urban-gro, Inc. Files Preliminary Non-Offering Prospectus and Submits Listing Application with the Canadian Securities Exchange

FOR IMMEDIATE RELEASE

Lafayette, Colo., (March 16, 2020) – urban-gro, Inc. (OTCQX: UGRO) (“urban-gro” or the “Company”), a leading engineering design services company that integrates complex equipment systems into high-performance indoor cannabis cultivation facilities around the world, is pleased to announce that it has filed a preliminary non-offering long form prospectus (the “Prospectus”) with the securities regulatory authorities in the Provinces of Ontario and British Columbia. No securities are being sold pursuant to the Prospectus and no proceeds are being raised. All expenses incurred in connection with the preparation and filing of the Prospectus will be paid by the Company from its general funds.

The Company is also pleased to announce that it has applied to list its common shares (“Common Shares”) on the Canadian Securities Exchange (the “CSE”). Listing and trading of the Common Shares will be subject to the Company fulfilling all of the CSE’s listing requirements and the Company being receipted for a final prospectus with the securities regulatory authorities in the Provinces of Ontario and British Columbia.

“We are excited to announce this significant milestone in support of the Company’s goal of cross-trading on the CSE,” said Bradley Nattrass, Chief Executive Officer and Chairman of urban-gro. “We believe the potential trading of our Common Shares on the CSE will increase liquidity for our shareholders and provide access to a larger market of prospective investors in addition to those we have on the OTCQX market.”

A copy of the Prospectus is available under the Company’s profile on SEDAR at www.sedar.com. There can be no guarantee that a receipt for the final prospectus will be obtained from the securities regulatory authorities in the Provinces of Ontario and British Columbia or that the CSE will accept the listing of the Common Shares.

About urban-gro, Inc.

urban-gro, Inc. (OTCQX: UGRO) is a leading engineering design services company that integrates complex equipment systems into high performance indoor cannabis cultivation facilities around the world. Our highly tailored, plant-centric approach to design, procurement, and systems integration provides a single point of accountability throughout the project lifecycle. urban-gro further ensures operational efficiency and economic advantage for commercial cultivators through a full spectrum of professional services and product solutions focused on facility optimization and promoting environmental health. In every engagement, our unwavering focus is on solutions that ensure success. Visit www.urban-gro.com to learn more.

Safe Harbor Statement

This press release may contain forward-looking statements which are based on current expectations, forecasts and assumptions of management of the Company that involve risks and uncertainties that could cause actual outcomes and results to differ materially from those anticipated or expected. Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors detailed from time to time in our filings with the SEC. Among other matters, we may not be able to obtain the receipt of a final non-offering prospectus from Canadian securities regulatory authorities and we may be unable to complete the listing of our Common Shares on the CSE. Further, the receipt of a final non-offering prospectus and the listing of our Common Shares may not result in increased liquidity to shareholders or otherwise. Reference is hereby made to the cautionary statements set forth in our most recent SEC filings. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements in this press release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company’s securities in the United States.

Investor Relations Contact:

Dan Droller
urban-gro, Inc.
Executive Vice President, Corporate Development
Email: investors@urban-gro.com
Phone: 914-843-5613

Media Contact:

Anne Graf
KCSA Strategic Communications
Email: agraf@kcsa.com
Phone: 786-390-2644

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