Flora Growth Corp. Rebrands as ZeroStack Corp., Approves New Preferred Share Structure and Capital‑Structure Flexibility

FLGC
December 20, 2025

Flora Growth Corp. (NASDAQ: FLGC) announced that it will change its name to ZeroStack Corp. and that shareholders approved a new class of preferred shares, giving the board authority to issue common shares underlying pre‑funded warrants, convertible notes, and a forward share split. The approvals were reached at a special meeting held in Fort Lauderdale on December 19 2025 and reflect a decisive shift in the company’s capital‑structure strategy.

In its most recent quarterly report, Flora Growth reported a net loss of $6.7 million on revenue of $9.75 million, missing consensus estimates of a $4.93 EPS loss and $12.50 million in sales. The miss was driven by a $2.3 million decline in cannabis‑related revenue, which fell 30 % from the $13.5 million earned in the same quarter a year earlier, as regulatory headwinds and margin compression eroded the company’s legacy business.

The company’s board and management cited the persistent challenges in the cannabis market—tightening regulations, rising compliance costs, and shrinking margins—as the primary reason for the pivot. They announced that ZeroStack will focus on building a decentralized AI platform, the 0G treasury, which promises to deliver privacy‑focused, high‑performance AI infrastructure to institutional investors. The move is intended to replace the declining cannabis segment with a high‑growth technology business.

Daniel Reis‑Faria, the incoming CEO, said the transition “offers a unique opportunity for institutional investors to gain exposure to a transparent, privacy‑focused AI infrastructure that is not yet represented in the public markets.” He added that the 0G platform will become the “go‑to public vehicle for decentralized AI exposure” and that the company is positioning itself to capture the growing demand for secure, distributed AI services.

The new preferred share structure will allow the company to raise capital more flexibly while preserving common‑shareholder control. Shareholders also approved the authority to issue common shares tied to pre‑funded warrants and convertible notes, and to conduct a forward share split, giving the board tools to manage dilution and liquidity as the company scales its AI platform.

Investors welcomed the announcement, noting that the $401 million private placement and the strategic shift to AI had previously driven a 69 % after‑hours jump in September 2025. The approval of the name change and capital‑structure adjustments is seen as a continuation of the company’s effort to reposition itself in a high‑growth technology sector.

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