SEC Comment Letter 0000000000-22-013038 to urban-gro, Inc. (UGRO) (CIK 0001706524) (UGRO)
urban-gro, Inc. (UGRO) (CIK 0001706524)
Date: Dec. 2, 2022 · CIK: 0001706524 · Accession: 0000000000-22-013038
AI Filing Summary & Sentiment
Letter
United States securities and exchange commission logo December 2, 2022 Bradley Nattrass Chief Executive Officer urban-gro, Inc. 1751 Panorama Point, Unit G Lafayette, Colorado 80026 Re:urban-gro, Inc. Form 10-K for the Fiscal Year Ended December 31, 2021 Filed March 29, 2022 File No. 1-39933 Dear Bradley Nattrass: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to these comments within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances, please tell us why in your response. After reviewing your response to these comments, we may have additional comments. Form 10-K for the Fiscal Year Ended December 31, 2021 Item 9A. Controls and Procedures Management Report on Internal Control over Financial Reporting, page 35 1.Please state whether your internal controls over financial reporting were effective or ineffective at December 31, 2021 in accordance with Item 308(3) of Regulation S-K. Notes to Consolidated Financial Statements Note 2 - Summary of Significant Accounting Policies Revenue Recognition, page F-11 2.We note from your disclosure within your Business Overview that you design and engineer indoor controlled environment agriculture facilities, then integrate complex environmental equipment systems into those facilities, and provide ongoing maintenance, training, and support services through an integrated suite of services and equipment
FirstName LastNameBradley Nattrass Comapany Nameurban-gro, Inc. December 2, 2022 Page 2 FirstName LastName Bradley Nattrass urban-gro, Inc. December 2, 2022 Page 2 solutions. Please expand your accounting policy disclosure to enable users to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from your contracts with customers as set forth in ASC 606-10-50. For example, please clarify if your design and engineering services are pursuant to contracts in which services are measured over time and how you recognize revenue. In addition, please revise to provide the disclosure required by ASC 606-10-50-5. In closing, we remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. You may contact Ta Tanisha Meadows at (202) 551-3322 or Angela Lumley at (202) 551-3398 with any questions. Sincerely, Division of Corporation Finance Office of Trade & Services cc: Dick Akright, Chief Financial Officer
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United States securities and exchange commission logo
December 2, 2022
Bradley Nattrass
Chief Executive Officer
urban-gro, Inc.
1751 Panorama Point, Unit G
Lafayette, Colorado 80026
Re:urban-gro, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2021
Filed March 29, 2022
File No. 1-39933
Dear Bradley Nattrass:
We have limited our review of your filing to the financial statements and related
disclosures and have the following comments. In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
After reviewing your response to these comments, we may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2021
Item 9A. Controls and Procedures
Management Report on Internal Control over Financial Reporting, page 35
1.Please state whether your internal controls over financial reporting were effective or
ineffective at December 31, 2021 in accordance with Item 308(3) of Regulation S-K.
Notes to Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies
Revenue Recognition, page F-11
2.We note from your disclosure within your Business Overview that you design and
engineer indoor controlled environment agriculture facilities, then integrate complex
environmental equipment systems into those facilities, and provide ongoing maintenance,
training, and support services through an integrated suite of services and equipment
FirstName LastNameBradley Nattrass
Comapany Nameurban-gro, Inc.
December 2, 2022 Page 2
FirstName LastName
Bradley Nattrass
urban-gro, Inc.
December 2, 2022
Page 2
solutions. Please expand your accounting policy disclosure to enable users to understand
the nature, amount, timing and uncertainty of revenue and cash flows arising from your
contracts with customers as set forth in ASC 606-10-50. For example, please clarify if
your design and engineering services are pursuant to contracts in which services are
measured over time and how you recognize revenue. In addition, please revise to provide
the disclosure required by ASC 606-10-50-5.
In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
You may contact Ta Tanisha Meadows at (202) 551-3322 or Angela Lumley at (202)
551-3398 with any questions.
Sincerely,
Division of Corporation Finance
Office of Trade & Services
cc: Dick Akright, Chief Financial Officer