Company Description
Blüm Holdings, Inc. (OTCQB: BLMH) is a California-based publicly traded holding company and cannabis operator. According to company disclosures and SEC filings, Blüm focuses on the cannabis sector and operates through subsidiaries that run licensed retail dispensaries in California. The company also owns and develops cannabis brands and uses its platform as both a holding company and a marketing vehicle to support those brands.
Blüm describes itself as a trusted name in the cannabis industry, emphasizing quality, innovation, and customer service. Through its subsidiaries, the company operates dispensaries throughout California, including multiple locations in Northern California and a high-volume Bay Area cannabis retail dispensary acquired through the purchase of all outstanding equity of the operating entity. These dispensaries are licensed adult-use and medical cannabis retailers serving local markets in the state.
A notable part of Blüm’s business is its portfolio of company-owned brands. The company highlights Korova, which it describes as a high-potency brand offering products across multiple product categories, including the 1000 mg THC Black Bar. Blüm positions its retail stores as a platform for these brands and for partner brands, aiming to use its ecosystem to increase brand awareness and support customer acquisition.
Business model and operations
Based on its public communications, Blüm’s business model centers on owning and operating cannabis retail dispensaries in California and holding interests in cannabis-related brands and entities. The company has pursued a strategy of acquiring licensed cannabis retail operators in Northern California and the Bay Area, often through stock purchase agreements, term sheets, and management services agreements. These transactions are intended to expand its retail footprint and add locations with established customer bases and operating histories.
Blüm also uses management services agreements to integrate acquired or partner dispensaries, assuming centralized functions such as compliance, accounting, marketing, and finance. In addition, the company has entered into agreements to acquire interests in entities that hold equity in well-known cannabis brands, such as Cookies Creative Consulting & Promotions, Inc., as part of a strategy to increase its economic exposure to prominent names in the cannabis space.
Capital structure, financing, and restructuring
SEC filings show that Blüm actively manages its capital structure through a combination of debt, convertible notes, equity issuance, and warrant arrangements. The company has issued unsecured and senior secured promissory notes to accredited investors, often with 8.0% annual interest, maturity dates several years in the future, and conversion features tied to a specified pre-money valuation and per-share price. These notes are frequently accompanied by common stock purchase warrants with defined exercise prices and terms.
On December 31, 2025, Blüm entered into a Debt Conversion Agreement under which approximately $3.05 million of principal and accrued interest under certain unsecured promissory notes was converted into shares of common stock at a fixed price of $0.98 per share, representing 85% of a $20.9 million pre-money valuation on a fully diluted basis. This conversion, disclosed in a Form 8-K, resulted in the issuance of 3,248,547 shares and the cancellation and satisfaction of the related unsecured notes, simplifying the company’s balance sheet by eliminating legacy unsecured obligations.
On the same date, the company executed a $525,000 senior secured promissory note consolidating two previously issued and expired unsecured notes. This note bears 8.0% interest, matures in 2027, is secured by substantially all of the company’s assets, and is convertible at a price tied to the same pre-money valuation. In connection with this note, previously issued warrants to purchase 198,114 shares at an exercise price of $0.53 per share were cancelled.
Earlier in 2025, Blüm issued multiple unsecured promissory notes to investors, each with 8.0% annual interest, multi-year maturities, and conversion features referencing the same valuation and per-share price. These notes were accompanied by warrants to purchase common stock at an exercise price of $0.35 per share, with cashless exercise provisions and defined expiration dates. The company has also issued shares to related parties, vendors, and sellers of acquired entities as consideration for services, debt conversion, amendment fees, and transaction-related holdbacks.
Growth, acquisitions, and strategic focus
Public news releases and filings indicate that Blüm has focused on a turnaround and disciplined growth strategy. The company has described a transition from restructuring and cost reductions to a phase of expansion through acquisitions of cannabis retail dispensaries in Northern California and the Bay Area. These acquisitions are often characterized as high-volume or premium retail assets with established revenue and local customer bases.
Blüm has also reported entering into binding term sheets and amended letters of intent to acquire additional licensed cannabis retail operators in Northern California. Some transactions include performance-based earn-outs tied to revenue and EBITDA benchmarks over a defined period following closing, aligning incentives between Blüm and the acquired operators. In several cases, management services agreements grant Blüm operational and economic control of target dispensaries prior to the final closing of stock purchase agreements, subject to customary regulatory approvals.
The company has communicated that it seeks to acquire cannabis assets at distressed or attractive valuations, integrate them into its platform, and pursue operating improvements. It has also noted that certain acquisitions are expected to contribute materially to annualized revenue, although specific figures are tied to particular periods and may change over time.
Brand and platform positioning
In its public descriptions, Blüm emphasizes its role as both a holding company and a marketing platform. The company states that it aims to leverage its growing ecosystem of dispensaries and brands to accelerate customer and retail investor acquisition, increase brand awareness, and create value across its portfolio. Its association with company-owned brands such as Korova, and its efforts to deepen economic exposure to brands like Cookies through equity interests, are presented as part of this brand-forward strategy.
Blüm’s communications also reference the use of non-GAAP financial measures, such as EBITDA and Adjusted EBITDA, to evaluate operational performance and trends. Management indicates that these measures are used alongside GAAP metrics for planning, forecasting, and assessing the impact of restructuring, acquisitions, and cost controls.
Regulatory and legal context
As a cannabis operator, Blüm operates in a regulated environment. Company disclosures reference licensed adult-use and medical cannabis dispensaries and note that certain transactions are subject to state and municipal regulatory approvals. The company has also reported on litigation and settlements involving its subsidiaries, including a global settlement with People’s California, LLC and affiliated parties, which is subject to approval by the United States Bankruptcy Court for the Central District of California. The settlement, if approved and made effective, is described as a significant milestone in the company’s restructuring efforts.
Blüm’s SEC filings also reference the impact of federal tax provisions related to cannabis, such as Internal Revenue Code Section 280E, and note that the company monitors potential reforms and federal rescheduling developments that could affect tax liabilities associated with acquired stores.
Stock information and trading
Blüm Holdings, Inc. trades under the ticker symbol BLMH on the OTCQB market. The company has reported multiple unregistered sales of equity securities, including issuances of common stock to related parties, vendors, and sellers of acquired entities, relying on exemptions from registration under Section 4(a)(2) of the Securities Act of 1933. These issuances have been used to satisfy debt obligations, pay for services, and provide consideration in connection with acquisitions and amendments to existing agreements.
FAQs about Blüm Holdings, Inc. (BLMH)
- What does Blüm Holdings, Inc. do?
Blüm Holdings, Inc. is a California-based publicly traded holding company and cannabis operator. Through its subsidiaries, it operates licensed cannabis dispensaries in California and owns company-owned cannabis brands, including Korova. - Where does Blüm operate its dispensaries?
According to company news releases, Blüm operates dispensaries throughout California, including multiple locations in Northern California and a high-volume Bay Area cannabis retail dispensary acquired through the purchase of all outstanding equity of the operating entity. - What brands are associated with Blüm Holdings?
Blüm highlights several company-owned brands, including Korova. The company describes Korova as known for high potency products across multiple product categories, including the 1000 mg THC Black Bar. - How does Blüm grow its business?
Public disclosures indicate that Blüm pursues growth by acquiring licensed cannabis retail operators in California, entering into management services agreements, and integrating these assets into its platform. The company also seeks to increase its economic exposure to prominent cannabis brands through equity interests. - How is Blüm financing its operations and acquisitions?
SEC filings show that Blüm uses a mix of unsecured and secured promissory notes, convertible features tied to a specified pre-money valuation, common stock issuances, and warrants. The company has also converted debt and accrued interest into equity to reduce unsecured obligations and simplify its capital structure. - What is notable about Blüm’s debt conversion activity?
On December 31, 2025, Blüm entered into a Debt Conversion Agreement under which approximately $3.05 million of principal and accrued interest under certain unsecured promissory notes was converted into common stock at $0.98 per share. This transaction cancelled the applicable unsecured notes and was described as eliminating a meaningful portion of legacy unsecured obligations. - How does Blüm describe its strategic focus?
Blüm’s public statements describe a transition from a turnaround and restructuring phase to a disciplined growth phase. The company emphasizes acquiring cannabis assets at attractive valuations, integrating them into its platform, and using its ecosystem of dispensaries and brands to build long-term value. - What regulatory and legal matters affect Blüm?
Blüm operates licensed adult-use and medical cannabis dispensaries in California and notes that certain acquisitions require state and municipal regulatory approvals. The company has also reported a comprehensive settlement with People’s California, LLC and affiliated parties, subject to Bankruptcy Court approval, as part of its restructuring efforts.