Company’s common stock on the grant date. The Company recorded $14,968 and $13,894 in compensation expense during the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024 none of the RSU’s have vested. A summary of the Company’s grants of restricted stock units under the 2020 Omnibus Incentive Plan is presented below: Weighted- Average Number of Grant Shares Date Value Outstanding as of December 31, 2023 2,240,462 $ 0.04 Granted 429,630 0.07 Forfeited or expired — — Outstanding as of March 31, 2024 2,670,092 $ 0.5 Contingent Earnout Liability On December 12, 2022, we completed the Green Tree Acquisition which consisted of the acquisition of substantially all of the assets of Ancient Alternatives LLC, Natural Alternatives For Life, LLC, Mountainside Industries, LLC, Hillside Enterprises, LLC, and GT Creations, LLC, each a Colorado limited liability company (collectively, the “Green Tree Entities”). We paid cash in the amount of $500,000 and stock consideration of 17,977,528 shares of our Common Stock. The closing price of our Common Stock on December 12, 2022, the date of license transfer, was $0.165 per share, as such, fair value of the equity consideration is $2,966,292. Additionally, we had a potential obligation to issue additional stock consideration up to 4,879,615 shares of our Common Stock on the achievement of certain performance indicators on or before June 12, 2024. In November 2023, the Company transferred a majority of the Green Tree Entities back to the original owners. Subsequent to this transfer, the aforementioned debt was modified. This liability is included in Notes payable- current and Notes payable- non-current in the accompanying consolidated balance sheets. The fair value of the contingent earnout liability was $469,907 and $367,056 at March 31, 2024 and December, 31 2023, respectively. The change in fair value in the three months ended March 31, 2024 resulted in a loss on change in fair value of $102,851. The contingent earnout liability remained after the Green Tree Acquisition was partially reversed in Q3 2023.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 8. RELATED PARTY TRANSACTIONS On September 16, 2022, the Company entered into a new consulting agreement with Adam Hershey, its Interim Chief Executive Officer, pursuant to which Mr. Hershey will continue to serve as the Company’s Interim Chief Executive Officer with compensation equal to $200,000 per annum, payable by the Company, monthly. The term of the consulting agreement is for a period of one year, with automatic six-month renewals thereafter unless terminated by either party. As part of the new consulting agreement, the Company has also agreed to extend warrants to purchase 7,280,007 shares of Common Stock, held by an affiliate of Mr. Hershey, for an additional two years until May 29, 2027. The exercise price and all other terms and conditions of such warrants remain unchanged. We paid $50,000 and $50,000 for the three months ended March 31, 2024 and 2023, respectively. In February 2023, the Company completed the acquisition of Station 2, LLC’s assets. Station 2, LLC is owned by a board member, who is also a shareholder and an executive-level employee of the Company. This acquisition was subsequently reversed in Q3 of 2023. The Company currently has a lease agreement with Dalton Adventures, LLC in which the Company leases 17,000 square feet of greenhouse space in Boulder, Colorado for $29,691 a month, of which $27,000 is base rent and $2,691 is property taxes. The base rent decreased to $10,000 per month starting in May 2023. The owner of Dalton Adventures, LLC is a principal shareholder and former board member of the Company. We have incurred $30,000 and $75,848 in related party lease expense for the three months ended March 31, 2024 and 2023, respectively. See Note 3 for further discussion of the Company’s obligations associated with related party leases.

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2024
Segment Information [Abstract]
SEGMENT INFORMATION	NOTE 9. SEGMENT INFORMATION Our operations are organized into two segments: Retail and Cultivation. All revenue originates, and all assets are located in the United States. Segment information is presented in accordance with ASC 280, “Segments Reporting.” Three months ended March 31, 2024 Retail Cultivation Eliminations Total Revenues $ 3,685,881 $ 248,642 $ (248,642 ) $ 3,685,881 Costs and expenses (3,116,260 ) (608,286 ) 248,642 (3,475,904 ) Segment operating income $ 569,621 $ (359,644 ) $ — 209,977 Corporate expenses (1,462,756 ) ERC Credits — Net loss from continuing operations before income taxes $ (1,252,779 ) 2023 Retail Cultivation Eliminations Total Revenues $ 5,110,619 $ 684,017 $ (684,017 ) $ 5,110,619 Costs and expenses (4,535,568 ) (1,139,573 ) 684,017 (4,991,124 ) Segment operating income $ 575,051 $ (455,556 ) $ — 119,495 Corporate expenses (1,920,293 ) Net loss from continuing operations before income taxes $ (1,800,798 ) March 31, December 31, Total assets 2024 2023 Retail $ 20,017,565 $ 20,491,961 Cultivation 1,888,387 1,736,685 Corporate 394,048 1,018,247 Total assets – segments 22,300,000 23,246,893 Intercompany eliminations — — Total assets – consolidated $ 22,300,000 $ 23,246,893

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,389,762)	$ (1,886,534)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements include all accounts of the Company and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission for interim reporting. As permitted under those rules, certain footnotes and other financial information that are normally required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) can be condensed or omitted. The condensed consolidated balance sheet for the year ended December 31, 2023, was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The information included in this quarterly report on Form 10-Q should be read in conjunction with the audited consolidated financial statements and notes thereto of the Company for the year ended December 31, 2023, which were included in the annual report on Form 10-K filed by the Company on April 10, 2024. In the opinion of management, these unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and notes thereto of the Company and include all adjustments, consisting only of normal recurring adjustments, considered necessary for the fair presentation of the Company’s financial position and operating results. The results for the three months ended March 31, 2024, are not necessarily indicative of the operating results for the year ending December 31, 2024, or any other interim or future periods. Since the date of the Annual Report, there have been no material changes to the Company’s significant accounting policies.
Use of Estimates	Use of Estimates The preparation of our unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses. Although these estimates are based on our knowledge of current events and actions we may undertake in the future, actual results may ultimately differ from these estimates and assumptions. Furthermore, when testing assets for impairment in future periods, if management uses different assumptions or if different conditions occur, impairment charges may result.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments that potentially subject us to significant concentrations of credit risk consisted primarily of cash and accounts receivable. Customer and Revenue Concentrations – Cultivation Segment During the three months ended March 31,2024 and 2023, 100% of SevenFive’s revenue was with three customers and 88% of SevenFive’s revenue was with three customers, respectively. Three of the customers with sales in the three months ended March 31, 2024 are related party dispensaries and the revenues associated with these customers are eliminated in consolidation. During the three months ended March 31, 2024 and 2023, 100% of Green Tree’s revenue was with three customers, and 88% of Green Tree’s revenue was with three customers, respectively. The customers in 2024 are related party dispensaries and the revenues associated with these customers are eliminated in consolidation.
Going Concern	Going Concern We incurred net losses of $1,389,762 during the three months ended March 31, 2024 and $1,886,534 during the three months ended March 31, 2023 and had an accumulated deficit of $101,891,802 as of March 31, 2024. We had cash and cash equivalents of $414,225 and $969,676 as of March 31, 2024 and December 31, 2023, respectively. The accompanying unaudited condensed consolidated financial statements have been prepared on the basis of continuity of operations, realization of assets, and the satisfaction of liabilities and commitments in the ordinary course of business. We have incurred recurring losses and negative cash flows from operations since inception and have primarily funded our operations with proceeds from the issuance of debt and equity. We expect our operating losses to continue into the foreseeable future as we continue to execute our acquisition and growth strategy. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern. Our unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Our ability to continue as a going concern is dependent upon our ability to raise additional capital to fund operations, support our planned investing activities, and repay our debt obligations as they become due. If we are unable to obtain additional funding, we would be forced to delay, reduce, or eliminate some or all of our acquisition efforts, which could adversely affect our growth plans.
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies See our Annual Report on Form 10-K for the year ended December 31, 2023, as amended, for discussion of the Company’s significant accounting policies.
Recently Issued Accounting Standards	Recently Issued Accounting Standards The Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements. The Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its consolidated financial position or results of operations.

Inventories, Net (Tables)

Inventories, Net (Tables)	3 Months Ended
	Mar. 31, 2024
Inventories, Net [Abstract]
Schedule of Inventories Net	Our inventories consisted of the following: March 31, December 31, 2024 2023 Raw materials $ 264,744 $ 351,241 Work-in-progress and finished goods 536,278 509,677 Inventories, net $ 801,022 $ 860,918

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2024
Leases [Abstract]
Schedule of Operating Lease Expense	Operating lease expense is as follows: For the three months ended March 31, 2024 2023 Straight-line operating lease expense $ 217,024 $ 393,265 Variable lease cost 53,610 202,826 Total operating lease expense $ 270,634 $ 596,091
Schedule of Future Remaining Minimum Lease Payments on our Operating Leases and Finance Lease	Future remaining minimum lease payments on our operating leases and finance lease are as follows: Year ending December 31, Operating leases Finance lease 2024 (remaining nine months) $ 686,642 $ 154,050 2025 708,439 171,043 2026 452,948 136,940 2027 302,095 143,102 2028 245,456 149,542 Thereafter 667,154 668,558 Total 3,134,734 1,423,235 Less: Present value adjustment (1,178,849 ) (733,738 ) Lease liability 1,955,885 689,497 Less: Lease liability, current (849,686 ) (79,259 ) Lease liability, non-current $ 1,106,199 $ 610,238
Schedule of Supplemental Cash Flow Information	Supplemental cash flow information For the three months ended March 31, 2024 2023 Supplemental cash flow information Cash paid for amounts included in operating lease liability $ 270,634 $ 373,840 Cash paid for amounts included in finance lease liability $ 41,823 $ 50,000 Supplemental lease disclosures of non-cash transactions: ROU assets obtained in exchange for operating lease liabilities $ — $ 348,825

Accrued Stock Payable (Tables)

Accrued Stock Payable (Tables)	3 Months Ended
	Mar. 31, 2024
Accrued Stock Payable [Abstract]
Schedule of Accrued Common Stock Payable	The following tables summarize the changes in accrued common stock payable: Number of Amount Shares Balance as of December 31, 2022 $ 60,900 100,000 Stock issued — — Balance as of December 31, 2023 $ 60,900 100,000 Stock issued — — Balance as of March 31, 2024 $ 60,900 100,000

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2024
Notes Payable [Abstract]
Schedule of Notes Payable	Our notes payable consisted of the following: March 31, 2024 December 31, 2023 Third-party Related-party Total Third-party Related-party Total 2022 12% Notes $ 13,167,796 332,204 13,500,000 $ 13,167,796 $ 332,204 $ 13,500,000 Trees Transaction Notes — 264,639 264,639 — 326,811 326,811 Green Tree Acquisition Notes — 508,476 508,476 — 562,000 562,000 Green Man Acquisition Notes 1,427,500 — 1,427,500 1,555,000 — 1,555,000 Working Capital Note 500,000 — 500,000 500,000 — 500,000 Unamortized debt discount (1,194,346 ) (22,891 ) (1,217,237 ) (1,312,427 ) (25,141 ) (1,337,568 ) Total debt 13,900,950 1,082,428 14,983,378 13,910,369 1,195,874 15,106,243 Less: Current portion (725,428 ) (264,639 ) (990,067 ) (605,000 ) (487,382 ) (1,092,382 ) Long-term portion $ 13,175,522 $ 817,789 $ 13,993,311 $ 13,305,369 $ 708,492 $ 14,013,861

Stockholders_ Equity (Tables)

Stockholders’ Equity (Tables)	3 Months Ended
	Mar. 31, 2024
Stockholders’ Equity [Abstract]
Schedule of Summarizes Employee Awards Activity	The following summarizes Employee Awards activity: Weighted- Weighted- Average Average Remaining Number of Exercise Price Contractual Aggregate Shares per Share Term (in years) Intrinsic Value Outstanding as of December 31, 2023 4,796,825 $ 1.08 4.4 $ 22,000 Granted — — Forfeited or expired — — Outstanding as of March 31, 2024 4,796,825 $ 1.08 4.2 $ 22,000 Exercisable as of March 31, 2024 4,796,825 $ 1.08 4.2 $ 22,000
Schedule of Grants of Restricted Stock Units Under the 2020 Omnibus Incentive Plan	A summary of the Company’s grants of restricted stock units under the 2020 Omnibus Incentive Plan is presented below: Weighted- Average Number of Grant Shares Date Value Outstanding as of December 31, 2023 2,240,462 $ 0.04 Granted 429,630 0.07 Forfeited or expired — — Outstanding as of March 31, 2024 2,670,092 $ 0.5

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2024
Segment Information [Abstract]
Schedule of Internal Profit and Loss by Segment	Our financial reporting systems present various data for management to run the business, including internal profit and loss statements prepared on a basis not consistent with GAAP. 2024 Retail Cultivation Eliminations Total Revenues $ 3,685,881 $ 248,642 $ (248,642 ) $ 3,685,881 Costs and expenses (3,116,260 ) (608,286 ) 248,642 (3,475,904 ) Segment operating income $ 569,621 $ (359,644 ) $ — 209,977 Corporate expenses (1,462,756 ) ERC Credits — Net loss from continuing operations before income taxes $ (1,252,779 ) 2023 Retail Cultivation Eliminations Total Revenues $ 5,110,619 $ 684,017 $ (684,017 ) $ 5,110,619 Costs and expenses (4,535,568 ) (1,139,573 ) 684,017 (4,991,124 ) Segment operating income $ 575,051 $ (455,556 ) $ — 119,495 Corporate expenses (1,920,293 ) Net loss from continuing operations before income taxes $ (1,800,798 )
Schedule of Total Assets by Segment	March 31, December 31, Total assets 2024 2023 Retail $ 20,017,565 $ 20,491,961 Cultivation 1,888,387 1,736,685 Corporate 394,048 1,018,247 Total assets – segments 22,300,000 23,246,893 Intercompany eliminations — — Total assets – consolidated $ 22,300,000 $ 23,246,893

Nature of Operations, History_2

Nature of Operations, History, and Presentation (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Nature of Operations, History, and Presentation [Line Items]
Net loss	$ (1,389,762)	$ (1,886,534)
Accumulated deficit	(101,891,802)		$ (100,484,340)
Cash and cash equivalents	$ 414,225		$ 969,676
Customer Concentration Risk [Member] | SevenFive’s revenue [Member] | Revenue net [Member]
Nature of Operations, History, and Presentation [Line Items]
Risk percentage	100%	88%
Customer Concentration Risk [Member] | Green Tree’s revenue [Member] | Revenue net [Member]
Nature of Operations, History, and Presentation [Line Items]
Risk percentage	100%	88%
Retained Earnings [Member]
Nature of Operations, History, and Presentation [Line Items]
Accumulated deficit	$ 101,891,802
Going Concern [Member]
Nature of Operations, History, and Presentation [Line Items]
Net loss	$ 1,389,762

Inventories, Net (Details) - Sc

Inventories, Net (Details) - Schedule of Inventories Net - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Schedule of Inventories [Abstract]
Raw materials	$ 264,744	$ 351,241
Work-in-progress and finished goods	536,278	509,677
Inventories, net	$ 801,022	$ 860,918

Leases (Details)

Leases (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Leases [Line Items]
Estimated incremental borrowing rate	20%
Finance lease expense	$ 41,823	$ 50,000
Right-of-use asset	1,866,226		$ 1,979,833
Operating lease liability current	849,686		846,201
Operating lease liability non-current	1,106,199		$ 1,218,392
Total lease expense	$ 270,634	596,091
Operating leases weighted average remaining term	4 years 10 months 2 days
Finance lease weighted average remaining term	8 years 9 months
Total remaining lease payments	$ 270,634	373,840
Related Party Leases [Member]
Leases [Line Items]
Right-of-use asset	119,034
Operating lease liability current	120,000
Operating lease liability non-current	3,637
Total lease expense	$ 30,000	$ 127,790
Operating leases weighted average remaining term	4 years 10 months 6 days
Finance lease weighted average remaining term	8 years 9 months
Lease Maturities [Member]
Leases [Line Items]
Total remaining lease payments	$ 772,051

Leases (Details) - Schedule of

Leases (Details) - Schedule of Operating Lease Expense - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Schedule of Operating Lease Expense [Abstract]
Straight-line operating lease expense	$ 217,024	$ 393,265
Variable lease cost	53,610	202,826
Total operating lease expense	$ 270,634	$ 596,091

Leases (Details) - Schedule o_2

Leases (Details) - Schedule of Future Remaining Minimum Lease Payments on Our Operating Leases and Finance Lease - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Schedule of Future Remaining Minimum Lease Payments on our Operating Leases and Finance Lease [Abstract]
Operating leases, 2024 (remaining nine months)	$ 686,642
Finance lease, 2024 (remaining nine months)	154,050
Operating leases, 2025	708,439
Finance lease, 2025	171,043
Operating leases, 2026	452,948
Finance lease, 2026	136,940
Operating leases, 2027	302,095
Finance lease, 2027	143,102
Operating leases, 2028	245,456
Finance lease, 2028	149,542
Operating leases, Thereafter	667,154
Finance lease, Thereafter	668,558
Operating leases, Total	3,134,734
Finance lease, Total	1,423,235
Operating leases, Less: Present value adjustment	(1,178,849)
Finance lease, Less: Present value adjustment	(733,738)
Operating leases, Lease liability	1,955,885
Finance lease, Lease liability	689,497
Operating leases, Less: Lease liability, current	(849,686)	$ (846,201)
Finance lease, Less: Lease liability, current	(79,259)	(205,400)
Operating leases, Lease liability, non-current	1,106,199	1,218,392
Finance lease, Lease liability, non-current	$ 610,238	$ 501,248

Leases (Details) - Schedule o_3

Leases (Details) - Schedule of Supplemental Cash Flow Information - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Supplemental cash flow information
Cash paid for amounts included in operating lease liability	$ 270,634	$ 373,840
Cash paid for amounts included in finance lease liability	41,823	50,000
Supplemental lease disclosures of non-cash transactions:
ROU assets obtained in exchange for operating lease liabilities		$ 348,825

Accrued Stock Payable (Details)

Accrued Stock Payable (Details) - USD ($)	Mar. 31, 2024	Feb. 18, 2020
Accrued Stock Payable [Abstract]
Consulting service vested shares (in Shares)		100,000
Stock price (in Dollars per share)		$ 0.61
Consultant stock award, Amount		$ 60,900
Stock issued

Accrued Stock Payable (Detail_2

Accrued Stock Payable (Details) - Schedule of Accrued Common Stock Payable - Share-Based Payment Arrangement, Option [Member] - Common Stock [Member]	3 Months Ended	12 Months Ended
	Mar. 31, 2024 USD ($) shares	Dec. 31, 2023 USD ($) shares
Schedule of Accrued Common Stock Payable [Line Items]
Balance amount beginning | $	$ 60,900	$ 60,900
Balance number of shares beginning | shares	100,000	100,000
Stock issued amount | $
Stock issued shares | shares
Balance amount ending | $	$ 60,900	$ 60,900
Balance number of shares ending | shares	100,000	100,000

Notes Payable (Details) - Part-

Notes Payable (Details) - Part-2 - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	Jan. 31, 2022	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 15, 2023
Notes Payable [Line Items]
Debt discount		$ 1,217,237		$ 1,337,568
Amortization of debt discount		120,330	$ 181,677
Trees MLK [Member]
Notes Payable [Line Items]
Cash payment to seller	$ 384,873
Equal month installments over a period	24 months
Debt balance		264,639	224,508.96
Green Man Corp [Member]
Notes Payable [Line Items]
Cash payment to seller					$ 1,500,000
Equal month installments over a period					18 months
Amortization of debt discount		31,146	37,250
Green Man Acquisition Notes [Member] | Green Man Corp [Member]
Notes Payable [Line Items]
Monthly due payments				$ 83,333
Debt discount		$ 275,154
Senior Secured Convertible Notes [Member]
Notes Payable [Line Items]
Interest rate						12%
Working Capital Note [Member] | Debt discount
Notes Payable [Line Items]
Interest rate		12%
12% Notes 2023 [Member]
Notes Payable [Line Items]
Amortization of debt discount			$ 76,699
Intangible Assets, Amortization Period [Member] | 12% Notes 2023 [Member]
Notes Payable [Line Items]
Amortization of debt discount		$ 89,184

Notes Payable (Details) - Sched

Notes Payable (Details) - Schedule of Notes Payable - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Schedule of Notes Payable [Line Items]
Unamortized debt discount	$ (1,217,237)	$ (1,337,568)
Total debt	14,983,378	15,106,243
Less: Current portion	(990,067)	(1,092,382)
Long-term portion	13,993,311	14,013,861
Related Party [Member]
Schedule of Notes Payable [Line Items]
Unamortized debt discount	(22,891)	(25,141)
Total debt	1,082,428	1,195,874
Less: Current portion	(264,639)	(487,382)
Long-term portion	817,789	708,492
2022 12% Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	13,500,000	13,500,000
2022 12% Notes [Member] | Related Party [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	332,204	332,204
Trees Transaction Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	264,639	326,811
Trees Transaction Notes [Member] | Related Party [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	264,639	326,811
Green Tree Acquisition Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	508,476	562,000
Green Tree Acquisition Notes [Member] | Related Party [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	508,476	562,000
Green Man Acquisition Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	1,427,500	1,555,000
Green Man Acquisition Notes [Member] | Related Party [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount
Working Capital Note [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	500,000	500,000
Working Capital Note [Member] | Related Party [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount
Third Party [Member]
Schedule of Notes Payable [Line Items]
Unamortized debt discount	(1,194,346)	(1,312,427)
Total debt	13,900,950	13,910,369
Less: Current portion	(725,428)	(605,000)
Long-term portion	13,175,522	13,305,369
Third Party [Member] | 2022 12% Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	13,167,796	13,167,796
Third Party [Member] | Trees Transaction Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount
Third Party [Member] | Green Tree Acquisition Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount
Third Party [Member] | Green Man Acquisition Notes [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	1,427,500	1,555,000
Third Party [Member] | Working Capital Note [Member]
Schedule of Notes Payable [Line Items]
Debt carrying amount	$ 500,000	$ 500,000

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - USD ($)		3 Months Ended
	Dec. 12, 2022	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Stockholders’ Equity (Deficit) [Line Items]
Preferred stocks convertible (in Shares)		300
Preferred stock, shares authorized (in Shares)		5,000,000		5,000,000
Accrued dividends		$ 123,900		$ 106,200
Dividends		17,700	$ 17,700
Unrecognized compensation expense related to unvested Employee Awards		0
Stock-based compensation expense		14,968	13,894
Payment amount			$ 256,582
Closing price of our common Stock (in Dollars per share)		$ 0.001		$ 0.001
Equity consideration amount	$ 2,966,292
Contingent Earnout Liability		$ 469,907		$ 367,056
Loss on change in fair value		102,851
Green Tree Entities [Member]
Stockholders’ Equity (Deficit) [Line Items]
Payment amount	$ 500,000
Stock consideration (in Shares)	17,977,528
Additional stock consideration (in Shares)	4,879,615
Restricted Stock Units (RSUs) [Member]
Stockholders’ Equity (Deficit) [Line Items]
Compensation expense
Granted shares (in Shares)		429,630
Vested shares (in Shares)		0
Series A Preferred Stock [Member]
Stockholders’ Equity (Deficit) [Line Items]
Minimum capital raise		$ 5,000,000
Preferred stock has no par value (in Dollars per share)		$ 0
Series Convertible Preferred Stock [Member]
Stockholders’ Equity (Deficit) [Line Items]
Minimum capital raise		$ 5,000,000
Preferred stock, shares authorized (in Shares)		5,000
Preferred stock, voting rights		None
Preferred stock, dividend		6%
Number of common stock issuable for each preferred share (in Shares)		300
License Transfer [Member]
Stockholders’ Equity (Deficit) [Line Items]
Closing price of our common Stock (in Dollars per share)	$ 0.165
Stock Incentive Plan [Member]
Stockholders’ Equity (Deficit) [Line Items]
Number of shares authorized for issuance (in Shares)		25,000,000
Number of shares, available to issue (in Shares)		17,500,000
Omnibus Incentive Plan 2020 [Member] | Restricted Stock Units (RSUs) [Member]
Stockholders’ Equity (Deficit) [Line Items]
Granted shares (in Shares)		429,630
Expire years		7 years

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - Schedule of Summarizes Employee Awards Activity - USD ($)		3 Months Ended
	Dec. 31, 2023	Mar. 31, 2024
Schedule Of Summarizes Employee Awards Activity Abstract
Number of Shares, Outstanding ending balance	4,796,825	4,796,825
Weighted Average Exercise Price per Share, Outstanding ending balance	$ 1.08	$ 1.08
Weighted Average Remaining Contractual Term (in years), Outstanding ending balance	4 years 4 months 24 days	4 years 2 months 12 days
Aggregate Intrinsic Value, Outstanding ending balance	$ 22,000	$ 22,000
Number of shares, Exercisable		4,796,825
Weighted Average Exercise Price per Share, Exercisable		$ 1.08
Weighted Average Remaining Contractual Term (in years), Exercisable		4 years 2 months 12 days
Aggregate Intrinsic Value, Exercisable		$ 22,000
Number of shares, Granted
Weighted Average Exercise Price per Share, Granted
Number of shares, Forfeited or expired
Weighted Average Exercise Price per Share, Forfeited or expired

Stockholders_ Equity (Details_2

Stockholders’ Equity (Details) - Schedule of Grants of Restricted Stock Units Under the 2020 Omnibus Incentive Plan - Restricted Stock Units [Member]	3 Months Ended
	Mar. 31, 2024 $ / shares shares
Schedule of Grants of Restricted Stock Units Under the 2020 Omnibus Incentive Plan [Line Items]
Number of Shares, Outstanding beginning balance | shares	2,240,462
Weighted Average Grant Date Value, Outstanding beginning balance | $ / shares	$ 0.04
Number of Shares, Granted | shares	429,630
Weighted Average Grant Date Value, Granted | $ / shares	$ 0.07
Number of Shares, Forfeited or expired | shares
Weighted Average Grant Date Value, Forfeited or expired | $ / shares
Number of Shares, Outstanding ending balance | shares	2,670,092
Weighted Average Grant Date Value, Outstanding ending balance | $ / shares	$ 0.5

Related Party Transactions (Det

Related Party Transactions (Details)		3 Months Ended
	Sep. 16, 2022 USD ($) shares	Mar. 31, 2024 USD ($) ft²	Mar. 31, 2023 USD ($)
Related Party Transactions [Line Items]
Payment for warrants		$ 50,000	$ 50,000
Related party lease expense		270,634	373,840
Dalton Adventures, LLC [Member]
Related Party Transactions [Line Items]
Lease monthly payments base rent		$ 10,000
Consulting Agreement [Member] | Chief Financial Officer [Member]
Related Party Transactions [Line Items]
Officer compensation	$ 200,000
Extend warrants to purchase shares (in Shares) | shares	7,280,007
Additional term	2 years
Lease agreement | Dalton Adventures, LLC [Member]
Related Party Transactions [Line Items]
Area of real estate property (in Square Feet) | ft²		17,000
Lease monthly payments		$ 29,691
Lease monthly payments base rent		27,000
Lease monthly payments property taxes		2,691
Related party lease expense		$ 30,000	$ 75,848

Segment Information (Details) -

Segment Information (Details) - Schedule of Internal Profit and Loss by Segment - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Segment Reporting Information [Line Items]
Net loss from continuing operations before income taxes	$ (1,252,779)	$ (1,800,798)
Continuing Operations [Member]
Segment Reporting Information [Line Items]
Revenues	3,685,881	5,110,619
Costs and expenses	(3,475,904)	(4,991,124)
Segment operating income	209,977	119,495
Corporate expenses	(1,462,756)	(1,920,293)
ERC Credits
Net loss from continuing operations before income taxes	(1,252,779)	(1,800,798)
​Retail [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenues	3,685,881	5,110,619
Costs and expenses	(3,116,260)	(4,535,568)
Segment operating income	569,621	575,051
Cultivation [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenues	248,642	684,017
Costs and expenses	(608,286)	(1,139,573)
Segment operating income	(359,644)	(455,556)
Eliminations [Member] | Operating Segments [Member]
Segment Reporting Information [Line Items]
Revenues	(248,642)	(684,017)
Costs and expenses	248,642	684,017
Segment operating income

Segment Information (Details)_2

Segment Information (Details) - Schedule of Total Assets by Segment - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting, Asset Reconciling Item [Line Items]
Intercompany eliminations
Total assets - consolidated	22,300,000	23,246,893
Retail [Member] | Operating Segments [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets - segments	20,017,565	20,491,961
Cultivation [Member] | Operating Segments [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets - segments	1,888,387	1,736,685
Corporate [Member] | Operating Segments [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets - segments	394,048	1,018,247
Total assets - segments [Member] | Operating Segments [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets - segments	$ 22,300,000	$ 23,246,893