Canopy Growth Corp 8-K, filed Nov 6, 2026
Canopy Growth Corp (CGC)
About this 8-K
Canopy Growth Corp filed this 8-K on November 6, 2026.
Canopy Growth reported $81.4M in Q2 FY2027 net revenue, up 22%, with international markets cannabis revenue rising 141% to $12.3M. Cannabis segment revenue reached $66.2M, up 30%, while adjusted EBITDA loss improved to $2.9M. AI summary
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Name of each exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On November 6, 2026, Canopy Growth Corporation (the “Company”) issued a press release announcing its financial results for its fiscal second quarter ended September 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information set forth in Item 2.02 of this Current Report on Form 8-K (“Current Report”), including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information set forth in Item 2.02 of this Current Report, including Exhibit 99.1 attached hereto, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorporation by reference language in any such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
99.1* |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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CANOPY GROWTH CORPORATION |
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Date: November 6, 2026 |
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By: |
/s/ Thomas Stewart |
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Thomas Stewart |
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Chief Financial Officer |
Exhibit 99.1
Canopy Growth Reports Second Quarter Fiscal Year 2027 Financial Results;
Net Revenue Growth of 22% Led by a 141% Increase in International Markets Cannabis
Net revenue growth of 30% in Cannabis segment
18% growth in Canada medical cannabis revenue and 17% growth in Canada adult-use cannabis revenue
Company strengthens end-to-end EU GMP supply chain to facilitate further international growth
SMITHS FALLS, ON, November 6, 2026 - Canopy Growth Corporation (“Canopy Growth”, “our”, “we” or the “Company”) (TSX: WEED) (Nasdaq: CGC), a leading global company committed to bettering lives through cannabis, today announced its financial results for the three months ended September 30, 2026 ("Q2 FY2027"). All financial information in this press release is reported in Canadian dollars, unless otherwise indicated.
“We have made tremendous progress on our international strategy. Our international business delivered 141% net revenue growth in the second quarter of fiscal year 2027 driven by strong medical cannabis sales in Germany and Poland. We entered the U.K. market, added to our German leadership team, broadened our product portfolio in Australia and expanded our end-to-end EU GMP-certified supply chain through the certification of our Smiths Falls facility. We expect the ongoing elevation of our cultivation capabilities to drive our momentum further across the entire business.”
Luc Mongeau, Chief Executive Officer
“We reported another quarter of strong net revenue growth, including a 17% year-over-year increase in Canada adult-use cannabis, an 18% increase in Canada medical cannabis and 30% growth in the Cannabis segment overall. We are progressing steadily to profitability, quarter after quarter. Our disciplined approach continues to show improvements in adjusted EBITDA1 compared to Q2 FY2026, placing us within reach of reporting positive adjusted EBITDA during fiscal 2027.”
Tom Stewart, Chief Financial Officer
Second Quarter FY2027 Financial Highlights
Consolidated net revenue of $81.4M in Q2 FY2027 increased by 22% compared to the three months ended September 30, 2025 (“Q2 FY2026”).
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- 11 Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP Measures" and Schedule 7 for a reconciliation of net loss from continuing operations to adjusted EBITDA.
2 Adjusted gross margin and adjusted gross margin percentage are non-GAAP measures. See "Non-GAAP Measures" and Schedules 5 and 6 for a reconciliation of adjusted gross margin on a consolidated basis and by segment.
Business Highlights
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3 Free cash flow is a non-GAAP measure. See "Non-GAAP Measures" and Schedule 8 for a reconciliation of free cash flow - continuing operations.
4 Based on a review of certificate records in the European Medicines Agency’s EudraGMDP database as of October 9, 2026.
Webcast and Conference Call Information
The Company will host a conference call and audio webcast with Luc Mongeau, CEO and Tom Stewart, CFO at 10:00 AM Eastern Time on November 6, 2026.
Webcast Information
A live audio webcast will be available at:
https://onlinexperiences.com/Launch/QReg/ShowUUID=33326F1E-3AA2-4BF8-B99B-3C39D0250CC7
Replay Information
A replay will be accessible by webcast until 11:59 PM ET on February 4, 2027 at the same URL.
Non-GAAP Measures
Adjusted EBITDA is a non-GAAP measure used by management that is not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Management calculates Adjusted EBITDA as the reported net income (loss), adjusted to exclude income tax recovery (expense); other (income) expense, net; loss on equity method investments; share-based compensation expense; acquisition, divestiture, and other costs; depreciation and amortization expense; loss on asset impairment and restructuring; acquisition and divestiture related inventory write-downs; and charges related to the flow-through of inventory step-up on business combinations. Management believes that Adjusted EBITDA provides useful information to investors because it facilitates comparison of the Company’s operating performance on a consistent basis between periods and, when viewed in combination with our results prepared in accordance with U.S. GAAP, helps provide a broader picture of factors and trends affecting our results of operations. Management uses Adjusted EBITDA on an internal basis, period-over-period, to evaluate its operating performance, to analyze trends within its business, to assess its performance relative to its competitors, and to establish operational goals and forecasts that are used in allocating resources. The Adjusted EBITDA reconciliation is presented within this press release and explained in the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026 (the “Form 10-Q”) filed with the Securities and Exchange Commission (“SEC”).
Free cash flow is a non-GAAP measure used by management that is not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Management believes that free cash flow presents meaningful information regarding the amount of cash flow required to maintain and organically expand the Company’s business, and that the free cash flow measure provides meaningful information regarding the Company’s liquidity requirements. This measure is calculated as net cash provided by (used in) operating activities less purchases of and deposits on property, plant and equipment. The free cash flow reconciliation is presented within this press release and explained in the Form 10-Q.
Adjusted gross margin and adjusted gross margin percentage are non-GAAP measures used by management that are not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Management believes that adjusted gross margin and adjusted gross margin percentage present meaningful and useful financial information as these measures provide insights into the gross margin performance of the business. Adjusted gross margin is calculated as gross margin excluding acquisition related restructuring and other inventory write-downs, and charges related to the flow-through of inventory step-up on business combinations. Adjusted gross margin percentage is calculated as adjusted gross margin divided by net revenue. The adjusted gross margin and adjusted gross margin percentage reconciliation is presented within this news release.
Contact
Media Contact: media@canopygrowth.com
Investor Contact: invest@canopygrowth.com
About Canopy Growth
Canopy Growth is a leading global company committed to bettering lives through cannabis. With a focus on cultivation excellence, quality, trust, innovation and disciplined execution, Canopy Growth is a consumer-centric company serving patients, consumers and partners alike.
The Company’s portfolio of owned and licensed brands, including Tweed, 7ACRES, DOJA, Deep Space, DeeLish, Claybourne, MTL Cannabis, Low Key by MTL and R’belle, as well as category-defining Storz & Bickel, delivers innovative cannabis products to consumers across Canada and beyond. It is also Canada’s leading provider of medical cannabis services through Spectrum Therapeutics, Abba Medix, Apollo and Canada House Clinics.
The Company also holds an unconsolidated, non-controlling interest in Canopy USA, which provides exposure to the U.S. THC market.
Guided by its commitment to leadership, excellence, trust and innovation, Canopy Growth is working to shape a future where the plant is trusted for its ability to better lives.
For more information visit www.canopygrowth.com.
Notice Regarding Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of applicable securities laws, which involve certain known and unknown risks and uncertainties. To the extent any forward-looking statements in this press release constitutes “financial outlooks” within the meaning of applicable Canadian securities laws, the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such financial outlooks. Forward-looking statements predict or describe our future operations, business plans, business and investment strategies and the performance of our investments. These forward-looking statements are generally identified by their use of such terms and phrases as “intend,” “goal,” “strategy,” “estimate,” “expect,” “project,” “projections,” “forecasts,” “plans,” “seeks,” “anticipates,” “potential,” “proposed,” “will,” “should,” “could,” “would,” “may,” “likely,” “designed to,” “foreseeable future,” “believe,” “scheduled” and other similar expressions. Our actual results or outcomes may differ materially from those anticipated. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made.
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Forward-looking statements include, but are not limited to, statements with respect to:
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Certain of the forward-looking statements contained herein concerning the industries in which we conduct our business are based on estimates prepared by us using data from publicly available governmental sources, market research, industry analysis and on assumptions based on data and knowledge of these industries, which we believe to be reasonable. However, although generally indicative of relative market positions, market shares and performance characteristics, such data is inherently imprecise. The industries in which we conduct our business involve risks and uncertainties that are subject to change based on various factors, which are described further below.
The forward-looking statements contained herein are based upon certain material assumptions, including: (i) management’s perceptions of historical trends, current conditions and expected future developments; (ii) our ability to generate cash flow from operations; (iii) general economic, financial market, regulatory and political conditions in which we operate; (iv) the production and manufacturing capabilities and output from our facilities, strategic alliances and equity investments; (v) consumer interest in our products; (vi) competition; (vii) anticipated and unanticipated costs; (viii) government regulation of our activities and products including but not limited to the areas of taxation and environmental protection; (ix) the timely receipt of any required regulatory authorizations, approvals, consents, permits and/or licenses; (x) our ability to obtain qualified staff, equipment and services in a timely and cost-efficient manner; (xi) our ability to conduct operations in a safe, efficient and effective manner; (xii) our ability to realize anticipated benefits, synergies or generate revenue, profits or value from our recent acquisitions into our existing operations; and (xiii) other considerations that management believes to be appropriate in the circumstances. While our management considers these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct. Financial outlooks, as with forward-looking statements generally, are, without limitation, based on the assumptions and subject to various risks as set out herein. Our actual financial position and results of operations may differ materially from management’s current expectations.
By their nature, forward-looking statements are subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking statements in this press release and other reports we file with, or furnish to, the SEC and other regulatory agencies and made by our directors, officers, other employees and other persons authorized to speak on our behalf. Such factors include, without limitation, risks related to our ability to remediate the material weakness identified in our internal control over financial reporting, or inability to otherwise maintain an effective system of internal control; the risk that our March 31, 2026 restatement of our consolidated financial statements could negatively affect investor confidence and raise reputation risks; our limited operating history; risks that we may be required to write down intangible assets, including goodwill, due to impairment; the adequacy of our capital resources and liquidity, including but not limited to, availability of sufficient cash flow to execute our business plan (either within the expected timeframe or at all); the diversion of management's time on matters related to Canopy USA; the risks that the Trust’s future ownership interest in Canopy USA is not quantifiable, and the Trust may have significant ownership and influence over Canopy USA; the risks in the event that Acreage Holdings, Inc. and Wana cannot satisfy their debt obligations as they become due; volatility in and/or degradation of general economic, market, industry or business conditions; risks relating to the overall macroeconomic environment, which may impact customer spending, our costs and our margins, including tariffs (and related retaliatory measures), the levels of inflation, interest rates and trade policy; risks relating to the evolving regulatory landscape in the United States; risks relating to our current and future operations in emerging markets; compliance with applicable environmental, economic, health and safety, energy and other policies and regulations and in particular health concerns with respect to vaping and the use of cannabis products in vaping devices; risks and uncertainty regarding future product development; changes in regulatory requirements in relation to our business and products; our reliance on licenses issued by and contractual arrangements with various federal, state and provincial governmental authorities; inherent uncertainty associated with projections; future levels of revenues and the impact of increasing levels of competition; third-party manufacturing risks; third-party transportation risks; our exposure to risks related to an agricultural business, including wholesale price volatility and variable product quality; changes in laws, regulations and guidelines and our compliance with such laws, regulations and guidelines; risks relating to inventory write downs; risks relating to our ability to refinance debt as and when required on terms favorable to us and to comply with covenants contained in our debt facilities and debt instruments; risks associated with jointly owned investments; our ability to manage disruptions in credit markets or changes to our credit ratings; the success or timing of completion of ongoing or anticipated capital or maintenance projects; risks related to the integration of acquired businesses; the timing and manner of the legalization of cannabis in the United States; business strategies, growth opportunities and expected investment; counterparty risks and liquidity risks that may impact our ability to obtain loans and other credit facilities on favorable terms; the potential effects of judicial, regulatory or other proceedings, litigation or threatened litigation or proceedings, or reviews or investigations, on our business, financial condition, results of operations and cash flows; risks associated with divestment and restructuring; the anticipated effects of actions of third parties such as competitors, activist investors or federal, state, provincial, territorial or local regulatory authorities, self-regulatory organizations, plaintiffs in litigation or persons threatening litigation; consumer demand for cannabis products; the implementation and effectiveness of key personnel changes; risks related to stock exchange restrictions; risks related to the protection and enforcement of our intellectual property rights; the risks related to our exchangeable shares (the “Exchangeable Shares”) having different rights from Canopy Shares and there may never be a trading market for the Exchangeable Shares; future levels of capital, environmental or maintenance expenditures, general and administrative and other expenses; risks related to finalization of the consideration payable by us for the acquisition by Canopy USA of the remaining interests in Jetty; and the factors discussed under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended March 31, 2026. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements.
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Forward-looking statements are provided for the purposes of assisting the reader in understanding our financial performance, financial position and cash flows as of and for periods ended on certain dates and to present information about management’s current expectations and plans relating to the future, and the reader is cautioned that the forward-looking statements may not be appropriate for any other purpose. While we believe that the assumptions and expectations reflected in the forward-looking statements are reasonable based on information currently available to management, there is no assurance that such assumptions and expectations will prove to have been correct. Forward-looking statements are made as of the date they are made and are based on the beliefs, estimates, expectations and opinions of management on that date. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking statements, except as required by law. The forward-looking statements contained in this press release and other reports we file with, or furnish to, the SEC and other regulatory agencies and made by our directors, officers, other employees and other persons authorized to speak on our behalf are expressly qualified in their entirety by these cautionary statements.
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Schedule 1
CANOPY GROWTH CORPORATION |
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September 30, |
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March 31, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
247,340 |
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$ |
364,683 |
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Short-term investments |
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72,451 |
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- |
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Restricted short-term investments |
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4,741 |
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5,046 |
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Amounts receivable, net |
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37,190 |
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36,289 |
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Inventory |
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105,087 |
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110,513 |
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Prepaid expenses and other assets |
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13,974 |
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12,935 |
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Total current assets |
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480,783 |
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529,466 |
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Other investments |
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113,401 |
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108,010 |
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Property, plant and equipment |
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304,304 |
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316,494 |
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Intangible assets |
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85,481 |
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92,411 |
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Goodwill |
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55,685 |
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55,685 |
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Other assets |
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18,147 |
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16,666 |
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Total assets |
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$ |
1,057,801 |
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$ |
1,118,732 |
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LIABILITIES AND SHAREHOLDERS' EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
29,564 |
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$ |
34,817 |
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Accrued expenses and liabilities |
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40,973 |
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42,999 |
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Current portion of long-term debt |
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43,130 |
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16,237 |
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Warrant derivative liability |
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22,755 |
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27,522 |
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Other liabilities |
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34,187 |
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36,868 |
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Total current liabilities |
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170,609 |
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158,443 |
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Long-term debt |
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202,734 |
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217,123 |
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Deferred income tax liabilities |
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6,546 |
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8,199 |
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Other liabilities |
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27,589 |
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37,373 |
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Total liabilities |
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407,478 |
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421,138 |
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Commitments and contingencies |
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Canopy Growth Corporation shareholders' equity: |
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Share capital |
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9,236,201 |
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9,233,577 |
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Additional paid-in capital |
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2,593,697 |
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2,591,714 |
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Accumulated other comprehensive income |
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13,925 |
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10,530 |
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Deficit |
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(11,193,500 |
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(11,138,227 |
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Total shareholders' equity |
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650,323 |
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697,594 |
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Total liabilities and shareholders' equity |
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$ |
1,057,801 |
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$ |
1,118,732 |
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Schedule 2
CANOPY GROWTH CORPORATION |
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Three months ended September 30, |
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2026 |
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2025 |
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Revenue |
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$ |
99,507 |
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$ |
82,998 |
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Excise taxes |
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18,134 |
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16,315 |
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Net revenue |
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81,373 |
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66,683 |
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Cost of goods sold |
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58,018 |
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44,778 |
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Gross margin |
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23,355 |
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21,905 |
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Operating expenses |
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Selling, general and administrative expenses |
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39,693 |
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36,296 |
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Share-based compensation |
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4,032 |
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2,009 |
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Loss on asset impairment and restructuring |
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2,593 |
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494 |
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Total operating expenses |
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46,318 |
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38,799 |
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Operating loss |
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(22,963 |
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(16,894 |
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Other income (expense), net |
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(18,531 |
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12,130 |
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Loss before income taxes |
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(41,494 |
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(4,764 |
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Income tax recovery (expense) |
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800 |
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(214 |
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Net loss |
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$ |
(40,694 |
) |
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$ |
(4,978 |
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Basic and diluted loss per share |
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Basic and diluted loss per share |
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$ |
(0.10 |
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$ |
(0.02 |
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Basic and diluted weighted average common shares outstanding |
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423,109,807 |
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274,025,102 |
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Schedule 3
CANOPY GROWTH CORPORATION |
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Six months ended September 30, |
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2026 |
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2025 |
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Cash flows from operating activities: |
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Net loss |
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$ |
(55,273 |
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$ |
(49,839 |
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Adjustments to reconcile net loss to net cash used in operating activities: |
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Depreciation of property, plant and equipment |
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11,116 |
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9,531 |
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Amortization of intangible assets |
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9,274 |
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9,384 |
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Share-based compensation |
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5,391 |
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1,910 |
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Loss on asset impairment and restructuring |
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628 |
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412 |
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Income tax (recovery) expense |
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(929 |
) |
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505 |
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Non-cash fair value adjustments and charges related to |
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(9,041 |
) |
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(5,898 |
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Change in operating assets and liabilities, net of effects from |
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Amounts receivable |
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(854 |
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25,381 |
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Inventory |
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5,665 |
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(5,154 |
) |
Prepaid expenses and other assets |
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(1,039 |
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(5,538 |
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Accounts payable and accrued liabilities |
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(8,097 |
) |
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(8,002 |
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Other, including non-cash foreign currency |
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5,578 |
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(1,008 |
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Net cash used in operating activities |
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(37,581 |
) |
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(28,316 |
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Cash flows from investing activities: |
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Purchases of and deposits on property, plant and equipment |
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(3,714 |
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(2,532 |
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Purchases of intangible assets |
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(1,992 |
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(420 |
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Proceeds on sale of property, plant and equipment |
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1,505 |
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4 |
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(Purchases) redemption of short-term investments |
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(71,708 |
) |
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18,391 |
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Other investing activities |
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- |
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|
581 |
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Net cash (used) provided in investing activities |
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(75,909 |
) |
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16,024 |
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Cash flows from financing activities: |
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Proceeds from issuance of common shares and warrants |
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- |
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281,516 |
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Payment of debt issue costs |
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(932 |
) |
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- |
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Repayment of long-term debt |
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- |
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(71,660 |
) |
Finance lease payments |
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(6,250 |
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(10,328 |
) |
Other financing activities |
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(784 |
) |
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(5,071 |
) |
Net cash (used) provided by financing activities |
|
|
(7,966 |
) |
|
|
194,457 |
|
Effect of exchange rate changes on cash and cash equivalents |
|
|
4,113 |
|
|
|
2,082 |
|
Net (decrease) increase in cash and cash equivalents |
|
|
(117,343 |
) |
|
|
184,247 |
|
Cash and cash equivalents, beginning of period |
|
|
364,683 |
|
|
|
113,811 |
|
Cash and cash equivalents, end of period |
|
$ |
247,340 |
|
|
$ |
298,058 |
|
|
|
|
Schedule 4 - Segment Net Revenue
Net Revenue |
|
Three months ended September 30, |
|
|
|
|
|
|
|
|||||||
(in thousands of Canadian dollars) |
|
2026 |
|
|
2025 |
|
|
$ Change |
|
|
% Change |
|
||||
Cannabis |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Canadian adult-use cannabis1 |
|
$ |
28,127 |
|
|
$ |
23,940 |
|
|
$ |
4,187 |
|
|
|
17 |
% |
Canadian medical cannabis2 |
|
|
25,840 |
|
|
|
21,821 |
|
|
|
4,019 |
|
|
|
18 |
% |
International markets cannabis3 |
|
|
12,268 |
|
|
|
5,091 |
|
|
|
7,177 |
|
|
|
141 |
% |
|
|
$ |
66,235 |
|
|
$ |
50,852 |
|
|
$ |
15,383 |
|
|
|
30 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Storz & Bickel |
|
$ |
15,138 |
|
|
$ |
15,831 |
|
|
$ |
(693 |
) |
|
|
(4 |
%) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net revenue |
|
$ |
81,373 |
|
|
$ |
66,683 |
|
|
$ |
14,690 |
|
|
|
22 |
% |
1 Includes excise taxes of $14,885 and other revenue adjustments, representing our determination of returns and pricing adjustments, of -$189 for the three months ended September 30, 2026 (three months ended September 30, 2025 - excise taxes of $13,802 and other revenue adjustments of -$37). |
|
|||||||||||||||
2 Includes excise taxes of $3,249 for the three months ended September 30, 2026 (three months ended September 30, 2025 - excise taxes of $2,513). |
|
|||||||||||||||
3 Reflects other revenue adjustments of $135 for the three months ended September 30, 2026 (three months ended September 30, 2025 - $359). |
|
|||||||||||||||
|
|
|
Schedule 5 - Consolidated Gross Margin and Adjusted Gross Margin
|
|
Three months ended September 30, |
|
|||||
(in thousands of Canadian dollars except where indicated; unaudited) |
|
2026 |
|
|
2025 |
|
||
Net revenue |
|
$ |
81,373 |
|
|
$ |
66,683 |
|
Gross margin, as reported |
|
|
23,355 |
|
|
|
21,905 |
|
Gross margin percentage, as reported |
|
|
29 |
% |
|
|
33 |
% |
Adjustments to gross margin: |
|
|
|
|
|
|
||
Acquisition and divestiture related inventory write-downs |
|
|
(39 |
) |
|
|
- |
|
Charges related to the flow-through of inventory step-up on |
|
|
2,083 |
|
|
|
- |
|
Adjusted gross margin1 |
|
$ |
25,399 |
|
|
$ |
21,905 |
|
Adjusted gross margin percentage1 |
|
|
31 |
% |
|
|
33 |
% |
1 Adjusted gross margin and adjusted gross margin percentage are non-GAAP measures. See "Non-GAAP Measures". |
|
|||||||
|
|
|
Schedule 6 - Gross Margin and Adjusted Gross Margin by Segment
|
|
Three months ended September 30, |
|
|||||
(in thousands of Canadian dollars except where indicated; unaudited) |
2026 |
|
|
2025 |
|
|||
Cannabis segment |
|
|
|
|
|
|
||
Net revenue |
|
$ |
66,235 |
|
|
$ |
50,852 |
|
Gross margin, as reported |
|
|
17,388 |
|
|
|
15,873 |
|
Gross margin percentage, as reported |
|
|
26 |
% |
|
|
31 |
% |
Adjustments to gross margin: |
|
|
|
|
|
|
||
Acquisition and divestiture related inventory write-downs |
|
|
(39 |
) |
|
|
- |
|
Charges related to the flow-through of inventory step-up on |
|
|
2,083 |
|
|
|
- |
|
Adjusted gross margin1 |
|
$ |
19,432 |
|
|
$ |
15,873 |
|
Adjusted gross margin percentage1 |
|
|
29 |
% |
|
|
31 |
% |
|
|
|
|
|
|
|
||
Storz & Bickel segment |
|
|
|
|
|
|
||
Revenue |
|
$ |
15,138 |
|
|
$ |
15,831 |
|
Gross margin, as reported |
|
|
5,967 |
|
|
|
6,032 |
|
Gross margin percentage, as reported |
|
|
39 |
% |
|
|
38 |
% |
1 Adjusted gross margin and adjusted gross margin percentage are non-GAAP measures. See "Non-GAAP Measures". |
|
|||||||
|
|
|
Schedule 7 - Adjusted EBITDA
|
|
Three months ended September 30, |
|
|||||
(in thousands of Canadian dollars, unaudited) |
|
2026 |
|
|
2025 |
|
||
Net loss |
|
$ |
(40,694 |
) |
|
$ |
(4,978 |
) |
Income tax (recovery) expense |
|
|
(800 |
) |
|
|
214 |
|
Other (income) expense, net1 |
|
|
18,531 |
|
|
|
(12,130 |
) |
Share-based compensation |
|
|
4,032 |
|
|
|
2,009 |
|
Acquisition, divestiture, and other costs2 |
|
|
1,060 |
|
|
|
2,097 |
|
Depreciation and amortization |
|
|
10,356 |
|
|
|
9,245 |
|
Loss on asset impairment and restructuring |
|
|
2,593 |
|
|
|
494 |
|
Acquisition and divestiture related inventory |
|
|
(39 |
) |
|
|
- |
|
Charges related to the flow-through of inventory |
|
|
2,083 |
|
|
|
- |
|
Adjusted EBITDA3 |
|
$ |
(2,878 |
) |
|
$ |
(3,049 |
) |
1 For a breakdown of “other (income) expense, net,” please refer to the information under the heading “Discussion of Results of Operations for the Three Months Ended September 30, 2026 – Other” in Item 2 (Management’s Discussion and Analysis of Financial Condition and Results of Operations) of our quarterly report on Form 10-Q filed with the SEC on November 6, 2026. |
|
|||||||
2 Acquisition, divestiture, and other costs for the three months ended September 30, 2026 include costs relating to the MTL acquisition and the integration of MTL’s business of $0.5 million, continued costs arising from the restatement of our consolidated financial statements in connection with the review of the financial reporting matters related to the BioSteel business unit for the Prior Periods of $0.2 million, litigation costs of $0.1 million, and other acquisition and divestiture costs of $0.3 million. Acquisition, divestiture, and other costs for the three months ended September 30, 2025 include litigation costs of $0.8 million, continued costs arising from the restatement of our consolidated financial statements in connection with the review of the financial reporting matters related to the BioSteel business unit for the Prior Periods of $0.3 million, and other acquisition and divestiture costs of $1.0 million. |
|
|||||||
3 Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP Measures". |
|
|||||||
|
|
|
Schedule 8 - Free Cash Flow
Free Cash Flow1 Reconciliation (Non-GAAP Measure) |
|
|
|
|
|
|
||
|
|
Three months ended September 30, |
|
|||||
(in thousands of Canadian dollars, unaudited) |
|
2026 |
|
|
2025 |
|
||
Net cash used in operating activities |
|
$ |
(12,570 |
) |
|
$ |
(17,979 |
) |
Purchases of and deposits on property, plant and equipment |
|
|
(2,977 |
) |
|
|
(1,226 |
) |
Free cash flow1 |
|
$ |
(15,547 |
) |
|
$ |
(19,205 |
) |
1 Free cash flow is a non-GAAP measure. See "Non-GAAP Measures". |
|
|||||||
|
|
|