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FLUENT Corp. reports developments for a vertically integrated, multi-state cannabis consumer packaged goods and retail business. Company news centers on cultivation, production, distribution and dispensary operations; branded cannabis products including MOODS, Knack, Wandr, Bag-O and Hyer Kind; and wholesale activity through ENTOURAGE in New York. Updates also cover Florida retail openings, product launches tied to indoor cultivation and manufacturing facilities, operating results, debt reduction, credit-agreement amendments and completed portfolio actions such as the sale of Pennsylvania operations. FLUENT disclosures regularly address the state-legal cannabis framework and federal Controlled Substances Act risks that affect U.S. cannabis operators.
FLUENT (CSE: FNT.U, OTCQB: CNTMF) has mailed its June 12, 2026 management information circular and proxies for a July 28, 2026 shareholder meeting to vote on a special resolution approving an all-stock plan of arrangement under which Vireo Growth will acquire all FLUENT shares.
Following Vireo’s 30‑for‑1 share consolidation, each FLUENT share (after conversion of proportionate voting and exchangeable shares) is expected to be exchanged for 0.002351197 Vireo share. The Ontario Securities Commission has determined that full repayment of the approximately $7.92 million Smith Convertible Note at closing is a “collateral benefit”, so the arrangement is treated as a “business combination” under MI 61‑101 and requires additional minority approval, excluding William Smith’s 1,421,538 proportionate voting shares and 64,189,527 common shares.
FLUENT has applied for exemptive relief to treat common and proportionate voting shares as a single class for minority approval and expects, subject to court, shareholder, regulatory and other customary conditions (including a credit equitization), to close the Vireo transaction in the fourth quarter of 2026.
FLUENT (OTCQB:CNTMF) announced that Interim CEO David E. Vautrin will step down effective June 12, 2026. Chief Legal Officer Matt Mundy will become Interim CEO on the same date, providing leadership continuity as FLUENT advances its arrangement agreement to be acquired by Vireo Growth, subject to specified conditions.
FLUENT is a vertically integrated cannabis CPG company and retailer operating in Florida, New York and Texas, with about 580 employees, 8 cultivation and manufacturing facilities, and 34 active retail locations.
FLUENT (OTCQB:CNTMF) reported Q1 2026 revenue from continuing operations of $17.9M, down from $22.9M. Gross profit before fair value adjustments was $5.5M (30.8% margin) versus $11.1M (48.5%). Adjusted EBITDA was $1.3M. Operating expenses fell over 20% year-over-year.
FLUENT ended the quarter with $8.3M in cash and $78.8M in total debt and reported a shareholders’ deficit of $95.8M. The company disclosed conditions that may cast significant doubt on its ability to continue as a going concern.
FLUENT entered an arrangement for Vireo to acquire all shares via a share exchange and signed a $30M agreement to sell its Texas operations.
FLUENT (OTCQB: CNTMF) entered a definitive agreement to sell its Texas business to Legacy Therapeutics for $30.0 million, with $25.0M payable at closing and $2.5M payable on each of the first and second anniversaries. The sale includes the Texas license, cultivation, manufacturing, delivery operations in Schulenburg and Houston retail.
The Purchase Agreement was signed May 1, 2026, and the Transaction is subject to regulatory approvals and customary closing conditions. FLUENT intends to primarily use proceeds to repay a portion of its senior secured debt; remaining proceeds may fund working capital and general corporate purposes.
Vireo Growth (CNTMF) will acquire FLUENT in an all‑stock arrangement at an exchange ratio of 0.0705359 Vireo share per FLUENT share. The combined Florida footprint is expected to include ~74 stores and ~144,000 sq ft of cultivation/production. FLUENT reported approx. $71.5M revenue from Florida operations in 2025. The deal includes a $30M debt equitization for FLUENT lenders, voting support agreements covering ~38.3% of shares, a $2M termination fee, and anticipated closing in Q4 2026, subject to shareholder, court and regulatory approvals.
FLUENT (OTCQB: CNTMF) reported Q4 and full-year 2025 results showing revenue pressures in Florida and balance-sheet changes. Full-year revenue from continuing operations was $86.7M (‑0.8%); Florida revenue was $71.5M (‑17.4%). Gross profit before fair value adjustments was $28.6M (33.0% of revenue).
Q4 impairment expense totaled $36.9M (New York assets); the company recognized a $12.0M gain on the December 31, 2025 sale of Pennsylvania operations. Cash was $8.9M and total debt was $72.2M at year end; the financials note going-concern uncertainties.
FLUENT (OTCQB:CNTMF) amended its senior secured credit agreement to draw an additional $6,000,000 in term loans on March 18, 2026. The term loans carry a 13.00% PIK interest rate and mature on December 31, 2026. Proceeds are for working capital and general corporate purposes.
The amendment relates to the credit agreement dated November 26, 2024 and names Chicago Atlantic Financial Services as successor administrative agent. The company said the description is qualified by the full amendment text to be filed on SEDAR+.
FLUENT Cannabis (OTCQB: CNTMF) opened a new medical cannabis dispensary at 848 W Sand Lake Road, Orlando, FL, now open daily 9:00 a.m.–8:30 p.m. The >5,000 sq ft location features a drive-thru and self-order kiosks and will host a Grand Opening event on February 7.
The store carries FLUENT’s new 7g Ground Flower and expands the company’s Florida footprint; FLUENT operates 32 Florida dispensaries and plans Palm Bay, FL and Houston, TX openings in Q1 2026.
FLUENT (OTCQB: CNTMF) completed the sale of its Pennsylvania operations to HIVE Holdings, Inc., effective December 31, 2025, for US$12.5 million in cash. Proceeds were used to reduce outstanding debt, which the company says will meaningfully enhance its balance sheet and let management concentrate capital and operations on core growth markets.
FLUENT described the transaction as arm's-length with no finders’ fees. Management framed the divestiture as a step to reduce leverage, sharpen strategic focus, and position the company for opportunities from recent federal rescheduling developments affecting the U.S. cannabis sector.
FLUENT (OTCQB: CNTMF) applauded the federal rescheduling of cannabis from Schedule I to Schedule III on December 18, 2025, which the company says recognizes medical use and enables 280E tax relief.
The company expects Schedule III status to improve banking access, allow ordinary business expense deductions, free capital for patient care and innovation, and reduce unlicensed competition following a related November 12, 2025 federal clarification on hemp-derived intoxicants that takes effect by November 2026.
FLUENT noted remaining state‑federal legal conflicts and continued criminal justice reform work.