urban-gro (UGRO) 10-Q/A18 Feb 252024 Q1 Quarterly report (amended)Financial data

Company Profile

Cover

Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2024	Feb. 18, 2025
Cover [Abstract]
Document Type	10-Q/A
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-39933
Entity Registrant Name	URBAN-GRO, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-5158469
Entity Address, Address Line One	1751 Panorama Point
Entity Address, Address Line Two	Unit G
Entity Address, City or Town	Lafayette
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80026
City Area Code	720
Local Phone Number	390-3880
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	UGRO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding (in shares)		12,696,557
Entity Central Index Key	0001706524
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	true
Amendment Description	This Amendment No. 1 on Form 10-Q/A (“Amendment No. 1”) is being filed to amend and restate urban-gro, Inc.’s (together with its wholly owned subsidiaries, the “Company”) Quarterly Report on Form 10-Q for the three months ended March 31, 2024 (“Original Filing”), filed with the U.S. Securities and Exchange Commission (“SEC”) on April 30, 2024 (“Original Filing Date”). In filing this Amendment No. 1, we are restating our previously issued Consolidated Financial Statements as of and for the three months ended March 31, 2024 (the “Affected Period”) to account for certain adjustments discovered during the Company’s re-audit of its financial statements issued in Amendment No. 2 on Form 10-K/A for the fiscal year ended December 31, 2023. All material restatement information will be included in the Amended Reports, and we do not intend to separately amend other filings that we have previously filed with the SEC.Accordingly, investors and other readers should rely only on the financial information and other disclosures regarding the periods described above in this Amendment No. 1 and in any other future filings with the SEC (as applicable) and should not rely on any previously issued or filed reports, press releases, corporate presentations or similar communications relating to the periods described above.As required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company’s principal executive officer and principal financial officer are providing new currently dated certifications required pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant Section 302 of the Sarbanes-Oxley Act of 2002, which are attached hereto.

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash	$ 648,597	$ 1,074,842
Accounts receivable, net	18,325,178	21,648,901
Contract receivables	8,080,149	8,436,567
Prepaid expenses and other assets	2,555,059	1,751,564
Total current assets	29,608,983	32,911,874
Non-current assets:
Property and equipment, net	1,255,557	1,419,393
Operating lease right of use assets, net	1,918,532	2,041,217
Goodwill	9,688,975	9,688,975
Intangible assets, net	3,256,621	3,451,608
Total non-current assets	16,119,685	16,601,193
Total assets	45,728,668	49,513,067
Current liabilities:
Accounts payable	23,842,794	24,203,769
Contract liabilities	3,575,529	3,950,133
Accrued expenses	5,070,635	5,284,278
Customer deposits	555,676	603,046
Contingent consideration	49,830	49,830
Notes payable	2,490,486	3,204,840
Operating lease liabilities	673,920	707,141
Total current liabilities	36,258,870	38,003,037
Non-current liabilities:
Operating lease liabilities, net of current portion	1,292,500	1,380,362
Deferred tax liability	(4,070)
Deferred tax liability		44,313
Total non-current liabilities	1,288,430	1,424,675
Total liabilities	37,547,300	39,427,712
Commitments and contingencies (note 11)
Shareholders’ equity:
Preferred Stock, Value, Issued	0	0
Common Stock, Value, Issued	13,769	13,523
Additional Paid in Capital	89,046,086	88,389,756
Treasury Stock, Value	(12,045,542)	(12,045,542)
Accumulated deficit	(68,832,945)	(66,272,382)
Total shareholders’ equity	8,181,368	10,085,355
Total liabilities and shareholders’ equity	$ 45,728,668	$ 49,513,067

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.10	$ 0.10
Preferred stock, shares authorized (in shares)	3,000,000	3,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	30,000,000	30,000,000
Common stock, shares issued (in shares)	13,768,594	13,522,669
Common stock, shares outstanding (in shares)	12,318,761	12,072,836
Treasury stock, shares, cost basis (in shares)	1,449,833	1,449,833

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Revenues:
Total revenues and other income	$ 15,401,035	$ 16,754,771
Total cost of revenues	12,409,578	13,746,134
Gross profit	2,991,457	3,008,637
Operating expenses:
General and administrative	5,077,864	7,685,030
Depreciation and amortization	390,250	404,069
Total operating expenses	5,468,114	8,089,099
Loss from operations	(2,476,657)	(5,080,462)
Non-operating income (expense):
Interest expense	(99,306)	(73,216)
Interest income	81	73,131
Contingent consideration	0	(160,232)
Other income (expense)	(33,064)	(10,422)
Total non-operating income (expense)	(132,289)	(170,739)
Loss before income taxes	(2,608,946)	(5,251,201)
Income tax benefit	48,383	0
Net loss	(2,560,563)	(5,251,201)
Comprehensive loss	$ (2,560,563)	$ (5,251,201)
Net loss per share – basic (in dollars per share)	$ (0.21)	$ (0.49)
Net loss per share – diluted (in dollars per share)	$ (0.21)	$ (0.49)
Weighted average shares – basic (in shares)	12,075,619	10,772,705
Weighted average shares – diluted (in shares)	12,075,619	10,772,705
Equipment systems
Revenues:
Total revenues and other income	$ 2,508,287	$ 2,905,035
Total cost of revenues	2,172,450	2,408,481
Services
Revenues:
Total revenues and other income	3,133,793	3,470,653
Total cost of revenues	1,508,449	1,974,538
Construction design-build
Revenues:
Total revenues and other income	9,683,814	10,195,338
Total cost of revenues	8,675,280	9,229,973
Other
Revenues:
Total revenues and other income	75,141	183,745
Total cost of revenues	$ 53,399	$ 133,142

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (unaudited) - USD ($)	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Treasury Stock
Beginning balance (in shares) at Dec. 31, 2022		12,292,104
Beginning balance at Dec. 31, 2022	$ 31,321,994	$ 12,292	$ 84,189,965	$ (40,834,721)	$ (12,045,542)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	479,641		479,641
Stock grant program vesting (in shares)		96,285
Stock grant program vesting	0	$ 96	(96)
Stock issued for contingent consideration (in shares)		64,224
Stock issued for contingent consideration	191,919	$ 64	191,855
Net loss	(5,251,201)			(5,251,201)
Ending balance (in shares) at Mar. 31, 2023		12,452,613
Ending balance at Mar. 31, 2023	$ 26,742,353	$ 12,452	84,861,365	(46,085,922)	(12,045,542)
Beginning balance (in shares) at Dec. 31, 2023	12,072,836	13,522,669
Beginning balance at Dec. 31, 2023	$ 10,085,355	$ 13,523	88,389,756	(66,272,382)	(12,045,542)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	656,576		656,576
Stock grant program vesting (in shares)		245,925
Stock grant program vesting	0	$ 246	(246)
Net loss	$ (2,560,563)			(2,560,563)
Ending balance (in shares) at Mar. 31, 2024	12,318,761	13,768,594
Ending balance at Mar. 31, 2024	$ 8,181,368	$ 13,769	$ 89,046,086	$ (68,832,945)	$ (12,045,542)

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	$ (2,560,563)	$ (5,251,201)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	390,250	404,069
Amortization of right-of-use assets	134,054	87,426
Stock-based compensation expense	656,576	479,641
Change in fair value of contingent consideration	0	160,232
Interest income on investments	0	(12,792)
Changes in operating assets and liabilities (net of acquired amounts):
Accounts receivable and contract receivables	3,680,141	(6,502,104)
Prepaid expenses and other assets and property and equipment	(497,749)	(411,181)
Accounts payable, contract liabilities, customer deposits, and accrued expenses	(996,596)	7,751,597
Operating lease liability	(129,181)	(57,635)
Deferred tax liability	(48,383)	0
Net cash provided by (used in) operating activities	628,549	(3,351,948)
Cash flows from investing activities:
Refunds/(Purchases) of property and equipment	8,486
Refunds/(Purchases) of property and equipment		(138,010)
Net cash provided by (used in) investing activities	8,486	(138,010)
Cash flows from financing activities:
Additions to notes payable	2,000,000	0
Repayment of finance lease liability	(43,180)	(43,410)
Payments to settle contingent consideration	0	(230,309)
Repayment of notes payable	(3,020,100)	(924,469)
Net cash used in financing activities	(1,063,280)	(1,198,188)
Net change in cash	(426,245)	(4,688,146)
Cash at beginning of period	1,074,842	11,754,349
Cash at end of period	648,597	7,066,203
Supplemental cash flow information:
Cash paid for interest	159,366	6,475
Net cash paid for income taxes	0	23,487
Supplemental disclosure of non-cash investing and financing activities:
Stock issued for contingent consideration	0	191,854
Financing lease right-of-use asset and liability remeasurement	$ 0	$ 26,899

ORGANIZATION, ACQUISITIONS, AND

ORGANIZATION, ACQUISITIONS, AND LIQUIDITY	3 Months Ended
ORGANIZATION, ACQUISITIONS, AND LIQUIDITY	Mar. 31, 2024
Organization, Consolidation, Business Combination, And Presentation Of Financial Statements [Abstract]
ORGANIZATION, ACQUISITIONS, AND LIQUIDITY	ORGANIZATION, ACQUISITIONS, AND LIQUIDITY Organization urban-gro, Inc. (together with its wholly owned subsidiaries, collectively "urban-gro," "we," "us," or the “Company") was originally formed on March 20, 2014, as a Colorado limited liability company. On March 10, 2017, we converted to a Colorado corporation and exchanged shares of our common stock for every member's interest issued and outstanding on the date of conversion. On October 29, 2020, we reincorporated as a Delaware corporation. On February 12, 2021, we completed an uplisting to the Nasdaq Capital Market ("Nasdaq") under the ticker symbol "UGRO". urban-gro is an integrated professional services and design-build firm. We offer value-added architectural, engineering, and construction management solutions to the Controlled Environment Agriculture (“CEA”), industrial, healthcare, and other commercial sectors. Innovation, collaboration, and a commitment to sustainability drive our team to provide exceptional customer experiences. To serve our horticulture clients, we engineer, design and manage the construction of indoor CEA facilities and then integrate complex environmental equipment systems into those facilities. Through this work, we create high-performance indoor cultivation facilities for our clients to grow specialty crops, including leafy greens, vegetables, herbs, and plant-based medicines. Our custom-tailored approach to design, construction, procurement, and equipment integration provides a single point of accountability across all aspects of indoor growing operations. We also help our clients achieve operational efficiency and economic advantages through a full spectrum of professional services and programs focused on facility optimization and environmental health. Further, we serve a broad range of commercial and governmental entities, providing them with planning, consulting, architectural, engineering and construction design-build services for their facilities. We aim to work with our clients from the inception of their project in a way that provides value throughout the life of their facility. We are a trusted partner and advisor to our clients and offer a complete set of engineering and managed services complemented by a vetted suite of select cultivation equipment systems. Liquidity and Going Concern The Company has produced multiple consecutive years of net losses and negative cash flows. The financial results described in these financial statements and our financial position as of March 31, 2024 raise substantial doubt about our ability to continue as a going concern. However, the Company has recently taken actions to strengthen its liquidity, including decreasing headcount and operating expenses to expedite the Company's path to cash flow positive results. If necessary, the Company will seek to raise capital by issuing additional equity shares either through a private placement or on the open market. The Company may also seek to obtain additional debt financing for which there can be no guarantee. Management has concluded that these recent positive steps alleviate any substantial doubt about the Company's ability to continue its operations, and meet its financial obligations, for twelve moths from the date these consolidated financial statements are issued.

RESTATEMENT OF PREVIOUSLY FILED

RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS	3 Months Ended
RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS	Mar. 31, 2024
Accounting Changes and Error Corrections [Abstract]
RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS	RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS Restatement of Previously Filed Financial Statements In connection with the re-audit of the financial statements for the year ended December 31, 2023, the Company identified certain adjustments to its deferred tax liabilities related to certain acquisitions. See the Explanatory Note in this Amendment No. 1 for further discussion. The following tables show the unaudited quarterly condensed consolidated financial information for the three months ended March 31, 2024. The accompanying applicable notes have been updated to reflect the effects of the restatement. The amounts in the "As Reported" columns are amounts derived from the Company's previously filed financial statements in its Quarterly Report on Form 10-Q for the three month period ended March 31, 2024, originally filed with the Securities and Exchange Commission on April 30, 2024 (the “Original Form 10-Q”). The amounts in the "Restatement Adjustments" columns present the impact of the adjustments arising from the re-audit of the Company’s 2023 financial statements and re-review of the Company’s unaudited quarterly condensed consolidated financial information for the three months ended March 31, 2024. The amounts in the "As Restated" columns are the updated amounts including the impact from the Restatement Adjustments. As of March 31, 2024 As Restatement As ASSETS Reported Adjustments Restated Current assets: Cash $ 692,680 $ (44,083) $ 648,597 Accounts receivable, net 18,754,870 (429,692) 18,325,178 Contract receivables 10,174,845 (2,094,696) 8,080,149 Prepaid expenses and other current assets 3,606,595 (1,051,536) 2,555,059 Total current assets 33,228,990 (3,620,007) 29,608,983 Non-current assets: Property and equipment, net 1,255,557 — 1,255,557 Operating lease right of use assets, net 1,918,532 — 1,918,532 Goodwill 15,572,050 (5,883,075) 9,688,975 Intangible assets, net 4,155,175 (898,554) 3,256,621 Total non-current assets 22,901,314 (6,781,629) 16,119,685 Total assets $ 56,130,304 $ (10,401,636) $ 45,728,668 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable 24,987,061 (1,144,267) 23,842,794 Contract liabilities 3,093,242 482,287 3,575,529 Accrued expenses 3,632,874 1,437,761 5,070,635 Customer deposits 555,676 — 555,676 Contingent consideration 49,830 — 49,830 Notes payable 2,490,486 — 2,490,486 Operating lease liabilities 673,920 — 673,920 Total current liabilities 35,483,089 775,781 36,258,870 Non-current liabilities: Operating lease liabilities, net of current portion 1,292,500 — 1,292,500 Deferred tax liability 769,036 (773,106) (4,070) Total non-current liabilities 2,061,536 (773,106) 1,288,430 Total liabilities $ 37,544,625 $ 2,675 $ 37,547,300 Commitments and contingencies (note 11) Shareholders’ equity: Preferred stock, $0.10 par value; 3,000,000 shares authorized; 0 and 0 shares issued and outstanding — — — Common stock, $0.001 par value; 30,000,000 shares authorized; 13,768,594 issued and 12,318,761 outstanding as of March 31, 2024, and 13,522,669 issued and 12,072,836 outstanding as of December 31, 2023 13,769 — 13,769 Additional paid-in capital 89,557,913 (511,827) 89,046,086 Treasury shares, cost basis: 1,449,833 shares as of March 31, 2024 and as of December 31, 2023 (12,045,542) — (12,045,542) Accumulated deficit (58,940,461) (9,892,484) (68,832,945) Total shareholders’ equity 18,585,679 (10,404,311) 8,181,368 Total liabilities and shareholders’ equity $ 56,130,304 $ (10,401,636) $ 45,728,668 Three Months Ended March 31, 2024 As Restatement As Reported Adjustments Restated Revenues: Equipment systems $ 2,508,287 $ — $ 2,508,287 Services 3,133,793 — 3,133,793 Construction design-build 9,825,457 (141,643) 9,683,814 Other 75,141 — 75,141 Total revenues and other income 15,542,678 (141,643) 15,401,035 Cost of revenues: Equipment systems 2,172,383 67 2,172,450 Services 1,508,449 — 1,508,449 Construction design-build 8,692,432 (17,152) 8,675,280 Other 53,399 — 53,399 Total cost of revenues 12,426,663 (17,085) 12,409,578 Gross profit 3,116,015 (124,558) 2,991,457 20 % 88 % 108 % Operating expenses: General and administrative 4,745,192 332,672 5,077,864 Depreciation and Amortization 434,595 (44,345) 390,250 Total operating expenses 5,179,787 288,327 5,468,114 Loss from operations (2,063,772) (412,885) (2,476,657) Non-operating income (expenses): Interest expense (99,306) — (99,306) Interest income 81 — 81 Contingent consideration — — — Write-down of investment — — — Loss on settlement — — — Other income (expense) (26,889) (6,175) (33,064) Total non-operating income (expenses) (126,114) (6,175) (132,289) Loss before income taxes (2,189,886) (419,060) (2,608,946) Income tax benefit 48,383 — 48,383 Net loss $ (2,141,503) $ (419,060) $ (2,560,563) Comprehensive loss $ (2,141,503) $ (419,060) $ (2,560,563) Loss per share – basic and diluted $ (0.18) $ (0.03) $ (0.21) Weighted average shares – basic and diluted 12,075,619 12,075,619 12,075,619 For the Three Months Ended March 31, 2024 As Restatement As Reported Adjustments Restated Cash flows from operating activities: Net loss $ (2,141,503) $ (419,060) $ (2,560,563) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 434,595 (44,345) 390,250 Amortization of right-of-use assets — 134,054 134,054 Stock-based compensation expense 656,576 — 656,576 Impairment of investment — — — Change in fair value of contingent consideration — — — PPP loan forgiveness — — — Interest income on investments 137,973 (137,973) — Changes in operating assets and liabilities (net of acquired amounts): Accounts receivable and contract receivables 8,083,975 (4,403,834) 3,680,141 Prepaid expenses and other assets and property and equipment (746,995) 249,246 (497,749) Accounts payable, contract liabilities, customer deposits, and accrued expenses (5,888,371) 4,891,775 (996,596) Change in contingent consideration from indemnification — — — Operating lease liability (158,644) 29,463 (129,181) Deferred tax liability (48,383) — (48,383) Customer deposits — — — Net cash used in operating activities 329,223 299,326 628,549 Cash flows from investing activities: Sale of investment — — — Refunds/(Purchases) of property and equipment 8,487 (1) 8,486 Business combinations, net of cash acquired — — — Net cash provided by (used in) investing activities 8,487 (1) 8,486 Cash flows from financing activities: Proceeds from issuance of common stock — — — Repurchase of common stock — — — Additions to notes payable 3,024,223 (1,024,223) 2,000,000 Repayment of notes payable (3,738,577) 718,477 (3,020,100) Repayment of finance lease liability (43,180) — (43,180) Payments to settle contingent consideration — — — Net cash used in financing activities (757,534) (305,746) (1,063,280) Net change in cash (419,824) (6,421) (426,245) Cash at beginning of period 1,112,504 (37,662) 1,074,842 Cash at end of period $ 692,680 $ (44,083) $ 648,597

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Mar. 31, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Unaudited Condensed Consolidated Financial Statements The Company has prepared the accompanying condensed consolidated financial statements pursuant to the rules and regulations of the SEC for condensed financial reporting. The condensed consolidated financial statements are unaudited and, in the Company’s opinion, include all adjustments, consisting of normal recurring adjustments and accruals necessary for a fair presentation of the Company’s condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss, condensed consolidated statements of stockholders’ equity and condensed consolidated statements of cash flows for the periods presented. The results reported in these condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted in accordance with regulations of the SEC. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s consolidated financial statements in the Company’s Annual Report Amendment No. 2 on Form 10-K/A for the year ended December 31, 2023. Significant Accounting Policies For a detailed discussion about the Company’s significant accounting policies, refer to Note 2 - “Summary of Significant Accounting Policies,” in the Company’s consolidated financial statements included in the Company’s Annual Report Amendment No. 2 on Form 10-K/A for the year ended December 31, 2023. During the three months ended March 31, 2024, there were no material changes made to the Company’s significant accounting policies. Use of Estimates In preparing condensed consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of assets and liabilities at the date of the condensed consolidated financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include estimated revenues earned under construction design-build contracts; estimated useful lives and potential impairment of long-lived assets, intangibles and goodwill; inventory write-offs; allowance for deferred tax assets; and allowance for bad debt. Reclassification Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. Balance Sheet Classifications The Company includes in current assets and liabilities the following amounts that are in connection with construction contracts that may extend beyond one year: contract assets and contract liabilities (including retainage invoiced to customers contingent upon anything other than the passage of time), capitalized costs to fulfill contracts, retainage payable to sub-contractors and accrued losses on uncompleted contracts. A one-year time period is used to classify all other current assets and liabilities when not otherwise prescribed by the applicable accounting principles. Contract Assets and Liabilities The timing between when the Company invoices for its construction design-build customers can create a contract asset or contract liability. Refer to Note 3 - Revenue from Contracts with Customers for further discussion of the Company's contract assets and liabilities. Recently Issued Accounting Standards From time to time, the Financial Accounting Standards Board (the "FASB") or other standards setting bodies issue new accounting pronouncements. The FASB issues updates to new accounting pronouncements through the issuance of an Accounting Standards Update ("ASU"). Unless otherwise discussed, the Company believes that the impact of recently issued guidance, whether adopted or to be adopted in the future, is not expected to have a material impact on the Company’s financial statements upon adoption. Management has reviewed all other recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on the Company's financial condition or the results of our operations.

REVENUE FROM CONTRACTS WITH CUS

REVENUE FROM CONTRACTS WITH CUSTOMERS	3 Months Ended
REVENUE FROM CONTRACTS WITH CUSTOMERS	Mar. 31, 2024
Revenue from Contract with Customer [Abstract]
REVENUE FROM CONTRACTS WITH CUSTOMERS	REVENUE FROM CONTRACTS WITH CUSTOMERS The Company recognizes revenue predominantly from the sale of equipment systems, services, construction design-build, and from other various immaterial contracts with customers from its CEA and Commercial sectors. The table below presents the revenue by source for the three months ended March 31, 2024 and 2023: For the three months ended March 31, 2024 CEA Commercial Total Relative Percentage Equipment systems $ 2,508,287 $ — $ 2,508,287 16% Services 867,907 2,265,886 3,133,793 20% Construction design-build 957,623 8,726,191 9,683,814 63% Other 75,141 — 75,141 —% Total revenues and other income $ 4,408,958 $ 10,992,077 $ 15,401,035 100% Relative percentage 29 % 71 % 100 % For the three months ended March 31, 2023 CEA Commercial Total Relative Percentage Equipment systems $ 2,905,035 $ — $ 2,905,035 17% Services 1,577,026 1,893,627 3,470,653 21% Construction design-build 383,524 9,811,814 10,195,338 61% Other 183,745 — 183,745 1% Total revenues and other income $ 5,049,330 $ 11,705,441 $ 16,754,771 100% Relative percentage 30 % 70 % 100 % Under Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers , a performance obligation is a promise in a contract with a customer, to transfer a distinct good or service to the customer. Equipment systems contracts are lump sum contracts, which require the performance of some, or all, of the obligations under the contract for a specified amount. Service revenue contracts, which include both architectural and engineering designs, generally contain multiple performance obligations which can span across multiple phases of a project and are generally set forth in the contract as distinct milestones. The majority of construction design-build contracts have a single performance obligation, as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts and, therefore, not distinct. Some contracts have multiple performance obligations, most commonly due to the contract covering multiple phases of the project life cycle (design and construction). The transaction price for service contracts and construction design-build contracts is allocated to each distinct performance obligation and recognized as revenue when, or as, each performance obligation is satisfied. When there are multiple performance obligations under the same service contract, the Company allocates the transaction price to each performance obligation based on the standalone selling price. In general, payment terms are fixed at the time of the contract and are not subject to discounts, incentives, payment bonuses, credits, or penalties, unless negotiated in an amendment. When establishing the selling price to the customer, the Company uses various observable inputs. For equipment systems, the stand-alone selling price is determined by forecasting the expected costs of the products, and then adding in the appropriate margins established by management. For service revenues and construction design-build revenues, the Company estimates the selling price by reference to certain physical characteristics of the project, which include the facility size, the complexity of the design, and the mechanical systems involved, which are indicative of the scope and complexity for those services. Significant judgments are typically not required with respect to the determination of the transaction price based on the nature of the selling prices of the products and services delivered and the collectability of those amounts. Accordingly, the Company does not consider estimates of variable consideration to be constrained. The Company recognizes equipment systems, services, and construction design-build revenues when the performance obligation with the customer is satisfied. For satisfaction of equipment system revenues, the Company recognizes revenue when control of the promised good transfers to the customer, which predominately occurs at the time of shipment. For service revenues, satisfaction occurs as the services related to the distinct performance obligations are rendered or completed in exchange for consideration in an amount for which the Company is entitled. The time period between recognition and satisfaction of performance obligations is generally within the same reporting period; thus, there are no material unsatisfied or partially unsatisfied performance obligations for product or service revenues at the end of the reporting period. Construction design-build revenues are recognized as the Company's obligations are satisfied over time, using the ratio of project costs incurred to estimated total costs for each contract because of the continuous transfer of control to the customer as all of the work is performed at the customer’s site and, therefore, the customer controls the asset as it is being constructed. This continuous transfer of control to the customer is further supported by clauses in the contract that allow the customer to unilaterally terminate the contract for convenience, pay the Company for costs incurred plus a reasonable profit and take control of any work in process. This cost-to-cost measure is used for our construction design-build contracts because management considers it to be the best available measure of progress on these contracts. Contract modifications through change orders, claims and incentives are routine in the performance of the Company’s construction design-build contracts to account for changes in the contract specifications or requirements. In most instances, contract modifications are not distinct from the existing contract due to the significant integration of services provided in the contract and are accounted for as a modification of the existing contract and performance obligation. Either the Company or its customers may initiate change orders, which may include changes in specifications or designs, manner of performance, facilities, equipment, materials, sites and period of completion of the work. Change orders that are unapproved as to both price and scope are evaluated as claims. The Company considers claims to be amounts in excess of approved contract prices that the Company seeks to collect from its customers or others for customer-caused delays, errors in specifications and designs, contract terminations, change orders that are either in dispute or are unapproved as to both scope and price, or other causes of unanticipated additional contract costs. The timing of when the Company bills customers on long-term construction design-build contracts is generally dependent upon agreed-upon contractual terms, which may include milestone billings based on the completion of certain phases of the work, or when services are provided. When as a result of contingencies, billings cannot occur until after the related revenue has been recognized, the result is unbilled revenue, which is included in contract assets. Additionally, when the Company may receives advances or deposits from customers before revenue is recognized; the result is deferred revenue, which is included in contract liabilities. Retainage subject to conditions other than the passage of time are included in contract assets and contract liabilities. Contract assets represent revenues recognized in excess of amounts paid or payable (contract receivables) to the Company on uncompleted contracts. Contract liabilities represent the Company’s obligation to perform on uncompleted contracts with customers for which the Company has received payment or for which contract receivables are outstanding. The following table provides information about contract assets and contract liabilities from contracts with customers: March 31, 2024 December 31, 2023 Contract assets Revenue recognized in excess of amounts paid or payable (contract receivables) to the Company on uncompleted contracts (contract asset), excluding retainage $ 7,357,378 $ 7,729,531 Retainage included in contract assets due to being conditional on something other than solely passage of time $ 722,771 $ 707,036 Total contract assets $ 8,080,149 $ 8,436,567 March 31, 2024 December 31, 2023 Contract liabilities Payments received or receivable (contract receivables) in excess of revenue recognized on uncompleted contracts (contract liability), excluding retainage $ 3,502,427 $ 3,895,826 Retainage included in contract liabilities due to being conditional on something other than solely passage of time $ 73,102 $ 54,307 Total contract liabilities $ 3,575,529 $ 3,950,133 For equipment systems contracts, the Company’s predominant policy is to collect deposits from customers at the beginning of the contract and the balance of the contract payment prior to shipping. The Company does, in some cases, collect deposits or retainers as down payments on service contracts. Consumable products orders may be paid for in advance of shipment or for recurring customers with credit, payment terms of 30 days or less may be extended by the Company. Customer payments that have been collected prior to the performance obligation being recognized are recorded as customer deposit liabilities on the balance sheet. When the performance obligation is satisfied and all the criteria for revenue recognition are met, revenue is recognized. In certain situations when the customer has paid the deposit and services have been performed but the customer chooses not to proceed with the contract, the Company is entitled to keep the deposit and recognize revenue.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
RELATED PARTY TRANSACTIONS	Mar. 31, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONS A director of the Company is an owner of Cloud 9 Support, LLC (“Cloud 9”) and Potco LLC (“Potco”). Cloud 9 purchases materials from the Company for use with its customers and Potco purchases equipment from the Company for use in its cultivation facility. Another director of the Company is working on a vertical farming innovation model with a group of CEA experts (the “CEA Consortium”). The CEA Consortium contracts services from the Company related to their business model. The table below presents the revenues for these related party entities for the three months ended March 31, 2024, and 2023: Three Months Ended 2024 2023 Revenue - Cloud 9 $ — $ — Revenue - Potco $ — $ 479,897 Revenue - CEA Consortium $ — $ — Total revenues from related party transactions $ — $ 479,897 The table below presents the accounts receivable from these related party entities as of March 31, 2024, and December 31, 2023:

PREPAID EXPENSES AND OTHER ASSE

PREPAID EXPENSES AND OTHER ASSETS	3 Months Ended
PREPAID EXPENSES AND OTHER ASSETS	Mar. 31, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
PREPAID EXPENSES AND OTHER ASSETS	PREPAID EXPENSES AND OTHER ASSETS Prepayments and other assets are comprised of prepayments paid to vendors to initiate orders, prepaid services and fees, inventories, and other assets. These amounts are summarized as follows: March 31, 2024 December 31, 2023 Vendor prepayments $ 970,337 $ 130,522 Prepaid services and fees 1,312,913 1,168,309 Inventories 236,814 228,858 Other assets 34,995 223,875 Total Prepaid expenses and other assets $ 2,555,059 $ 1,751,564

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	3 Months Ended
PROPERTY AND EQUIPMENT, NET	Mar. 31, 2024
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT, NET	PROPERTY AND EQUIPMENT, NET Property and equipment balances are summarized as follows: March 31, 2024 December 31, 2023 Computers and technology equipment $ 297,592 $ 294,322 Furniture and fixtures 325,485 325,485 Leasehold improvements 228,760 228,760 Vehicles 432,823 432,823 Software 1,075,813 1,087,569 Other equipment 145,950 145,951 Accumulated depreciation (1,250,866) (1,095,517) Total Property and equipment, net $ 1,255,557 $ 1,419,393 Depreciation expense for the three months ended March 31, 2024, and 2023 totaled $195,262 and $94,049, respectively.

INVESTMENTS

INVESTMENTS	3 Months Ended
INVESTMENTS	Mar. 31, 2024
Investments, Debt and Equity Securities [Abstract]
INVESTMENTS	INVESTMENTS As of March 31, 2024 and December 31, 2023 the Company did not have any investments. XS Financial On October 30, 2021, the Company participated in a convertible note offering of Xtraction Services, Inc., a/k/a XS Financial Inc. (CSE: XSF) (OTCQB: XSHLF) ("XSF"), a specialty finance company providing CAPEX financing solutions, including equipment leasing, to CEA companies in the United States. The Company invested $2,500,000 of a total $43,500,000 raised by XSF. Prior to any Nasdaq listing, the investment incurs 9.5% interest payable, of which, 7.5% is cash interest and 2.0% is interest paid in kind. Subsequent to any Nasdaq listing by XSF, the investment incurs 8.0% cash interest. The debt matures on October 28, 2023, with a one-year option at the sole discretion of XSF to extend the maturity date. In addition, the Company received 1,250,000 warrants denominated in Canadian dollars ("C$") with a C$0.45 exercise price as subject to the warrant instrument. No value was attributed to the warrants at the time of the investment. In August 2023, the Company entered into an agreement to sell back its investment to XSF for $2.3 million and cancel the warrants. The Company received the $2.3 million in proceeds on August 30, 2023. In connection with the agreement to sell the investment, the Company recorded an impairment loss of $0.3 million.

GOODWILL & INTANGIBLE ASSETS

GOODWILL & INTANGIBLE ASSETS	3 Months Ended
GOODWILL & INTANGIBLE ASSETS	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL & INTANGIBLE ASSETS	GOODWILL & INTANGIBLE ASSETS Goodwill The Company has recorded goodwill in conjunction with the acquisitions it has completed. The goodwill balances as of March 31, 2024 and December 31, 2023 were $9,688,975 and $9,688,975, respectively. Goodwill is not amortized. The Company did not record any impairment charges related to goodwill for the three months ended March 31, 2024 and 2023. Intangible Assets Other Than Goodwill Intangible assets as of March 31, 2024 and December 31, 2023 consisted of the following: March 31, 2024 Cost Accumulated Amortization Net Book Value Finite-lived intangible assets: Customer relationships $ 3,269,201 $ (1,110,830) $ 2,158,371 Trademarks and trade names 1,778,000 (752,317) 1,025,683 Backlog 707,400 (707,400) — Licenses 16,437 (16,437) — Total finite-lived intangible assets: 5,771,038 (2,586,984) 3,184,054 Indefinite-lived intangible assets: Trade name 28,291 — 28,291 Patents 44,276 — 44,276 Total indefinite-lived intangible assets 72,567 — 72,567 Total intangible assets, net $ 5,843,605 $ (2,586,984) $ 3,256,621 December 31, 2023 Cost Accumulated Amortization Net Book Value Finite-lived intangible assets: Customer relationships 3,269,201 (1,004,743) 2,264,458 Trademarks and trade names 1,778,000 (663,417) 1,114,583 Backlog 707,400 (707,400) — Licenses 16,437 (16,437) — Total finite-lived intangible assets: 5,771,038 (2,391,997) 3,379,041 Indefinite-lived intangible assets: Trade name 28,291 — 28,291 Patents 44,276 — 44,276 Total indefinite-lived intangible assets 72,567 — 72,567 Total intangible assets, net $ 5,843,605 $ (2,391,997) $ 3,451,608 Amortization expense for intangible assets subject to amortization for the three months ended March 31, 2024 and 2023 was $194,988 and $310,020, respectively. The estimated future amortization expense for intangible assets subject to amortization as of March 31, 2024, is summarized below: For the years ending December 31, Estimated Future Remainder of 2024 $ 584,968 2025 779,948 2026 738,364 2027 513,714 2028 405,306 2029 161,754 Total estimated future amortization expense $ 3,184,054

ACCRUED EXPENSES

ACCRUED EXPENSES	3 Months Ended
ACCRUED EXPENSES	Mar. 31, 2024
Payables and Accruals [Abstract]
ACCRUED EXPENSES	ACCRUED EXPENSES Accrued expenses are summarized as follows: March 31, December 31, Accrued operating expenses $ (16,714) $ 277,987 Accrued wages and related expenses 1,480,361 1,349,195 Business development accrual 340,335 376,816 Accrued interest expense 35,671 26,000 Accrued 401(k) 22,346 66,642 Accrued sales tax payable 3,208,636 3,187,638 Total accrued expenses $ 5,070,635 $ 5,284,278

NOTES PAYABLE

NOTES PAYABLE	3 Months Ended
NOTES PAYABLE	Mar. 31, 2024
Debt Disclosure [Abstract]
NOTES PAYABLE	NOTES PAYABLE The table below shows outstanding notes payable amounts as of March 31, 2024 and December 31, 2023. As of March 31, 2024 December 31, 2023 Line of credit $ 2,000,000 $ 2,500,000 DVO note 204,330 575,240 Other financing agreements 286,156 129,600 Total $ 2,490,486 $ 3,204,840 Less current maturities (2,490,486) (3,204,840) Long Term — – On December 13, 2023, UG Construction, a wholly owned subsidiary of the Company, entered into an interest only asset based revolving Loan Agreement (the “Line of Credit”) with Gemini Finance Corp. (“Lender”) pursuant to which Lender extended to UG Construction a secured line of credit in an amount not to exceed $10,000,000, to be used to assist UG Construction and the Company with cash management. Lender will consider requests for advances under the Line of Credit, which Lender may accept or reject in its discretion, until September 12, 2024 (the “Initial Term”), subject to an automatic extension for an additional nine-month term until May 12, 2025, provided that UG Construction is in compliance with all the terms of the applicable loan documents and Lender has not sent a written notice of non-renewal at least 60 days prior to expiration of the Initial Term. The Line of Credit contains standard events of default and representations and warranties by UG Construction and the Lender and the Company have entered into a Continuing Guaranty pursuant to which the Company will guarantee repayment of the loans associated with the Line of Credit (the “Guaranty Agreement”). Loans made under the Line of Credit shall be evidenced by a Secured Promissory Note - Revolving issued by UG Construction to the Lender (the “Promissory Note”), and each draw on the Promissory Note shall be due and payable on or before 180 days after such draw is funded to UG Construction; provided that, such draw is also subject to a mandatory prepayment upon UG Construction’s receipt of payment for any invoice previously submitted and approved for financing by Lender. Lender will receive a security interest in UG Construction’s Collateral (as defined in the “Security Agreement” entered into as part of the Line of Credit). The Promissory Note earns interest at a monthly rate of one and seventy-five hundredths percent (1.75%). In connection with entering in the Line of Credit, the Company has agreed to issue to Bancroft Capital, LLC (the “Placement Agent”) cash and warrant compensation in two separate tranches, the first being earned upon closing of the Line of Credit and the remainder of which will be due if and when UG Construction draws more than $4,500,000 from the Line of Credit. Both instances are detailed as follows: 1. At closing of the Line of Credit, the Placement Agent earned a cash fee of $200,000. In addition to the cash fee, the Company will issue to the Placement Agent or its designees, $200,000 worth of warrants (the “Placement Agent’s Warrants”) to purchase the Company’s common stock at a price per share equal to 110% of the daily volume weighted average closing price of the Company’s common stock on the Nasdaq exchange for a period consisting of ten (10) consecutive trading days ending on and inclusive of the trading day of the Closing. The Placement Agent’s Warrants will be exercisable at any time and from time to time, in whole or in part, during the four and a half-year period commencing six (6) months from the date of issuance. The Placement Agent’s Warrants will provide for registration rights (including a one-time demand registration right and unlimited piggyback rights), cashless exercise and customary anti-dilution provisions (for stock dividends and splits) and anti-dilution protection (adjustment in the number and price of such warrants and the shares underlying such warrants) resulting from corporate events (which would include dividends, reorganizations, mergers, etc.). 2. If and when Emerald draws more than $4,500,000 from the Line of Credit, the Placement Agent will earn an additional cash fee of $200,000, and an additional $200,000 worth of Placement Agent’s Warrants to purchase the Company’s common stock at a price per share equal to 110% of the daily volume weighted average closing price of the Company’s common stock on the Nasdaq exchange for a period consisting of ten (10) consecutive trading days ending on and inclusive of the trading day of the date that the draws exceeding $4,500,000 were to take place. As part of the Asset Purchase Agreement of DVO, a non-negotiable promissory note in the aggregate principal amount of $3,806,250, payable to DVO was issued effective November 1, 2022 (the "DVO Promissory Note"). The principal amount, together with the simple interest accrued on the unpaid principal amount outstanding was to be paid by the Company on a quarterly basis for the first four consecutive quarters, with the first payment paid in January 2023, and the remaining three payments due ten days following the end of each subsequent fiscal quarter thereafter until the earlier of the end of the fourth full fiscal quarter following the closing date December 31, 2023 or the payment in full of all amounts due. In the third quarter ended September 30, 2023, a portion of that quarter’s note payment was extended to the first quarter ended March 31, 2024. The DVO Promissory Note may be prepaid in whole or in part at any time without premium or penalty; provided, that each payment shall be accompanied by payment of all unpaid costs, fees and expenses, if any, which are due plus all accrued and unpaid interest due as of the date of such prepayment. The outstanding principal balance under the DVO Promissory Note shall bear simple interest at a variable rate per annum equal to the rate of interest most recently published by JP Morgan Chase & Co. as the "prime rate" (the "Prime Rate"). Initially, interest will accrue at the Prime Rate as of the date of the DVO Promissory Note. The interest rate will be adjusted on a quarterly basis as of the first day of each full fiscal quarter following the first full fiscal quarter after the closing date to the then current Prime Rate. In connection with the extension of the DVO Promissory Note payment to the first quarter ended March 31, 2024, the interest rate was revised to a fixed rate of 10%, with principal and interest to be paid on a weekly basis. The other financing agreements relate to short-term financing of the Company's insurance policies and are at an average interest rate of 13.6%.

RIGHT OF USE ASSETS AND LIABILI

RIGHT OF USE ASSETS AND LIABILITIES	3 Months Ended
RIGHT OF USE ASSETS AND LIABILITIES	Mar. 31, 2024
Leases [Abstract]
RIGHT OF USE ASSETS AND LIABILITIES	RIGHT OF USE ASSETS AND LIABILITIES As of March 31, 2024, the Company has seven operating type leases with an imputed annual interest rate of 8.0%. Each of the Company's operating type leases are utilized as office space with one lease also including a warehouse for inventory. Five of the leases were acquired by the Company in connection with its various acquisitions. The remaining lease terms range from less than one year to 6 years, as of March 31, 2024. The following is a summary of operating lease liabilities: March 31, December 31, Operating lease liabilities related to right of use assets $ 1,966,420 $ 2,087,503 Less current portion (673,920) (707,141) Long term $ 1,292,500 $ 1,380,362 The following is a schedule showing total future minimum lease payments: For the period ending March 31, Minimum Remainder of 2024 $ 552,251 2025 573,133 2026 404,751 2027 346,812 2028 253,415 Thereafter 82,488 Total minimum lease payments 2,212,850 Less: Amount representing interest (246,430) Net lease obligations $ 1,966,420 From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. There are no ongoing legal proceedings for which management believes the ultimate outcome would have a material adverse effect on the Company’s results of operations and cash flows. On August 11, 2023, the Company entered into a settlement agreement (the “Settlement Agreement”) with Crest Ventures, LLC (“Crest”) and Andrew Telsey to settle all claims in the litigation filed in the District Court for Arapahoe County, Colorado, Case No. 2021CV31301. Pursuant to the Settlement Agreement, the Company paid $1,500,000 to Crest on September 7, 2023. In connection with this settlement, the Company recorded a loss in the second quarter ended June 30, 2023 of $1,500,000 in accordance with GAAP related to loss contingencies.
RIGHT OF USE ASSETS AND LIABILITIES	RIGHT OF USE ASSETS AND LIABILITIES As of March 31, 2024, the Company has seven operating type leases with an imputed annual interest rate of 8.0%. Each of the Company's operating type leases are utilized as office space with one lease also including a warehouse for inventory. Five of the leases were acquired by the Company in connection with its various acquisitions. The remaining lease terms range from less than one year to 6 years, as of March 31, 2024. The following is a summary of operating lease liabilities: March 31, December 31, Operating lease liabilities related to right of use assets $ 1,966,420 $ 2,087,503 Less current portion (673,920) (707,141) Long term $ 1,292,500 $ 1,380,362 The following is a schedule showing total future minimum lease payments: For the period ending March 31, Minimum Remainder of 2024 $ 552,251 2025 573,133 2026 404,751 2027 346,812 2028 253,415 Thereafter 82,488 Total minimum lease payments 2,212,850 Less: Amount representing interest (246,430) Net lease obligations $ 1,966,420 From time to time, the Company is involved in routine litigation that arises in the ordinary course of business. There are no ongoing legal proceedings for which management believes the ultimate outcome would have a material adverse effect on the Company’s results of operations and cash flows. On August 11, 2023, the Company entered into a settlement agreement (the “Settlement Agreement”) with Crest Ventures, LLC (“Crest”) and Andrew Telsey to settle all claims in the litigation filed in the District Court for Arapahoe County, Colorado, Case No. 2021CV31301. Pursuant to the Settlement Agreement, the Company paid $1,500,000 to Crest on September 7, 2023. In connection with this settlement, the Company recorded a loss in the second quarter ended June 30, 2023 of $1,500,000 in accordance with GAAP related to loss contingencies.

RISKS AND UNCERTAINTIES

RISKS AND UNCERTAINTIES	3 Months Ended
RISKS AND UNCERTAINTIES	Mar. 31, 2024
Risks and Uncertainties [Abstract]
RISKS AND UNCERTAINTIES	RISKS AND UNCERTAINTIES Concentration Risk The table below shows customers who account for 10% or more of the Company’s total revenues and 10% or more of the Company’s accounts receivable for the periods presented: Customers exceeding 10% of revenue Three Months Ended Company Customer Number 2024 2023 C000002187 42 % 43 % C000002336 * 17 % C000002596 13 % * C000002463 11 % * Amounts less than 10% Customers exceeding 10% of accounts receivable As of As of Company Customer Number 2024 2023 C000002187 57 % C000002345 14 % * C000002596 13 % * Amounts less than 10% The table below shows vendors who account for 10% or more of the Company’s total purchases and 10% or more of the Company’s accounts payable for the periods presented: Vendors exceeding 10% of purchases Three Months Ended Company Vendor Number 2024 2023 V000002275 19 % V000002589 14 % * V000002503 14 % * Amounts less than 10% Vendors exceeding 10% of accounts payable As of As of Company Vendor Number 2024 2023 V000002275 14 % 13 % Amounts less than 10% Foreign Exchange Risk Although our revenues and expenses are expected to be predominantly denominated in United States dollars, we may be exposed to currency exchange fluctuations. Recent events in the global financial markets have been coupled with increased volatility in the currency markets. Fluctuations in the exchange rate between the U.S. dollar, the Canadian dollar, the Euro, and the currency of other regions in which we may operate may have a material adverse effect on our business, financial condition and operating results. We may, in the future, establish a program to hedge a portion of our foreign currency exposure with the objective of minimizing the impact of adverse foreign currency exchange movements. However, even if we develop a hedging program, it may not mitigate currency risks.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
STOCK-BASED COMPENSATION	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
STOCK-BASED COMPENSATION	STOCK-BASED COMPENSATION Based on the vesting schedule of the grants of restricted stock units (“RSU” or “RSUs”) and options, stock-based compensation expense for the three months ended March 31, 2024 and 2023 totaled $656,576 and $479,641, respectively. The Company has adopted the 2021 Omnibus Stock Incentive Plan, as amended (the “Omnibus Incentive Plan”), which provides for the issuance of incentive stock options, grants of RSUs, and stock-based awards to employees, directors, and consultants of the Company to reward and attract employees and compensate the Company’s Board of Directors (the “Board”) and vendors when applicable. The Omnibus Incentive Plan is administered by the Company's Board. Grants of RSUs under the Omnibus Incentive Plan are valued at no less than the market price of the stock on the date of grant. The fair value of the options is calculated using the Black-Scholes pricing model based on the estimated market value of the underlying common stock at the valuation measurement date, the remaining contractual term of the options, risk-free interest rate and expected volatility of the price of the underlying common stock of 100%. There is a moderate degree of subjectivity involved when estimating the value of stock options with the Black-Scholes option pricing model as the assumptions used are moderately judgmental. Grant of RSUs and stock options are sometimes offered as part of an employment offer package, to ensure continuity of service or as a reward for performance. Grants of RSUs and stock options typically require a 1 to 3 year period of continued employment or service performance before the grant of RSUs or stock options vest. No cash flow effects are anticipated for grants of RSUs or stock options. The following schedule shows grants of RSU activity for the three months ended March 31, 2024: Number of Grants of RSUs unvested as of December 31, 2023 580,292 Grants of RSUs 298,857 Forfeiture/cancelled (27,159) Grants of RSUs vested and issued (375,177) Grants of RSUs unvested as of March 31, 2024 476,813 The following table summarizes the vesting time periods of these unvested RSUs: Number of Shares Vesting Time Period 92,911 Remainder of 2024 169,556 2025 214,346 2026 476,813 The following schedule shows stock option activity for the three months ended March 31, 2024. OPTIONS: Number of Shares Weighted Weighted Stock options outstanding as of December 31, 2023 501,829 4.67 $ 6.81 Issued — 0 $ — Forfeited (39,880) 0 $ 6.52 Exercised — 0 $ — Stock options outstanding as of March 31, 2024 461,949 4.30 $ 6.83 Stock options exercisable as of March 31, 2024 441,922 0 $ 6.77 As of March 31, 2024, the Company has $0 in unrecognized stock-based compensation expense related to these stock options. The aggregate intrinsic value of the options outstanding and exercisable at March 31, 2024 is $0.

STOCKHOLDERS_ EQUITY

STOCKHOLDERS’ EQUITY	3 Months Ended
STOCKHOLDERS’ EQUITY	Mar. 31, 2024
Equity [Abstract]
STOCKHOLDERS’ EQUITY	STOCKHOLDERS’ EQUITY On May 24, 2021, the Board authorized a stock repurchase program to purchase up to $5.0 million of the currently outstanding shares of the Company’s common stock, over a period of 12 months through open market purchases, in compliance with Rule 10b-18 under the Securities Exchange Act of 1934. On January 18, 2022, the Board authorized a $2.0 million increase to the stock repurchase program, to a total of $7.0 million. On February 2, 2022, the Board authorized an additional $1.5 million increase to the stock repurchase, to a total of $8.5 million. On September 12, 2022, the Board authorized an additional $2 million increase to the stock repurchase, to a total of $10.5 million. In total, the Company has repurchased 1,099,833 shares of common stock at an average price per share of $8.25 for a total of $9.1 million, under this program. The Company did not repurchase shares of common stock either during the three months ended March 31, 2024 or during the three months ended March 31, 2023. As of March 31, 2024, we have $1.4 million remaining under the repurchase program. In February 2021, the Company repurchased 350,000 shares of common stock with an average price per share of $8.50, for a total of $3.0 million, outside of any stock repurchase or publicly announced program. The following table shows warrant activity for the three months ended March 31, 2024. Number of Weighted Warrants outstanding as of December 31, 2023 511,681 $ 8.74 Issued — $ — Exercised — $ — Expired — $ — Warrants outstanding as of March 31, 2024 511,681 $ 8.74 Warrants exercisable as of March 31, 2024 336,150 $ 12.65 The aggregate intrinsic value of the warrants outstanding and exercisable as of March 31, 2024 is $20,477.

WARRANTS

WARRANTS	3 Months Ended
WARRANTS	Mar. 31, 2024
Equity [Abstract]
WARRANTS	STOCKHOLDERS’ EQUITY On May 24, 2021, the Board authorized a stock repurchase program to purchase up to $5.0 million of the currently outstanding shares of the Company’s common stock, over a period of 12 months through open market purchases, in compliance with Rule 10b-18 under the Securities Exchange Act of 1934. On January 18, 2022, the Board authorized a $2.0 million increase to the stock repurchase program, to a total of $7.0 million. On February 2, 2022, the Board authorized an additional $1.5 million increase to the stock repurchase, to a total of $8.5 million. On September 12, 2022, the Board authorized an additional $2 million increase to the stock repurchase, to a total of $10.5 million. In total, the Company has repurchased 1,099,833 shares of common stock at an average price per share of $8.25 for a total of $9.1 million, under this program. The Company did not repurchase shares of common stock either during the three months ended March 31, 2024 or during the three months ended March 31, 2023. As of March 31, 2024, we have $1.4 million remaining under the repurchase program. In February 2021, the Company repurchased 350,000 shares of common stock with an average price per share of $8.50, for a total of $3.0 million, outside of any stock repurchase or publicly announced program. The following table shows warrant activity for the three months ended March 31, 2024. Number of Weighted Warrants outstanding as of December 31, 2023 511,681 $ 8.74 Issued — $ — Exercised — $ — Expired — $ — Warrants outstanding as of March 31, 2024 511,681 $ 8.74 Warrants exercisable as of March 31, 2024 336,150 $ 12.65 The aggregate intrinsic value of the warrants outstanding and exercisable as of March 31, 2024 is $20,477.

INCOME TAXES

INCOME TAXES	3 Months Ended
INCOME TAXES	Mar. 31, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company has experienced cumulative losses for both book and tax purposes since inception. The potential future recovery of any tax assets that the Company may be entitled to due to these accumulated losses is uncertain and any tax assets that that the Company may be entitled to have been fully reserved based on management’s current estimates. Management intends to continue maintaining a full valuation allowance on the Company’s deferred tax assets until there is sufficient evidence to support the reversal of all or some portion of these allowances.The deferred income tax benefit for the three months ended March 31, 2024 and 2023 relates to the reduction in the deferred tax liability associated with the amortization of the intangible assets from the acquisitions of the 2WR Entities and Emerald. The Company records state income taxes paid during the year within the Other income (expense) financial statement line item.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
SUBSEQUENT EVENTS	Mar. 31, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS Term Loan On October 1, 2024, urban-gro, Inc. (the “Company”) entered into an asset based term Loan Agreement (the “Loan”) with Grow Hill, LLC, a Washington limited liability company (the “Lender”) pursuant to which the Lender extended to the Company a secured loan of $2,100,000, to be used to assist the Company with cash management, including to support the Company’s growth in the cannabis industry. The Loan is for a term of 24 months and has an origination fee of $100,000, which was added to the amount of the Loan. There is no penalty to prepayment, except the Lender will receive at least $150,000 in minimum interest if Company chooses to prepay the Loan. The Loan contains standard events of default and representations and warranties by the Company and the Lender. The Loan is evidenced by a Secured Promissory Note issued by the Company to the Lender (the “Grow Hill Promissory Note”). The Lender received a security interest in certain of the Company’s assets pursuant to a security agreement between the Company and the Lender (the “Security Agreement”), which does not include any assets of the Company’s subsidiaries, including those securing the Company’s existing line of credit. The Grow Hill Promissory Note accrues simple interest at an annual rate of fifteen percent (15%). In connection with entering in the Loan, the Company issued to Lender a warrant (the “Warrant”) to purchase up to an aggregate of 160,000 shares of the Company’s common stock at an exercise price of $2.50 per share. The Warrant is exercisable immediately, will expire on the five (5) year anniversary of issuance, and is exercisable on a cashless basis at the election of the holder. Modification of Agreement with Bancroft Related to Line of Credit On October 2, 2024, the Company amended its agreement with the Placement Agent to modify the terms of the cash and warrant compensation associated with the Line of Credit. Under this amendment, the threshold at which the second tranche of cash and warrant compensation was increased such that under the new agreement the Company has to draw more than $6,000,000 from the Line of Credit in order for the Placement Agent to earn an additional cash fee of $200,000 and an additional $200,000 worth of Placement Agent's Warrants to purchase the Company's common stock at a price per share equal to 110% of the daily volume weighted average closing price of the Company’s common stock on the Nasdaq exchange for a period consisting of ten (10) consecutive trading days ending on and inclusive of the trading day of the date that the draws exceeding $6,000,000 were to take place. Increase in Shares Available to be Issued Under 2021 Omnibus Plan In the Company's Annual Meeting on June 19, 2024 the Company’s shareholders approved an amendment to the Company's Omnibus 2021 Stock Incentive Plan (the “Plan") to increase the aggregate number of shares available for issuance under the Plan by 1,200,000 shares. All other descriptors of the Plan in Note 14 remain unchanged. Equity Issuances After March 31, 2024 Subsequent to March 31, 2024, 952,194 RSUs were granted to employees, directors, and consultants with various vesting periods. Settlement of Pullar Lawsuit On May 5, 2022, Robert Pullar (“Pullar”) filed a lawsuit against urban-gro and Bradley Nattrass, in his capacity as the Company’s CEO, relating to a prior settlement agreement the Company had entered into with Pullar. On Friday, January 31, 2025, the parties entered a settlement agreement, without any admission of liability or wrongdoing, to settle all claims associated with the litigation in exchange for a cash payment by the Company to Pullar of $250,000 and an issuance of a warrant to purchase up to 75,000 shares of common stock with an exercise price per share of $1.00.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Mar. 31, 2024
Accounting Policies [Abstract]
Unaudited Condensed Consolidated Financial Statements	Unaudited Condensed Consolidated Financial Statements
Use of Estimates	Use of Estimates In preparing condensed consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of assets and liabilities at the date of the condensed consolidated financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include estimated revenues earned under construction design-build contracts; estimated useful lives and potential impairment of long-lived assets, intangibles and goodwill; inventory write-offs; allowance for deferred tax assets; and allowance for bad debt.
Reclassification and Balance Sheet Classifications	Reclassification Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported results of operations. Balance Sheet Classifications The Company includes in current assets and liabilities the following amounts that are in connection with construction contracts that may extend beyond one year: contract assets and contract liabilities (including retainage invoiced to customers contingent upon anything other than the passage of time), capitalized costs to fulfill contracts, retainage payable to sub-contractors and accrued losses on uncompleted contracts. A one-year time period is used to classify all other current assets and liabilities when not otherwise prescribed by the applicable accounting principles.
Contract Assets and Liabilities	Contract Assets and Liabilities
Recently Issued Accounting Standards	Recently Issued Accounting Standards From time to time, the Financial Accounting Standards Board (the "FASB") or other standards setting bodies issue new accounting pronouncements. The FASB issues updates to new accounting pronouncements through the issuance of an Accounting Standards Update ("ASU"). Unless otherwise discussed, the Company believes that the impact of recently issued guidance, whether adopted or to be adopted in the future, is not expected to have a material impact on the Company’s financial statements upon adoption. Management has reviewed all other recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on the Company's financial condition or the results of our operations.

RESTATEMENT OF PREVIOUSLY FIL_2

RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS (Tables)	3 Months Ended
	Mar. 31, 2024
Accounting Changes and Error Corrections [Abstract]
Schedule of Error Corrections and Prior Period Adjustments	The following tables show the unaudited quarterly condensed consolidated financial information for the three months ended March 31, 2024. The accompanying applicable notes have been updated to reflect the effects of the restatement. The amounts in the "As Reported" columns are amounts derived from the Company's previously filed financial statements in its Quarterly Report on Form 10-Q for the three month period ended March 31, 2024, originally filed with the Securities and Exchange Commission on April 30, 2024 (the “Original Form 10-Q”). The amounts in the "Restatement Adjustments" columns present the impact of the adjustments arising from the re-audit of the Company’s 2023 financial statements and re-review of the Company’s unaudited quarterly condensed consolidated financial information for the three months ended March 31, 2024. The amounts in the "As Restated" columns are the updated amounts including the impact from the Restatement Adjustments. As of March 31, 2024 As Restatement As ASSETS Reported Adjustments Restated Current assets: Cash $ 692,680 $ (44,083) $ 648,597 Accounts receivable, net 18,754,870 (429,692) 18,325,178 Contract receivables 10,174,845 (2,094,696) 8,080,149 Prepaid expenses and other current assets 3,606,595 (1,051,536) 2,555,059 Total current assets 33,228,990 (3,620,007) 29,608,983 Non-current assets: Property and equipment, net 1,255,557 — 1,255,557 Operating lease right of use assets, net 1,918,532 — 1,918,532 Goodwill 15,572,050 (5,883,075) 9,688,975 Intangible assets, net 4,155,175 (898,554) 3,256,621 Total non-current assets 22,901,314 (6,781,629) 16,119,685 Total assets $ 56,130,304 $ (10,401,636) $ 45,728,668 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable 24,987,061 (1,144,267) 23,842,794 Contract liabilities 3,093,242 482,287 3,575,529 Accrued expenses 3,632,874 1,437,761 5,070,635 Customer deposits 555,676 — 555,676 Contingent consideration 49,830 — 49,830 Notes payable 2,490,486 — 2,490,486 Operating lease liabilities 673,920 — 673,920 Total current liabilities 35,483,089 775,781 36,258,870 Non-current liabilities: Operating lease liabilities, net of current portion 1,292,500 — 1,292,500 Deferred tax liability 769,036 (773,106) (4,070) Total non-current liabilities 2,061,536 (773,106) 1,288,430 Total liabilities $ 37,544,625 $ 2,675 $ 37,547,300 Commitments and contingencies (note 11) Shareholders’ equity: Preferred stock, $0.10 par value; 3,000,000 shares authorized; 0 and 0 shares issued and outstanding — — — Common stock, $0.001 par value; 30,000,000 shares authorized; 13,768,594 issued and 12,318,761 outstanding as of March 31, 2024, and 13,522,669 issued and 12,072,836 outstanding as of December 31, 2023 13,769 — 13,769 Additional paid-in capital 89,557,913 (511,827) 89,046,086 Treasury shares, cost basis: 1,449,833 shares as of March 31, 2024 and as of December 31, 2023 (12,045,542) — (12,045,542) Accumulated deficit (58,940,461) (9,892,484) (68,832,945) Total shareholders’ equity 18,585,679 (10,404,311) 8,181,368 Total liabilities and shareholders’ equity $ 56,130,304 $ (10,401,636) $ 45,728,668 Three Months Ended March 31, 2024 As Restatement As Reported Adjustments Restated Revenues: Equipment systems $ 2,508,287 $ — $ 2,508,287 Services 3,133,793 — 3,133,793 Construction design-build 9,825,457 (141,643) 9,683,814 Other 75,141 — 75,141 Total revenues and other income 15,542,678 (141,643) 15,401,035 Cost of revenues: Equipment systems 2,172,383 67 2,172,450 Services 1,508,449 — 1,508,449 Construction design-build 8,692,432 (17,152) 8,675,280 Other 53,399 — 53,399 Total cost of revenues 12,426,663 (17,085) 12,409,578 Gross profit 3,116,015 (124,558) 2,991,457 20 % 88 % 108 % Operating expenses: General and administrative 4,745,192 332,672 5,077,864 Depreciation and Amortization 434,595 (44,345) 390,250 Total operating expenses 5,179,787 288,327 5,468,114 Loss from operations (2,063,772) (412,885) (2,476,657) Non-operating income (expenses): Interest expense (99,306) — (99,306) Interest income 81 — 81 Contingent consideration — — — Write-down of investment — — — Loss on settlement — — — Other income (expense) (26,889) (6,175) (33,064) Total non-operating income (expenses) (126,114) (6,175) (132,289) Loss before income taxes (2,189,886) (419,060) (2,608,946) Income tax benefit 48,383 — 48,383 Net loss $ (2,141,503) $ (419,060) $ (2,560,563) Comprehensive loss $ (2,141,503) $ (419,060) $ (2,560,563) Loss per share – basic and diluted $ (0.18) $ (0.03) $ (0.21) Weighted average shares – basic and diluted 12,075,619 12,075,619 12,075,619 For the Three Months Ended March 31, 2024 As Restatement As Reported Adjustments Restated Cash flows from operating activities: Net loss $ (2,141,503) $ (419,060) $ (2,560,563) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 434,595 (44,345) 390,250 Amortization of right-of-use assets — 134,054 134,054 Stock-based compensation expense 656,576 — 656,576 Impairment of investment — — — Change in fair value of contingent consideration — — — PPP loan forgiveness — — — Interest income on investments 137,973 (137,973) — Changes in operating assets and liabilities (net of acquired amounts): Accounts receivable and contract receivables 8,083,975 (4,403,834) 3,680,141 Prepaid expenses and other assets and property and equipment (746,995) 249,246 (497,749) Accounts payable, contract liabilities, customer deposits, and accrued expenses (5,888,371) 4,891,775 (996,596) Change in contingent consideration from indemnification — — — Operating lease liability (158,644) 29,463 (129,181) Deferred tax liability (48,383) — (48,383) Customer deposits — — — Net cash used in operating activities 329,223 299,326 628,549 Cash flows from investing activities: Sale of investment — — — Refunds/(Purchases) of property and equipment 8,487 (1) 8,486 Business combinations, net of cash acquired — — — Net cash provided by (used in) investing activities 8,487 (1) 8,486 Cash flows from financing activities: Proceeds from issuance of common stock — — — Repurchase of common stock — — — Additions to notes payable 3,024,223 (1,024,223) 2,000,000 Repayment of notes payable (3,738,577) 718,477 (3,020,100) Repayment of finance lease liability (43,180) — (43,180) Payments to settle contingent consideration — — — Net cash used in financing activities (757,534) (305,746) (1,063,280) Net change in cash (419,824) (6,421) (426,245) Cash at beginning of period 1,112,504 (37,662) 1,074,842 Cash at end of period $ 692,680 $ (44,083) $ 648,597

REVENUE FROM CONTRACTS WITH C_2

REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)	3 Months Ended
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)	Mar. 31, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Revenue, by Source	The table below presents the revenue by source for the three months ended March 31, 2024 and 2023: For the three months ended March 31, 2024 CEA Commercial Total Relative Percentage Equipment systems $ 2,508,287 $ — $ 2,508,287 16% Services 867,907 2,265,886 3,133,793 20% Construction design-build 957,623 8,726,191 9,683,814 63% Other 75,141 — 75,141 —% Total revenues and other income $ 4,408,958 $ 10,992,077 $ 15,401,035 100% Relative percentage 29 % 71 % 100 % For the three months ended March 31, 2023 CEA Commercial Total Relative Percentage Equipment systems $ 2,905,035 $ — $ 2,905,035 17% Services 1,577,026 1,893,627 3,470,653 21% Construction design-build 383,524 9,811,814 10,195,338 61% Other 183,745 — 183,745 1% Total revenues and other income $ 5,049,330 $ 11,705,441 $ 16,754,771 100% Relative percentage 30 % 70 % 100 %
Schedule of Contract Assets and Contract Liabilities from Contracts with Customers	The following table provides information about contract assets and contract liabilities from contracts with customers: March 31, 2024 December 31, 2023 Contract assets Revenue recognized in excess of amounts paid or payable (contract receivables) to the Company on uncompleted contracts (contract asset), excluding retainage $ 7,357,378 $ 7,729,531 Retainage included in contract assets due to being conditional on something other than solely passage of time $ 722,771 $ 707,036 Total contract assets $ 8,080,149 $ 8,436,567 March 31, 2024 December 31, 2023 Contract liabilities Payments received or receivable (contract receivables) in excess of revenue recognized on uncompleted contracts (contract liability), excluding retainage $ 3,502,427 $ 3,895,826 Retainage included in contract liabilities due to being conditional on something other than solely passage of time $ 73,102 $ 54,307 Total contract liabilities $ 3,575,529 $ 3,950,133

RELATED PARTY TRANSACTIONS (Tab

RELATED PARTY TRANSACTIONS (Tables)	3 Months Ended
RELATED PARTY TRANSACTIONS (Tables)	Mar. 31, 2024
Related Party Transactions [Abstract]
Schedule of Related Party Transactions on Financial Statements	The table below presents the revenues for these related party entities for the three months ended March 31, 2024, and 2023: Three Months Ended 2024 2023 Revenue - Cloud 9 $ — $ — Revenue - Potco $ — $ 479,897 Revenue - CEA Consortium $ — $ — Total revenues from related party transactions $ — $ 479,897 The table below presents the accounts receivable from these related party entities as of March 31, 2024, and December 31, 2023:

PREPAID EXPENSES AND OTHER AS_2

PREPAID EXPENSES AND OTHER ASSETS (Tables)	3 Months Ended
PREPAID EXPENSES AND OTHER ASSETS (Tables)	Mar. 31, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of Prepaid Expenses and Other Assets	These amounts are summarized as follows: March 31, 2024 December 31, 2023 Vendor prepayments $ 970,337 $ 130,522 Prepaid services and fees 1,312,913 1,168,309 Inventories 236,814 228,858 Other assets 34,995 223,875 Total Prepaid expenses and other assets $ 2,555,059 $ 1,751,564

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	3 Months Ended
PROPERTY AND EQUIPMENT, NET (Tables)	Mar. 31, 2024
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment Balances	Property and equipment balances are summarized as follows: March 31, 2024 December 31, 2023 Computers and technology equipment $ 297,592 $ 294,322 Furniture and fixtures 325,485 325,485 Leasehold improvements 228,760 228,760 Vehicles 432,823 432,823 Software 1,075,813 1,087,569 Other equipment 145,950 145,951 Accumulated depreciation (1,250,866) (1,095,517) Total Property and equipment, net $ 1,255,557 $ 1,419,393

GOODWILL & INTANGIBLE ASSETS (T

GOODWILL & INTANGIBLE ASSETS (Tables)	3 Months Ended
GOODWILL & INTANGIBLE ASSETS (Tables)	Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Finite-Lived Intangible Assets	Intangible assets as of March 31, 2024 and December 31, 2023 consisted of the following: March 31, 2024 Cost Accumulated Amortization Net Book Value Finite-lived intangible assets: Customer relationships $ 3,269,201 $ (1,110,830) $ 2,158,371 Trademarks and trade names 1,778,000 (752,317) 1,025,683 Backlog 707,400 (707,400) — Licenses 16,437 (16,437) — Total finite-lived intangible assets: 5,771,038 (2,586,984) 3,184,054 Indefinite-lived intangible assets: Trade name 28,291 — 28,291 Patents 44,276 — 44,276 Total indefinite-lived intangible assets 72,567 — 72,567 Total intangible assets, net $ 5,843,605 $ (2,586,984) $ 3,256,621 December 31, 2023 Cost Accumulated Amortization Net Book Value Finite-lived intangible assets: Customer relationships 3,269,201 (1,004,743) 2,264,458 Trademarks and trade names 1,778,000 (663,417) 1,114,583 Backlog 707,400 (707,400) — Licenses 16,437 (16,437) — Total finite-lived intangible assets: 5,771,038 (2,391,997) 3,379,041 Indefinite-lived intangible assets: Trade name 28,291 — 28,291 Patents 44,276 — 44,276 Total indefinite-lived intangible assets 72,567 — 72,567 Total intangible assets, net $ 5,843,605 $ (2,391,997) $ 3,451,608
Schedule of Indefinite-Lived Intangible Assets	Intangible assets as of March 31, 2024 and December 31, 2023 consisted of the following: March 31, 2024 Cost Accumulated Amortization Net Book Value Finite-lived intangible assets: Customer relationships $ 3,269,201 $ (1,110,830) $ 2,158,371 Trademarks and trade names 1,778,000 (752,317) 1,025,683 Backlog 707,400 (707,400) — Licenses 16,437 (16,437) — Total finite-lived intangible assets: 5,771,038 (2,586,984) 3,184,054 Indefinite-lived intangible assets: Trade name 28,291 — 28,291 Patents 44,276 — 44,276 Total indefinite-lived intangible assets 72,567 — 72,567 Total intangible assets, net $ 5,843,605 $ (2,586,984) $ 3,256,621 December 31, 2023 Cost Accumulated Amortization Net Book Value Finite-lived intangible assets: Customer relationships 3,269,201 (1,004,743) 2,264,458 Trademarks and trade names 1,778,000 (663,417) 1,114,583 Backlog 707,400 (707,400) — Licenses 16,437 (16,437) — Total finite-lived intangible assets: 5,771,038 (2,391,997) 3,379,041 Indefinite-lived intangible assets: Trade name 28,291 — 28,291 Patents 44,276 — 44,276 Total indefinite-lived intangible assets 72,567 — 72,567 Total intangible assets, net $ 5,843,605 $ (2,391,997) $ 3,451,608
Schedule of Future Amortization Expenses of Intangible Assets	The estimated future amortization expense for intangible assets subject to amortization as of March 31, 2024, is summarized below: For the years ending December 31, Estimated Future Remainder of 2024 $ 584,968 2025 779,948 2026 738,364 2027 513,714 2028 405,306 2029 161,754 Total estimated future amortization expense $ 3,184,054

ACCRUED EXPENSES (Tables)

ACCRUED EXPENSES (Tables)	3 Months Ended
ACCRUED EXPENSES (Tables)	Mar. 31, 2024
Payables and Accruals [Abstract]
Schedule of Accrued Expenses	Accrued expenses are summarized as follows: March 31, December 31, Accrued operating expenses $ (16,714) $ 277,987 Accrued wages and related expenses 1,480,361 1,349,195 Business development accrual 340,335 376,816 Accrued interest expense 35,671 26,000 Accrued 401(k) 22,346 66,642 Accrued sales tax payable 3,208,636 3,187,638 Total accrued expenses $ 5,070,635 $ 5,284,278

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	3 Months Ended
NOTES PAYABLE (Tables)	Mar. 31, 2024
Debt Disclosure [Abstract]
Schedule of Outstanding Notes Payable	The table below shows outstanding notes payable amounts as of March 31, 2024 and December 31, 2023. As of March 31, 2024 December 31, 2023 Line of credit $ 2,000,000 $ 2,500,000 DVO note 204,330 575,240 Other financing agreements 286,156 129,600 Total $ 2,490,486 $ 3,204,840 Less current maturities (2,490,486) (3,204,840) Long Term — –

RIGHT OF USE ASSETS AND LIABI_2

RIGHT OF USE ASSETS AND LIABILITIES (Tables)	3 Months Ended
RIGHT OF USE ASSETS AND LIABILITIES (Tables)	Mar. 31, 2024
Leases [Abstract]
Summary of Operating Lease Liabilities	The following is a summary of operating lease liabilities: March 31, December 31, Operating lease liabilities related to right of use assets $ 1,966,420 $ 2,087,503 Less current portion (673,920) (707,141) Long term $ 1,292,500 $ 1,380,362
Schedule of Future Minimum Rental Payments for Operating Leases	The following is a schedule showing total future minimum lease payments: For the period ending March 31, Minimum Remainder of 2024 $ 552,251 2025 573,133 2026 404,751 2027 346,812 2028 253,415 Thereafter 82,488 Total minimum lease payments 2,212,850 Less: Amount representing interest (246,430) Net lease obligations $ 1,966,420

RISKS AND UNCERTAINTIES (Tables

RISKS AND UNCERTAINTIES (Tables)	3 Months Ended
RISKS AND UNCERTAINTIES (Tables)	Mar. 31, 2024
Risks and Uncertainties [Abstract]
Schedules of Concentration of Risks	The table below shows customers who account for 10% or more of the Company’s total revenues and 10% or more of the Company’s accounts receivable for the periods presented: Customers exceeding 10% of revenue Three Months Ended Company Customer Number 2024 2023 C000002187 42 % 43 % C000002336 * 17 % C000002596 13 % * C000002463 11 % * Amounts less than 10% Customers exceeding 10% of accounts receivable As of As of Company Customer Number 2024 2023 C000002187 57 % C000002345 14 % * C000002596 13 % * Amounts less than 10% The table below shows vendors who account for 10% or more of the Company’s total purchases and 10% or more of the Company’s accounts payable for the periods presented: Vendors exceeding 10% of purchases Three Months Ended Company Vendor Number 2024 2023 V000002275 19 % V000002589 14 % * V000002503 14 % * Amounts less than 10% Vendors exceeding 10% of accounts payable As of As of Company Vendor Number 2024 2023 V000002275 14 % 13 % Amounts less than 10%

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	3 Months Ended
STOCK-BASED COMPENSATION (Tables)	Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]
Schedule of Stock Grants Activity	The following schedule shows grants of RSU activity for the three months ended March 31, 2024: Number of Grants of RSUs unvested as of December 31, 2023 580,292 Grants of RSUs 298,857 Forfeiture/cancelled (27,159) Grants of RSUs vested and issued (375,177) Grants of RSUs unvested as of March 31, 2024 476,813
Schedule of Vesting Periods	The following table summarizes the vesting time periods of these unvested RSUs: Number of Shares Vesting Time Period 92,911 Remainder of 2024 169,556 2025 214,346 2026 476,813
Schedule of Stock Option Activity	The following schedule shows stock option activity for the three months ended March 31, 2024. OPTIONS: Number of Shares Weighted Weighted Stock options outstanding as of December 31, 2023 501,829 4.67 $ 6.81 Issued — 0 $ — Forfeited (39,880) 0 $ 6.52 Exercised — 0 $ — Stock options outstanding as of March 31, 2024 461,949 4.30 $ 6.83 Stock options exercisable as of March 31, 2024 441,922 0 $ 6.77

WARRANTS (Tables)

WARRANTS (Tables)	3 Months Ended
WARRANTS (Tables)	Mar. 31, 2024
Equity [Abstract]
Schedule of Warrant Activity	The following table shows warrant activity for the three months ended March 31, 2024. Number of Weighted Warrants outstanding as of December 31, 2023 511,681 $ 8.74 Issued — $ — Exercised — $ — Expired — $ — Warrants outstanding as of March 31, 2024 511,681 $ 8.74 Warrants exercisable as of March 31, 2024 336,150 $ 12.65

RESTATEMENT OF PREVIOUSLY FIL_3

RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS - Balance Sheets (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Cash	$ 648,597	$ 1,074,842
Accounts receivable, net	18,325,178	21,648,901
Contract receivables	8,080,149	8,436,567
Prepaid expenses and other assets	2,555,059	1,751,564
Total current assets	29,608,983	32,911,874
Property and equipment, net	1,255,557	1,419,393
Operating lease right of use assets, net	1,918,532	2,041,217
Goodwill	9,688,975	9,688,975
Intangible assets, net	3,256,621	3,451,608
Total non-current assets	16,119,685	16,601,193
Total assets	45,728,668	49,513,067
Accounts payable	23,842,794	24,203,769
Contract liabilities	3,575,529	3,950,133
Accrued expenses	5,070,635	5,284,278
Customer deposits	555,676	603,046
Contingent consideration	49,830	49,830
Notes payable	2,490,486	3,204,840
Operating lease liabilities	673,920	707,141
Total current liabilities	36,258,870	38,003,037
Long term	1,292,500	1,380,362
Deferred tax liability	(4,070)
Total non-current liabilities	1,288,430	1,424,675
Total liabilities	37,547,300	39,427,712
Commitments and contingencies (note 11)
Preferred Stock, Value, Issued	0	0
Common Stock, Value, Issued	13,769	13,523
Additional Paid in Capital	89,046,086	88,389,756
Treasury Stock, Value	(12,045,542)	(12,045,542)
Accumulated deficit	(68,832,945)	(66,272,382)
Stockholders' Equity Attributable to Parent	8,181,368	10,085,355	$ 26,742,353	$ 31,321,994
Liabilities and Equity	$ 45,728,668	$ 49,513,067
Preferred stock, par value (in dollars per share)	$ 0.10	$ 0.10
Preferred stock, shares authorized (in shares)	3,000,000	3,000,000
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Cash	$ 692,680
Accounts receivable, net	18,754,870
Contract receivables	10,174,845
Prepaid expenses and other assets	3,606,595
Total current assets	33,228,990
Property and equipment, net	1,255,557
Operating lease right of use assets, net	1,918,532
Goodwill	15,572,050
Intangible assets, net	4,155,175
Total non-current assets	22,901,314
Total assets	56,130,304
Accounts payable	24,987,061
Contract liabilities	3,093,242
Accrued expenses	3,632,874
Customer deposits	555,676
Contingent consideration	49,830
Notes payable	2,490,486
Operating lease liabilities	673,920
Total current liabilities	35,483,089
Long term	1,292,500
Deferred tax liability	769,036
Total non-current liabilities	2,061,536
Total liabilities	37,544,625
Commitments and contingencies (note 11)
Preferred Stock, Value, Issued	0
Common Stock, Value, Issued	13,769
Additional Paid in Capital	89,557,913
Treasury Stock, Value	(12,045,542)
Accumulated deficit	(58,940,461)
Stockholders' Equity Attributable to Parent	18,585,679
Liabilities and Equity	56,130,304
Restatement Adjustments
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Cash	(44,083)
Accounts receivable, net	(429,692)
Contract receivables	(2,094,696)
Prepaid expenses and other assets	(1,051,536)
Total current assets	(3,620,007)
Property and equipment, net	0
Operating lease right of use assets, net	0
Goodwill	(5,883,075)
Intangible assets, net	(898,554)
Total non-current assets	(6,781,629)
Total assets	(10,401,636)
Accounts payable	(1,144,267)
Contract liabilities	482,287
Accrued expenses	1,437,761
Customer deposits	0
Contingent consideration	0
Notes payable	0
Operating lease liabilities	0
Total current liabilities	775,781
Long term	0
Deferred tax liability	(773,106)
Total non-current liabilities	(773,106)
Total liabilities	2,675
Commitments and contingencies (note 11)
Preferred Stock, Value, Issued	0
Common Stock, Value, Issued	0
Additional Paid in Capital	(511,827)
Treasury Stock, Value	0
Accumulated deficit	(9,892,484)
Stockholders' Equity Attributable to Parent	(10,404,311)
Liabilities and Equity	$ (10,401,636)

RESTATEMENT OF PREVIOUSLY FIL_4

RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS - Income Statements (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	$ 15,401,035	$ 16,754,771
Total cost of revenues	12,409,578	13,746,134
Gross profit	$ 2,991,457	3,008,637
Gross Profit Percentage	108%
General and administrative	$ 5,077,864	7,685,030
Depreciation and amortization	390,250	404,069
Total operating expenses	5,468,114	8,089,099
Loss from operations	(2,476,657)	(5,080,462)
Interest expense	(99,306)	(73,216)
Interest income	81	73,131
Contingent consideration	0	(160,232)
Write-down of investment	0
Loss on settlement	0
Other income (expense)	(33,064)	(10,422)
Total non-operating income (expense)	(132,289)	(170,739)
Loss before income taxes	(2,608,946)	(5,251,201)
Income tax benefit	48,383	0
Net loss	(2,560,563)	(5,251,201)
Comprehensive loss	$ (2,560,563)	$ (5,251,201)
Net loss per share – basic (in dollars per share)	$ (0.21)	$ (0.49)
Net loss per share – diluted (in dollars per share)	$ (0.21)	$ (0.49)
Weighted average shares – diluted (in shares)	12,075,619	10,772,705
Weighted average shares – basic (in shares)	12,075,619	10,772,705
Equipment systems
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	$ 2,508,287	$ 2,905,035
Total cost of revenues	2,172,450	2,408,481
Financial Service
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	3,133,793
Total cost of revenues	1,508,449
Construction design-build
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	9,683,814	10,195,338
Total cost of revenues	8,675,280	9,229,973
Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	75,141	183,745
Total cost of revenues	53,399	$ 133,142
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	15,542,678
Total cost of revenues	12,426,663
Gross profit	$ 3,116,015
Gross Profit Percentage	20%
General and administrative	$ 4,745,192
Depreciation and amortization	434,595
Total operating expenses	5,179,787
Loss from operations	(2,063,772)
Interest expense	(99,306)
Interest income	81
Contingent consideration	0
Write-down of investment	0
Loss on settlement	0
Other income (expense)	(26,889)
Total non-operating income (expense)	(126,114)
Loss before income taxes	(2,189,886)
Income tax benefit	48,383
Net loss	(2,141,503)
Comprehensive loss	$ (2,141,503)
Net loss per share – basic (in dollars per share)	$ (0.18)
Net loss per share – diluted (in dollars per share)	$ (0.18)
Weighted average shares – diluted (in shares)	12,075,619
Weighted average shares – basic (in shares)	12,075,619
As Reported \| Equipment systems
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	$ 2,508,287
Total cost of revenues	2,172,383
As Reported \| Financial Service
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	3,133,793
Total cost of revenues	1,508,449
As Reported \| Construction design-build
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	9,825,457
Total cost of revenues	8,692,432
As Reported \| Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	75,141
Total cost of revenues	53,399
Restatement Adjustments
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	(141,643)
Total cost of revenues	(17,085)
Gross profit	$ (124,558)
Gross Profit Percentage	88%
General and administrative	$ 332,672
Depreciation and amortization	(44,345)
Total operating expenses	288,327
Loss from operations	(412,885)
Interest expense	0
Interest income	0
Contingent consideration	0
Write-down of investment	0
Loss on settlement	0
Other income (expense)	(6,175)
Total non-operating income (expense)	(6,175)
Loss before income taxes	(419,060)
Income tax benefit	0
Net loss	(419,060)
Comprehensive loss	$ (419,060)
Net loss per share – basic (in dollars per share)	$ (0.03)
Net loss per share – diluted (in dollars per share)	$ (0.03)
Weighted average shares – diluted (in shares)	12,075,619
Weighted average shares – basic (in shares)	12,075,619
Restatement Adjustments \| Equipment systems
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	$ 0
Total cost of revenues	67
Restatement Adjustments \| Financial Service
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	0
Total cost of revenues	0
Restatement Adjustments \| Construction design-build
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	(141,643)
Total cost of revenues	(17,152)
Restatement Adjustments \| Other
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total revenues and other income	0
Total cost of revenues	$ 0

RESTATEMENT OF PREVIOUSLY FIL_5

RESTATEMENT OF PREVIOUSLY FILED FINANCIAL STATEMENTS - Cash Flow Statement (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	$ (2,560,563)	$ (5,251,201)
Depreciation and amortization	390,250	404,069
Amortization of right-of-use assets	134,054	87,426
Stock-based compensation expense	656,576	479,641
Impairment of investment	0
Acquisition, additional contingent consideration expense	0	160,232
PPP loan forgiveness	0
Interest income on investments	0	(12,792)
Accounts receivable and contract receivables	3,680,141	(6,502,104)
Prepaid expenses and other assets and property and equipment	(497,749)	(411,181)
Accounts payable, contract liabilities, customer deposits, and accrued expenses	(996,596)	7,751,597
Change in contingent consideration from indemnification	0
Operating lease liability	(129,181)	(57,635)
Deferred tax liability	(48,383)	0
Customer deposits	0
Net cash provided by (used in) operating activities	628,549	(3,351,948)
Sale of investment	0
Refunds/(Purchases) of property and equipment	8,486
Payments to Acquire Businesses, Net of Cash Acquired	0
Net cash provided by (used in) investing activities	8,486	(138,010)
Proceeds from issuance of common stock	0
Repurchase of common stock	0
Additions to notes payable	2,000,000	0
Repayment of notes payable	(3,020,100)	(924,469)
Repayment of finance lease liability	(43,180)	(43,410)
Payments to settle contingent consideration	0	(230,309)
Net cash used in financing activities	(1,063,280)	(1,198,188)
Net change in cash	(426,245)	(4,688,146)
Cash at beginning of period	1,074,842	11,754,349
Cash at end of period	648,597	$ 7,066,203
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	(2,141,503)
Depreciation and amortization	434,595
Amortization of right-of-use assets	0
Stock-based compensation expense	656,576
Impairment of investment	0
Acquisition, additional contingent consideration expense	0
PPP loan forgiveness	0
Interest income on investments	137,973
Accounts receivable and contract receivables	8,083,975
Prepaid expenses and other assets and property and equipment	(746,995)
Accounts payable, contract liabilities, customer deposits, and accrued expenses	(5,888,371)
Change in contingent consideration from indemnification	0
Operating lease liability	(158,644)
Deferred tax liability	(48,383)
Customer deposits	0
Net cash provided by (used in) operating activities	329,223
Sale of investment	0
Refunds/(Purchases) of property and equipment	8,487
Payments to Acquire Businesses, Net of Cash Acquired	0
Net cash provided by (used in) investing activities	8,487
Proceeds from issuance of common stock	0
Repurchase of common stock	0
Additions to notes payable	3,024,223
Repayment of notes payable	(3,738,577)
Repayment of finance lease liability	(43,180)
Payments to settle contingent consideration	0
Net cash used in financing activities	(757,534)
Net change in cash	(419,824)
Cash at beginning of period	1,112,504
Cash at end of period	692,680
Restatement Adjustments
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net loss	(419,060)
Depreciation and amortization	(44,345)
Amortization of right-of-use assets	134,054
Stock-based compensation expense	0
Impairment of investment	0
Acquisition, additional contingent consideration expense	0
PPP loan forgiveness	0
Interest income on investments	(137,973)
Accounts receivable and contract receivables	(4,403,834)
Prepaid expenses and other assets and property and equipment	249,246
Accounts payable, contract liabilities, customer deposits, and accrued expenses	4,891,775
Change in contingent consideration from indemnification	0
Operating lease liability	29,463
Deferred tax liability	0
Customer deposits	0
Net cash provided by (used in) operating activities	299,326
Sale of investment	0
Refunds/(Purchases) of property and equipment	(1)
Payments to Acquire Businesses, Net of Cash Acquired	0
Net cash provided by (used in) investing activities	(1)
Proceeds from issuance of common stock	0
Repurchase of common stock	0
Additions to notes payable	(1,024,223)
Repayment of notes payable	718,477
Repayment of finance lease liability	0
Payments to settle contingent consideration	0
Net cash used in financing activities	(305,746)
Net change in cash	(6,421)
Cash at beginning of period	(37,662)
Cash at end of period	$ (44,083)

REVENUE FROM CONTRACTS WITH C_3

REVENUE FROM CONTRACTS WITH CUSTOMERS - Disaggregation of Revenue (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 15,401,035	$ 16,754,771
Relative Percentage	100%	100%
CEA
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 4,408,958	$ 5,049,330
Relative Percentage	29%	30%
Commercial
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 10,992,077	$ 11,705,441
Relative Percentage	71%	70%
Equipment systems
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 2,508,287	$ 2,905,035
Relative Percentage	16%	17%
Equipment systems \| CEA
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 2,508,287	$ 2,905,035
Equipment systems \| Commercial
Disaggregation of Revenue [Line Items]
Total revenues and other income	0	0
Services
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 3,133,793	$ 3,470,653
Relative Percentage	20%	21%
Services \| CEA
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 867,907	$ 1,577,026
Services \| Commercial
Disaggregation of Revenue [Line Items]
Total revenues and other income	2,265,886	1,893,627
Construction design-build
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 9,683,814	$ 10,195,338
Relative Percentage	63%	61%
Construction design-build \| CEA
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 957,623	$ 383,524
Construction design-build \| Commercial
Disaggregation of Revenue [Line Items]
Total revenues and other income	8,726,191	9,811,814
Other
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 75,141	$ 183,745
Relative Percentage	0%	1%
Other \| CEA
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 75,141	$ 183,745
Other \| Commercial
Disaggregation of Revenue [Line Items]
Total revenues and other income	$ 0	$ 0

REVENUE FROM CONTRACTS WITH C_4

REVENUE FROM CONTRACTS WITH CUSTOMERS - Schedule of Contract Assets and Liabilities (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Contract assets
Revenue recognized in excess of amounts paid or payable (contract receivables) to the Company on uncompleted contracts (contract asset), excluding retainage	$ 7,357,378	$ 7,729,531
Retainage included in contract assets due to being conditional on something other than solely passage of time	722,771	707,036
Total contract assets	8,080,149	8,436,567
Contract liabilities
Payments received or receivable (contract receivables) in excess of revenue recognized on uncompleted contracts (contract liability), excluding retainage	3,502,427	3,895,826
Retainage included in contract liabilities due to being conditional on something other than solely passage of time	73,102	54,307
Total contract liabilities	$ 3,575,529	$ 3,950,133

RELATED PARTY TRANSACTIONS - Sc

RELATED PARTY TRANSACTIONS - Schedule of Related Party Revenues (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Related Party Transaction [Line Items]
Revenue	$ 15,401,035	$ 16,754,771
Cloud 9 Support, PotCo LLC, and CEA Consortium
Related Party Transaction [Line Items]
Revenue	0	479,897
Revenue - Cloud 9
Related Party Transaction [Line Items]
Revenue	0	0
Revenue - Potco
Related Party Transaction [Line Items]
Revenue	0	479,897
Revenue - CEA Consortium
Related Party Transaction [Line Items]
Revenue	$ 0	$ 0

RELATED PARTY TRANSACTIONS - _2

RELATED PARTY TRANSACTIONS - Schedule of Related Party Accounts Receivable (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Related Party Transaction [Line Items]
Total accounts receivable due from related party transactions	$ 18,325,178	$ 21,648,901
Cloud 9 Support, PotCo LLC, and CEA Consortium
Related Party Transaction [Line Items]
Total accounts receivable due from related party transactions	408,088	408,088
Accounts receivable - Cloud 9
Related Party Transaction [Line Items]
Total accounts receivable due from related party transactions	0	0
Accounts receivable - Potco
Related Party Transaction [Line Items]
Total accounts receivable due from related party transactions	163,088	163,088
Accounts receivable - CEA Consortium
Related Party Transaction [Line Items]
Total accounts receivable due from related party transactions	$ 245,000	$ 245,000

PREPAID EXPENSES AND OTHER AS_3

PREPAID EXPENSES AND OTHER ASSETS (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Vendor prepayments	$ 970,337	$ 130,522
Prepaid services and fees	1,312,913	1,168,309
Inventories	236,814	228,858
Other assets	34,995	223,875
Total Prepaid expenses and other assets	$ 2,555,059	$ 1,751,564

PROPERTY AND EQUIPMENT, NET - S

PROPERTY AND EQUIPMENT, NET - Schedule of Property and Equipment (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Accumulated depreciation	$ (1,250,866)	$ (1,095,517)
Total Property and equipment, net	1,255,557	1,419,393
Computers and technology equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	297,592	294,322
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	325,485	325,485
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	228,760	228,760
Vehicles
Property, Plant and Equipment [Line Items]
Property and equipment, gross	432,823	432,823
Software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,075,813	1,087,569
Other equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 145,950	$ 145,951

PROPERTY AND EQUIPMENT, NET - N

PROPERTY AND EQUIPMENT, NET - Narrative (Details) - USD ($)	3 Months Ended
PROPERTY AND EQUIPMENT, NET - Narrative (Details) - USD ($)	Mar. 31, 2024	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Depreciation	$ 195,262	$ 94,049

INVESTMENTS (Details)

INVESTMENTS (Details)			1 Months Ended
INVESTMENTS (Details)	Aug. 30, 2023 USD ($)	Oct. 30, 2021 USD ($) shares	Aug. 30, 2023 USD ($)	Mar. 31, 2024 $ / shares shares	Dec. 31, 2023 $ / shares shares	Oct. 30, 2021 $ / shares
Debt and Equity Securities, FV-NI [Line Items]
Class of warrant or right, outstanding (in shares) \| shares				511,681	511,681
Exercise price of warrants or rights (in dollars per share) \| $ / shares				$ 8.74	$ 8.74
XS Financial, Inc.
Debt and Equity Securities, FV-NI [Line Items]
Class of warrant or right, outstanding (in shares) \| shares		1,250,000
Exercise price of warrants or rights (in dollars per share) \| $ / shares						$ 0.45
XS Financial, Inc. \| Prior to Any NASDAQ Listing
Debt and Equity Securities, FV-NI [Line Items]
Debt, interest rate		9.50%
Debt, cash interest, interest rate		7.50%
Debt instrument, interest paid in kind, interest rate		2%
XS Financial, Inc. \| Post Any Listing
Debt and Equity Securities, FV-NI [Line Items]
Debt, interest rate		8%
XS Financial, Inc. \| Convertible Notes Payable \| Convertible Debt
Debt and Equity Securities, FV-NI [Line Items]
Debt instrument, face amount		$ 43,500,000
Option to extend maturity date, period		1 year
XS Financial, Inc.
Debt and Equity Securities, FV-NI [Line Items]
Equity securities without readily determinable fair value		$ 2,500,000
Sale of investment			$ 2,300,000
Proceeds from sale of investment	$ 2,300,000
Impairment loss			$ 300,000

GOODWILL & INTANGIBLE ASSETS -

GOODWILL & INTANGIBLE ASSETS - Narrative (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 9,688,975		$ 9,688,975
Goodwill, impairment	0	$ 0
Depreciation and Amortization	$ 194,988	$ 310,020

GOODWILL & INTANGIBLE ASSETS _2

GOODWILL & INTANGIBLE ASSETS - Schedule of Intangible Assets (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	$ 5,771,038	$ 5,771,038
Finite-Lived Intangible Assets, Accumulated Amortization	(2,586,984)	(2,391,997)
Finite-Lived Intangible Assets, Net, Total	3,184,054	3,379,041
Indefinite-lived Intangible Assets [Line Items]
Indefinite-Lived Intangible Assets (Excluding Goodwill)	72,567	72,567
Intangible Assets, Gross (Excluding Goodwill), Total	5,843,605	5,843,605
Intangible Assets, Net (Excluding Goodwill), Total	3,256,621	3,451,608
Trade name
Indefinite-lived Intangible Assets [Line Items]
Indefinite-Lived Intangible Assets (Excluding Goodwill)	28,291	28,291
Patents
Indefinite-lived Intangible Assets [Line Items]
Indefinite-Lived Intangible Assets (Excluding Goodwill)	44,276	44,276
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	3,269,201	3,269,201
Finite-Lived Intangible Assets, Accumulated Amortization	(1,110,830)	(1,004,743)
Finite-Lived Intangible Assets, Net, Total	2,158,371	2,264,458
Trademarks and trade names
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	1,778,000	1,778,000
Finite-Lived Intangible Assets, Accumulated Amortization	(752,317)	(663,417)
Finite-Lived Intangible Assets, Net, Total	1,025,683	1,114,583
Backlog
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	707,400	707,400
Finite-Lived Intangible Assets, Accumulated Amortization	(707,400)	(707,400)
Finite-Lived Intangible Assets, Net, Total	0	0
License
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	16,437	16,437
Finite-Lived Intangible Assets, Accumulated Amortization	(16,437)	(16,437)
Finite-Lived Intangible Assets, Net, Total	$ 0	$ 0

GOODWILL & INTANGIBLE ASSETS _3

GOODWILL & INTANGIBLE ASSETS - Schedule of Future Amortization Expenses of Intangible Assets (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Finite-Lived Intangible Asset, Expected Amortization, Remainder of Fiscal Year	$ 584,968
Finite-Lived Intangible Asset, Expected Amortization, Year One	779,948
Finite-Lived Intangible Asset, Expected Amortization, Year Two	738,364
Finite-Lived Intangible Asset, Expected Amortization, Year Three	513,714
Finite-Lived Intangible Asset, Expected Amortization, Year Four	405,306
Finite-Lived Intangible Asset, Expected Amortization, Year Five	161,754
Finite-Lived Intangible Assets, Net, Total	$ 3,184,054	$ 3,379,041

ACCRUED EXPENSES (Details)

ACCRUED EXPENSES (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accrued operating expenses	$ (16,714)
Accrued operating expenses		$ 277,987
Accrued wages and related expenses	1,480,361	1,349,195
Business development accrual	340,335	376,816
Accrued interest expense	35,671	26,000
Accrued 401(k)	22,346	66,642
Accrued sales tax payable	3,208,636	3,187,638
Total accrued expenses	$ 5,070,635	$ 5,284,278

NOTES PAYABLE - Schedule of Deb

NOTES PAYABLE - Schedule of Debt (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Schedule of Long-Term and Short-Term Debt Instruments [Line Items]
Total	$ 2,490,486	$ 3,204,840
Less current maturities	(2,490,486)	(3,204,840)
Long Term	0	0
Other financing agreements
Schedule of Long-Term and Short-Term Debt Instruments [Line Items]
Short-term debt	286,156	129,600
DVO note \| DVO
Schedule of Long-Term and Short-Term Debt Instruments [Line Items]
Long-term debt	204,330	575,240
Revolving Facility \| Line of credit
Schedule of Long-Term and Short-Term Debt Instruments [Line Items]
Long-term debt	$ 2,000,000	$ 2,500,000

NOTES PAYABLE - Narrative (Deta

NOTES PAYABLE - Narrative (Details)			3 Months Ended
NOTES PAYABLE - Narrative (Details)	Dec. 13, 2023 USD ($) tranche tradingDay	Nov. 01, 2022 USD ($) quarter	Mar. 31, 2024
Other financing agreements
Line of Credit Facility [Line Items]
Debt, average interest rate			13.60%
Bancroft Capital, LLC
Line of Credit Facility [Line Items]
Cash and warrant compensation, number of separate tranches \| tranche	2
Cash and warrant compensation, payout criteria, line of credit drawn by borrower, amount to exceed	$ 4,500,000
Bancroft Capital, LLC \| Tranche One
Line of Credit Facility [Line Items]
Value of warrants to be issued, if circumstances met	$ 200,000
Warrants to be issued if criteria met, price of warrant, percent of daily volume weighted average closing price, if trading day criteria met	110%
Warrants to be issued if criteria met, price of warrant, percent of daily volume weighted average closing price criteria, number of consecutive trading days \| tradingDay	10
Warrants to be issued if criteria met, exercise period, number of months from the date of issuance	6 months
Bancroft Capital, LLC \| Tranche Two
Line of Credit Facility [Line Items]
Cash and warrant compensation, payout criteria, line of credit drawn by borrower, amount to exceed	$ 4,500,000
Value of warrants to be issued, if circumstances met	$ 200,000
Warrants to be issued if criteria met, price of warrant, percent of daily volume weighted average closing price, if trading day criteria met	110%
Warrants to be issued if criteria met, price of warrant, percent of daily volume weighted average closing price criteria, number of consecutive trading days \| tradingDay	10
Bancroft Capital, LLC \| Tranche One
Line of Credit Facility [Line Items]
Cash and warrant compensation, cash fee earned	$ 200,000
Bancroft Capital, LLC \| Tranche Two
Line of Credit Facility [Line Items]
Cash and warrant compensation, additional cash fee earned, If borrowing criteria met	200,000
Line of credit \| Revolving Facility \| Loan Agreement \| UG Construction, Inc. \| Gemini Finance Corp.
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity (up to)	$ 10,000,000
Extension period following initial term	9 months
Debt, covenant, lender non-renewal written notice, minimum number of days prior to initial term expiration	60 days
Secured Promissory Note \| UG Construction, Inc. \| Gemini Finance Corp.
Line of Credit Facility [Line Items]
Maximum number of days draws due and payable	180 days
Debt, interest rate	1.75%
DVO note \| DVO
Line of Credit Facility [Line Items]
Debt, face amount		$ 3,806,250
Debt, payment terms, number of consecutive quarters \| quarter		4
Debt, payment terms, remaining three payments, number of days following end of each fiscal quarter		10 days
Debt, interest rate during period			10%

RIGHT OF USE ASSETS AND LIABI_3

RIGHT OF USE ASSETS AND LIABILITIES - Narrative (Details)		3 Months Ended
RIGHT OF USE ASSETS AND LIABILITIES - Narrative (Details)	Sep. 07, 2023 USD ($)	Mar. 31, 2024 USD ($) lease	Jun. 30, 2023 USD ($)
Lessee, Lease, Description [Line Items]
Number of operating leases \| lease		7
Operating lease, interest rate		8%
Finance lease, interest rate		8%
Loss on settlement		$ 0
Crest Ventures, LLC Litigation \| Settled Litigation
Lessee, Lease, Description [Line Items]
Loss contingency, damages paid	$ 1,500,000
Loss on settlement			$ 1,500,000
Minimum
Lessee, Lease, Description [Line Items]
Finance lease, term of contract (minimum less than a year)		1 year
Operating lease, term of contract (minimum less than a year)		1 year
Maximum
Lessee, Lease, Description [Line Items]
Finance lease, term of contract (minimum less than a year)		6 years
Operating lease, term of contract (minimum less than a year)		6 years
2WR, Emerald, and DVO Acquisitions
Lessee, Lease, Description [Line Items]
Number of operating leases acquired via business combinations \| lease		5

RIGHT OF USE ASSETS AND LIABI_4

RIGHT OF USE ASSETS AND LIABILITIES - Schedule of Operating Lease Liabilities (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Operating lease liabilities related to right of use assets	$ 1,966,420	$ 2,087,503
Less current portion	(673,920)	(707,141)
Long term	$ 1,292,500	$ 1,380,362

RIGHT OF USE ASSETS AND LIABI_5

RIGHT OF USE ASSETS AND LIABILITIES - Schedule of Future Minimum Lease Payments (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Remainder of 2024	$ 552,251
2025	573,133
2026	404,751
2027	346,812
2028	253,415
Thereafter	82,488
Total minimum lease payments	2,212,850
Less: Amount representing interest	(246,430)
Net lease obligations	$ 1,966,420	$ 2,087,503

RISKS AND UNCERTAINTIES (Detail

RISKS AND UNCERTAINTIES (Details)	3 Months Ended		12 Months Ended
RISKS AND UNCERTAINTIES (Details)	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Purchases \| Supplier Concentration Risk \| Supplier One
Concentration Risk [Line Items]
Concentration risk, percentage		19%
Purchases \| Supplier Concentration Risk \| Supplier Two
Concentration Risk [Line Items]
Concentration risk, percentage	14%
Purchases \| Supplier Concentration Risk \| Supplier Three
Concentration Risk [Line Items]
Concentration risk, percentage	14%
Accounts Payable \| Supplier Concentration Risk \| Supplier One
Concentration Risk [Line Items]
Concentration risk, percentage	14%	13%
Customer One \| Revenue Benchmark \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage	42%	43%
Customer One \| Accounts Receivable \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage			57%
Customer Two \| Revenue Benchmark \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage		17%
Customer Two \| Accounts Receivable \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage	14%
Customer Three \| Revenue Benchmark \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage	13%
Customer Three \| Accounts Receivable \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage	13%
Customer Four \| Revenue Benchmark \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration risk, percentage	11%

STOCK-BASED COMPENSATION - Narr

STOCK-BASED COMPENSATION - Narrative (Details) - USD ($)	3 Months Ended
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($)	Mar. 31, 2024	Mar. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 656,576	$ 479,641
Unrecognized stock-based compensation expense	0
Stock options outstanding, aggregate intrinsic value	0
Stock options exercisable, aggregate intrinsic value	$ 0
Omnibus Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value assumptions, expected volatility rate	100%
Stock Grants \| Minimum \| Omnibus Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting employment period (in years)	1 year
Stock Grants \| Maximum \| Omnibus Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting employment period (in years)	3 years
Stock Options \| Minimum \| Omnibus Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting employment period (in years)	1 year
Stock Options \| Maximum \| Omnibus Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting employment period (in years)	3 years

STOCK-BASED COMPENSATION - Sche

STOCK-BASED COMPENSATION - Schedule of RSU Activity (Details) - Restricted Stock Units (RSUs)	3 Months Ended
	Mar. 31, 2024 shares
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Beginning balance (in shares)	580,292
Grants of RSUs (in shares)	298,857
Forfeiture/cancelled (in shares)	(27,159)
Grants of RESU vested and issued (in shares)	(375,177)
Ending balance (in shares)	476,813

STOCK-BASED COMPENSATION - Sc_2

STOCK-BASED COMPENSATION - Schedule of RSU Vesting Periods (Details) - Restricted Stock Units (RSUs)	3 Months Ended
	Mar. 31, 2024 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares (in shares)	476,813
Vesting Period One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares (in shares)	92,911
Vesting Period Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares (in shares)	169,556
Vesting Period Three
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares (in shares)	214,346

STOCK-BASED COMPENSATION - Sc_3

STOCK-BASED COMPENSATION - Schedule of Stock Option Activity (Details) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Number of Shares
Stock options outstanding, beginning balance (in shares)	501,829
Issued (in shares)	0
Forfeited (in shares)	(39,880)
Exercised (in shares)	0
Stock options outstanding, ending balance (in shares)	461,949	501,829
Stock options exercisable (in shares)	441,922
Weighted Average Remaining Life (Years)
Stock options outstanding (in years)	4 years 3 months 18 days	4 years 8 months 1 day
Issued (in years)	0 years
Forfeited (in years)	0 years
Exercised (in years)	0 years
Stock options exercisable, end of period (in years)	0 years
Weighted Average Exercise Price
Stock options outstanding, beginning balance (in dollars per share)	$ 6.81
Issued (in dollars per share)	0
Forfeited (in dollars per share)	6.52
Exercised (in dollars per share)	0
Stock options outstanding, ending balance (in dollars per share)	6.83	$ 6.81
Stock options exercisable (in dollars per share)	$ 6.77

STOCKHOLDERS_ EQUITY (Details)

STOCKHOLDERS’ EQUITY (Details) - USD ($)		1 Months Ended	3 Months Ended		34 Months Ended
STOCKHOLDERS’ EQUITY (Details) - USD ($)	May 24, 2021	Feb. 28, 2021	Mar. 31, 2024	Mar. 31, 2023	Mar. 31, 2024	Sep. 12, 2022	Feb. 02, 2022	Jan. 18, 2022
Equity [Abstract]
Stock repurchase program, authorized amount (up to)	$ 5,000,000					$ 10,500,000	$ 8,500,000	$ 7,000,000
Stock repurchase program, period in force	12 months
Stock repurchase program, increased authorized amount						$ 2,000,000	$ 1,500,000	$ 2,000,000
Stock repurchased (in shares)		350,000	0	0	1,099,833
Stock repurchased, average price per share (in dollars per share)		$ 8.50			$ 8.25
Stock repurchased during period		$ 3,000,000			$ 9,100,000
Stock repurchase program, amount remaining under program				$ 1,400,000

WARRANTS - Schedule of Warrant

WARRANTS - Schedule of Warrant Activity (Details)	3 Months Ended
WARRANTS - Schedule of Warrant Activity (Details)	Mar. 31, 2024 $ / shares shares
Number of Shares
Warrants outstanding, beginning balance (in shares) \| shares	511,681
Issued (in shares) \| shares	0
Exercised (in shares) \| shares	0
Expired (in shares) \| shares	0
Warrants outstanding, ending balance (in shares) \| shares	511,681
Warrants exercisable (in shares) \| shares	336,150
Weighted Average Exercise Price
Warrants outstanding, beginning balance (in dollars per share) \| $ / shares	$ 8.74
Issued (in dollars per share) \| $ / shares	0
Exercised (in dollars per share) \| $ / shares	0
Expired (in dollars per share) \| $ / shares	0
Warrants outstanding, ending balance (in dollars per share) \| $ / shares	8.74
Warrants exercisable (in dollars per share) \| $ / shares	$ 12.65

WARRANTS - Narrative (Details)

WARRANTS - Narrative (Details)	Mar. 31, 2024 USD ($)
Equity [Abstract]
Warrants, outstanding, intrinsic value	$ 20,477
Warrants, exercisable, intrinsic value	$ 20,477

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details)				14 Months Ended
SUBSEQUENT EVENTS (Details)	Jan. 31, 2025 USD ($) $ / shares shares	Oct. 02, 2024 USD ($) tradingDay	Oct. 01, 2024 USD ($) $ / shares	Feb. 18, 2025 shares	Jun. 19, 2024 shares	Mar. 31, 2024 $ / shares	Dec. 31, 2023 $ / shares
Subsequent Event [Line Items]
Exercise price of warrants or rights (in dollars per share) \| $ / shares						$ 8.74	$ 8.74
Subsequent Event
Subsequent Event [Line Items]
Value of warrants to be issued, if circumstances met		$ 200,000	$ 160,000
Class Of Warrant Or Right, Exercise Period, Number Of Years From The Date Of Issuance			5 years
Exercise price of warrants or rights (in dollars per share) \| $ / shares	$ 1		$ 2.50
Cash and warrant compensation, payout criteria, line of credit drawn by borrower, amount to exceed		6,000,000
Cash and warrant compensation, additional cash fee earned, If borrowing criteria met		$ 200,000
Warrants to be issued if criteria met, price of warrant, percent of daily volume weighted average closing price, if trading day criteria met		110%
Warrants to be issued if criteria met, price of warrant, percent of daily volume weighted average closing price criteria, number of consecutive trading days \| tradingDay		10
Number of shares authorized for issuance \| shares					1,200,000
Grants of RSUs (in shares) \| shares				952,194
Litigation settlement payment	$ 250,000
Number of securities called by warrants or rights (in shares) \| shares	75,000
October 2024 Term Loan \| Secured Debt \| Subsequent Event
Subsequent Event [Line Items]
Debt instrument, face amount			$ 2,100,000
Debt Instrument, Term			24 months
Debt Issuance Costs, Gross			$ 100,000
Debt Instrument, Minimum Interest To Be Paid On Prepayment			$ 150,000
Grow Hill Promissory Note \| Secured Debt \| Subsequent Event
Subsequent Event [Line Items]
Debt, interest rate			15%