Cresco Labs Inc 6-K, filed May 30, 2025

Cresco Labs Inc. (CRLBF)

6-K 2025-05-30 For: 2025-05-30

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Added on April 11, 2026

About this 6-K

Cresco Labs Inc filed this 6-K on May 30, 2025.

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Exhibit Index

Exhibit No.						Description
99.1						Unaudited Condensed Interim Consolidated Financial Statements for the three months ended March 31, 2025 and 2024

99.2						Management Discussion and Analysis of Financial Condition and Results of Operations for the three months ended March 31, 2025 and 2024

99.3						News Release dated May 30, 2025


	CRESCO LABS INC.

Date: May 30, 2025	By:	/s/ Charles Bachtell
		Charles Bachtell
		Chief Executive Officer



Unaudited Condensed Interim Consolidated Financial Statements:
Balance Sheets as of March 31, 2025 and December 31, 2024			2
Statements of Operations and Comprehensive Loss for the three months ended March 31, 2025 and March 31, 2024			3
Statements of Changes in Shareholders’ Equity for the three months ended March 31, 2025 and March 31, 2024			4
Statements of Cash Flows for the three months ended March 31, 2025 and March 31, 2024			5
Notes to the Unaudited Condensed Interim Consolidated Financial Statements:
Note 1. Nature of Operations			6
Note 2. Summary of Significant Accounting Policies			6
Note 3. Inventory			10
Note 4. Property and Equipment			10

Note 5. Intangible Assets and Goodwill			11
Note 6. Share Capital			13
Note 7. Share-Based Compensation			14
Note 8. Loss Per Share			17

Note 9. Long-term Notes and Loans Payable, Net			17
Note 10. Revenues and Loyalty Programs			19

Note 11. Related Party Transactions			20
Note 12. Commitments and Contingencies			20
Note 13. Financial Instruments and Financial Risk Management			21
Note 14. Variable Interest Entities			28
Note 15. Segment Information			29
Note 16. Interest Expense, Net			30
Note 17. Provision for Income Taxes and Deferred Income Taxes			30


	March 31, 2025		December 31, 2024
ASSETS			(audited)
Current assets:
Cash and cash equivalents	$	155,354	$	137,564
Restricted cash	3,513		3,439
Accounts receivable, net	45,101		51,563
Inventory, net	86,884		83,343

Prepaid expenses	17,150		16,120

Other current assets	3,091		2,228
Total current assets	311,093		294,257
Non-current assets:
Property and equipment, net	338,399		344,846
Right-of-use assets	107,977		110,657
Intangible assets, net	293,317		293,994


Goodwill	283,484		283,484
Deferred tax asset	12,927		13,127

Other non-current assets	16,904		14,990
Total non-current assets	1,053,008		1,061,098
TOTAL ASSETS	$	1,364,101	$	1,355,355
LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities:
Accounts payable	$	18,284	$	13,651
Accrued liabilities	56,145		54,296
Short-term borrowings	20,784		11,934
Income taxes payable	3,531		348
Current portion of lease liabilities	11,987		11,623
Deferred and contingent consideration, short-term	2,466		2,486


Total current liabilities	113,197		94,338
Non-current liabilities:
Long-term notes and loans payable, net	460,880		460,750

Lease liabilities	152,075		155,334
Deferred tax liability	38,277		38,950
Deferred and contingent consideration, long-term	7,739		7,736
Tax receivable agreement liability	72,556		79,457
Uncertain tax position liability	135,808		122,468
Other long-term liabilities	8,000		8,146
Total non-current liabilities	875,335		872,841
TOTAL LIABILITIES	$	988,532	$	967,179
COMMITMENTS AND CONTINGENCIES (Note 12)
SHAREHOLDERS’ EQUITY
Super Voting Shares, no par value; Unlimited shares authorized; 500,000 shares issued and outstanding at March 31, 2025 and December 31, 2024
Subordinate Voting Shares, no par value; Unlimited shares authorized; 335,566,994 and 331,490,358 issued and outstanding at March 31, 2025 and December 31, 2024, respectively
Proportionate Voting Shares1, no par value; Unlimited shares authorized; 16,940,064 and 17,106,732 issued and outstanding at March 31, 2025 and December 31, 2024, respectively
Special Subordinate Voting Shares2, no par value; Unlimited shares authorized; 1,589 shares issued and outstanding at March 31, 2025 and December 31, 2024
Share capital	1,714,279		1,706,822
Additional paid-in-capital	119,126		122,750
Accumulated other comprehensive loss	(2,220)		(2,232)
Accumulated deficit	(1,369,238)		(1,352,486)
Equity of Cresco Labs Inc.	461,947		474,854
Non-controlling interests	(86,378)		(86,678)
TOTAL SHAREHOLDERS’ EQUITY	375,569		388,176
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,364,101	$	1,355,355


	Three Months Ended March 31,
		2025		2024
Revenues, net		$	165,757	$	184,295

Costs of goods sold		87,126		92,083

Gross profit		78,631		92,212

Operating expenses:
Selling, general, and administrative		65,042		63,049


Total operating expenses		65,042		63,049

Income from operations		13,589		29,163

Other income (expense), net:
Interest expense, net		(14,824)		(14,071)
Other income, net		317		856


Total other expense, net		(14,507)		(13,215)
(Loss) income before income taxes		(918)		15,948
Income tax expense		(14,316)		(18,003)
Net loss		$	(15,234)	$	(2,055)
Net (loss) income attributable to non-controlling interests, net of tax		(802)		3,138
Net loss attributable to Cresco Labs Inc.		$	(14,432)	$	(5,193)

Net loss per share - attributable to Cresco Labs Inc. shareholders:
Basic and diluted loss per share		$	(0.04)	$	(0.02)



Basic and diluted weighted-average shares outstanding		350,243,280		341,631,554


Comprehensive loss:
Net loss		$	(15,234)	$	(2,055)
Foreign currency translation differences, net of tax		12		(313)
Total comprehensive loss for the period		(15,222)		(2,368)
Comprehensive (loss) income attributable to non-controlling interests, net of tax		(802)		3,138
Total comprehensive loss attributable to Cresco Labs Inc.		$	(14,420)	$	(5,506)


INDEX TO UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS


Cresco Labs Inc. Unaudited Condensed Interim Consolidated Balance Sheets As of March 31, 2025 and December 31, 2024 (In thousands of United States Dollars, except share amounts)


	Share capital		Additional paid-in capital		Accumulated other comprehensive income (loss), net of tax		Accumulated deficit		Non-controlling interests		Total


































































































Balance as of January 1, 2025	$	1,706,822	122,750		(2,232)		$	(1,352,486)	(86,678)		$	388,176

Share-based compensation	5,931		(3,396)		—		—		—		2,535


Payable pursuant to tax receivable agreements	(27)		—		—		—		—		(27)


Equity issuances for consulting services	376		—		—		—		—		376


Net change in tax distribution accrual	—		(228)		—		—		—		(228)
Tax distributions to non-controlling interest holders	—		—		—		—		(41)		(41)

Cresco LLC shares redeemed	1,177		—		—		(2,320)		1,143		—
Foreign currency translation	—		—		12		—		—		12
Net loss	—		—		—		(14,432)		(802)		(15,234)
Ending Balance as of March 31, 2025	$	1,714,279	$	119,126	$	(2,220)	$	(1,369,238)	$	(86,378)	$	375,569

Balance as of January 1, 2024	1,689,452		82,927		(1,151)		(1,265,536)		(77,625)		428,067
Exercise of stock options	3		(1)		—		—		—		2
Share-based compensation	4,419		51		—		—		—		4,470

Payable pursuant to tax receivable agreements	3		—		—		—		—		3


Equity issuances	(200)		—		—		—		—		(200)
Net change in tax distribution accrual	—		(154)		—		—		—		(154)
Tax distributions to non-controlling interest holders	—		—		—		—		(8,766)		(8,766)
Excess cash distributions to non-controlling interest holders	—		—		—		—		(1,082)		(1,082)
Cresco LLC shares redeemed	1,888		—		—		(2,889)		1,001		—
Foreign currency translation	—		—		(313)		—		—		(313)
Net (loss) income	—		—		—		(5,193)		3,138		(2,055)
Ending Balance as of March 31, 2024	$	1,695,565	$	82,823	$	(1,464)	$	(1,273,618)	$	(83,334)	$	419,972


Cresco Labs Inc. Notes to the Unaudited Condensed Interim Consolidated Financial Statements For the Three Months Ended March 31, 2025 and 2024


($ in thousands)	March 31, 2025		December 31, 2024
Raw materials	$	12,702	$	12,010
Raw materials - non-cannabis	13,879		13,213
Work-in-process	33,205		33,803
Finished goods	26,077		22,931
Finished goods - non-cannabis	1,021		1,386
Inventory, net	$	86,884	$	83,343


($ in thousands)	Estimated Amortization Expense
2025	$	5,112
2026	4,602
2027	3,281
2028	2,963
2029	1,708

Total estimated amortization expense	$	17,666


($ in thousands)	Total
Balance at January 1, 2024	$	279,697
Additions from acquisitions	3,637
Measurement period adjustments	150
Balance at December 31, 2024	283,484



Balance at March 31, 2025	$	283,484


(shares in thousands)	Redeemable Units1	SVS2	PVS3	MVS4	SSVS5










Beginning balance, January 1, 2025	92,057	331,490	17,107	500	2

RSUs6 issued	—	2,235	—	—	—

Cresco LLC redemptions	(1,153)	1,153	—	—	—
PVS converted to SVS	—	167	(167)	—	—

Issuance of shares for consulting services	—	522	—	—	—
Ending Balance, March 31, 2025	90,904	335,567	16,940	500	2

Beginning balance, January 1, 2024	96,699	320,757	18,950	500	2
Stock options exercised	—	1	—	—	—
RSUs issued	—	1,277	—	—	—

Cresco LLC redemptions	(1,194)	1,194	—	—	—
PVS converted to SVS	—	1,169	(1,169)	—	—


Ending Balance, March 31, 2024	95,505	324,398	17,781	500	2


(Stock options and intrinsic value in thousands)	Number of stock options outstanding	Weighted-average exercise price		Weighted-average remaining contractual life (years)	Aggregate intrinsic value




Outstanding – January 1, 2025	24,153	$	2.91	6.33	$	—
Granted	3,855	0.92

Forfeited	(1,073)	2.42
Outstanding1 - March 31, 2025	26,935	$	2.65	6.55	$	—
Exercisable - March 31, 2025	17,487	$	3.06	5.53	$	—
1 Outstanding stock options include stock options granted to the Company’s Chief Executive Officer during the year ended December 31, 2024, that vest based on the achievement of certain market-based performance goals over the performance period, including the achievement of certain stock price performance targets.


(shares in thousands)	Number of RSUs outstanding	Weighted-average fair value
Outstanding – January 1, 2025	8,927	$	2.14
Granted	7,377	0.95
Vested and settled	(1,718)	2.35
Forfeited	(841)	1.76
Outstanding - March 31, 2025	13,745	$	1.41


	Three Months Ended March 31,
	2025		2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(15,234)	$	(2,055)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	12,906		15,331
Amortization of operating lease assets	1,792		1,964
Bad debt expense (recovery) and provision expense for expected credit loss	120		(263)
Share-based compensation expense	2,723		4,197
Loss on investments	13		63

Tax receivable agreement expense	(194)		—

Loss on inventory write-offs and provision	902		4,900
Change in deferred taxes	(473)		941
Accretion of discount and deferred financing costs on debt arrangements	1,211		1,180

Foreign currency loss (gain)	30		(298)
Loss (gain) on disposals of property and equipment	169		(110)


Loss on lease termination	216		—

Loss on other adjustments to net income	—		24
Changes in operating assets and liabilities:
Accounts receivable	6,807		1,959
Inventory	(4,166)		2,681
Prepaid expenses and other assets	(4,112)		(1,285)
Accounts payable and accrued liabilities	13,922		(6,909)
Operating lease liabilities	(2,692)		(1,908)

Income taxes payable	16,523		16,059
NET CASH PROVIDED BY OPERATING ACTIVITIES	30,463		36,471
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(5,818)		(3,782)
Purchase of intangibles	(1,217)		(2,770)
Proceeds from tenant improvement allowances	50		478


NOTE 1. NATURE OF OPERATIONS


NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES


NOTE 3. INVENTORY


	Three Months Ended March 31,
($ in thousands)		2025		2024
Cost of goods sold		$	139	$	414
Selling, general, and administrative expense		694		1,467
Total share-based compensation expense for stock options		$	833	$	1,881


	Three Months Ended March 31,

($ in thousands, except per share amounts)		2025		2024
Numerator:
Net loss		$	(15,234)	$	(2,055)
Less: Net (loss) income attributable to non-controlling interests, net of tax		(802)		3,138
Net loss attributable to Cresco Labs Inc.		$	(14,432)	$	(5,193)

Denominator:
Weighted-average basic and diluted shares outstanding		350,243,280		341,631,554



Loss per Share:
Basic and diluted loss per share		$	(0.04)	$	(0.02)


		Three Months Ended March 31,
($ in thousands)	Classification		2025		2024
Operating Leases

Lessor has minority interest in MedMar	Rent expense		$	73	$	73


Finance Leases
Lessor has minority interest in MedMar	Depreciation expense		$	76	$	76
Lessor has minority interest in MedMar	Interest expense		49		57


	March 31, 2025
($ in thousands)	Amortized Cost		Level 1		Level 2		Level 3		Total
Financial Assets:
Cash and cash equivalents	$	155,354	$	—	$	—	$	—	$	155,354
Restricted cash1	6,764		—		—		—		6,764
Security deposits2	4,076		—		—		—		4,076
Accounts receivable, net	45,101		—		—		—		45,101
Loans receivable, short-term3	559		—		—		—		559
Loans receivable, long-term3	1,629		—		—		—		1,629
Investments4	—		40		—		600		640

Financial Liabilities:
Accounts payable	$	18,284	$	—	$	—	$	—	$	18,284
Accrued liabilities	49,637		—		—		—		49,637
Short-term borrowings	20,784		—		—		—		20,784
Current portion of lease liabilities	11,987		—		—		—		11,987
Deferred and contingent consideration, short-term	—		—		—		2,466		2,466


Long-term notes and loans payable, net	460,880		—		—		—		460,880
Lease liabilities	152,075		—		—		—		152,075
Deferred and contingent consideration, long-term	—		—		—		7,739		7,739
Tax receivable agreement liability5	79,064		—		—		—		79,064
Other long-term liabilities6	8,000		—		—		—		8,000


Three Months Ended March 31, 2025
Level 3 Fair Value Measurements
($ in thousands)	Deferred and contingent consideration, short-term		Deferred and contingent consideration, long-term
Balance as of December 31, 2024	$	2,486	$	7,736

Change in fair value recorded in Interest expense, net	(20)		3





Balance as of March 31, 2025	$	2,466	$	7,739


Three Months Ended March 31, 2024
Level 3 Fair Value Measurements
($ in thousands)	Deferred consideration, long-term
Balance as of December 31, 2023	$	6,577

Change in fair value recorded in Interest expense, net	304





Balance as of March 31, 2024	$	6,881


($ in thousands)	Valuation classification	March 31, 2025		December 31, 2024
Long-term loans receivable - Illinois Incubator, net of ECL	Amortized cost	$	829	$	829

Long-term loans receivable - Spark’d, net of ECL	Amortized cost	800		866
Total Loans receivable, long-term		$	1,629	$	1,695


	March 31, 2025		March 31, 2024
($ in thousands)	Cresco Labs Michigan, LLC		Cresco Labs Michigan, LLC
Revenue	$	5,613	$	6,153
Net loss attributable to non-controlling interests	(208)		(166)
Net loss attributable to Cresco Labs Inc.	(1,141)		(1,024)
Net loss	(1,349)		(1,190)


State	Adult-Use and Medical Dispensaries	Adult-Use Dispensaries	Medical Dispensaries	Cultivation and Production Facilities
California	—	—	—	1
Florida	—	—	33	1
Illinois	5	5	—	3
Massachusetts1	2	1	1	3
Michigan	—	—	—	1
New York	—	—	3	1
Ohio	5	—	—	1
Pennsylvania	—	—	18	2
Total	12	6	55	13


($ in thousands)	< 1 Year		1 to 3 Years		3 to 5 Years		> 5 Years		Total
Accounts payable & Accrued liabilities	$	67,921	$	—	$	—	$	—	$	67,921
Deferred and contingent consideration, short-term	2,466		—		—		—		2,466
Operating leases liabilities	29,531		74,006		99,698		71,509		274,744
Finance lease liabilities	5,060		12,978		14,677		4,906		37,621
Deferred and contingent consideration, long-term	—		7,739		—		—		7,739
Short-term borrowings and Long-term notes and loans payable	28,430		388,803		30,267		106,306		553,806
Tax receivable agreement liability	6,508		10,681		11,299		50,576		79,064
Other long-term liabilities	—		8,000		—		—		8,000
Total obligations as of March 31, 2025	$	139,916	$	502,207	$	155,941	$	233,297	$	1,031,361


Securities						Number of Shares (in thousands)

Super Voting Shares						500
Subordinate Voting Shares1						335,567
Proportionate Voting Shares2						16,940

Special Subordinate Voting Shares3						2
Redeemable Units4						90,904


Cresco Labs Inc.
Financial Information and Non-GAAP Reconciliations
(All amounts expressed in thousands of U.S. Dollars)


Unaudited Consolidated Statements of Operations
For the Three Months Ended March 31, 2025, December 31, 2024, and March 31, 2024

	For the Three Months Ended
($ in thousands)	March 31, 2025			December 31, 2024			March 31, 2024
Revenue, net	$	165,757		$	175,909		$	184,295
Cost of goods sold	87,126			91,883			92,083
Gross profit	78,631			84,026			92,212
Gross profit %	47.4		%	47.8		%	50.0		%
Operating expenses:
Selling, general, and administrative	57,811			56,030			54,013
Share-based compensation	2,075			3,133			3,614
Depreciation and amortization	5,156			5,457			5,422

Total operating expenses	65,042			64,620			63,049
Income from operations	13,589			19,406			29,163

Other (expense) income, net:
Interest expense, net	(14,824)			(13,079)			(14,071)
Other income (expense), net	317			(3,272)			856
Total other expense, net	(14,507)			(16,351)			(13,215)
(Loss) income before income taxes	(918)			3,055			15,948
Income tax expense	(14,316)			(2,616)			(18,003)
Net (loss) income 1	$	(15,234)		$	439		$	(2,055)
1 Net (loss) income includes amounts attributable to non-controlling interests.


Cresco Labs Inc.
Unaudited Reconciliation of Gross Profit to Adjusted Gross Profit (Non-GAAP)
For the Three Months Ended March 31, 2025, December 31, 2024, and March 31, 2024

	For the Three Months Ended
($ in thousands)	March 31, 2025			December 31, 2024			March 31, 2024

Revenue, net	$	165,757		$	175,909		$	184,295
Cost of goods sold1	87,126			91,883			92,083
Gross profit	$	78,631		$	84,026		$	92,212

Cost of goods sold adjustments for acquisition and other non-core costs	3,144			3,121			2,662
Adjusted gross profit (Non-GAAP)	$	81,775		$	87,147		$	94,874
Adjusted gross profit % (Non-GAAP)	49.3		%	49.5		%	51.5		%
1 Production (cultivation, manufacturing, and processing) costs related to products sold during the period.


Cresco Labs Inc.
Summarized Consolidated Statements of Financial Position
As of March 31, 2025 and December 31, 2024

($ in thousands)	March 31, 2025		December 31, 2024

	(unaudited)
Cash, cash equivalents, and restricted cash (current)	$	158,867	$	141,003
Other current assets	152,226		153,254
Property and equipment, net	338,399		344,846
Intangible assets, net	293,317		293,994
Goodwill	283,484		283,484
Other non-current assets	137,808		138,774
Total assets	$	1,364,101	$	1,355,355

Total current liabilities	$	113,197	$	94,338
Total non-current liabilities	875,335		872,841
Total shareholders’ equity	375,569		388,176
Total liabilities and shareholders’ equity	$	1,364,101	$	1,355,355


Cresco Labs Inc.
Unaudited Reconciliation of SG&A to Adjusted SG&A (Non-GAAP)
For the Three Months Ended March 31, 2025, December 31, 2024, and March 31, 2024

	For the Three Months Ended
($ in thousands)	March 31, 2025			December 31, 2024			March 31, 2024
Selling, general, and administrative	$	57,811		$	56,030		$	54,013
Adjustments for acquisition and other non-core costs	4,841			2,299			2,297
Adjusted SG&A (Non-GAAP)	$	52,970		$	53,731		$	51,716
Adjusted SG&A % (Non-GAAP)	32.0		%	30.5		%	28.1		%


Cresco Labs Inc.
Unaudited Reconciliation of Net (Loss) Income to Adjusted EBITDA (Non-GAAP)
For the Three Months Ended March 31, 2025, December 31, 2024, and March 31, 2024


	For the Three Months Ended
($ in thousands)	March 31, 2025			December 31, 2024			March 31, 2024
Net (loss) income1	$	(15,234)		$	439		$	(2,055)
Depreciation and amortization	12,906			13,904			15,331
Interest expense, net	14,824			13,079			14,071
Income tax expense	14,316			2,616			18,003
EBITDA (Non-GAAP)	$	26,812		$	30,038		$	45,350

Other (income) expense, net	(317)			3,272			(856)

Adjustments for acquisition and other non-core costs	7,015			4,493			4,470

Share-based compensation	2,723			3,705			4,197
Adjusted EBITDA (Non-GAAP)	$	36,233		$	41,508		$	53,161
Adjusted EBITDA % (Non-GAAP)	21.9		%	23.6		%	28.8		%
1 Net (loss) income includes amounts attributable to non-controlling interests.


Cresco Labs Inc.
Unaudited Summarized Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 2025, December 31, 2024, and March 31, 2024


	For the Three Months Ended
($ in thousands)		March 31, 2025		December 31, 2024		March 31, 2024
Net cash provided by operating activities		$	30,463	$	29,486	$	36,471
Net cash used in investing activities		(6,869)		(3,013)		(5,677)
Net cash used in financing activities		(5,733)		(42,034)		(11,149)
Effect of foreign currency exchange rate changes on cash and cash equivalents		2		9		(13)
Net increase in cash and cash equivalents		$	17,863	$	(15,552)	$	19,632
Cash and cash equivalents and restricted cash, beginning of period		144,255		159,806		108,520
Cash and cash equivalents and restricted cash, end of period		$	162,118	$	144,254	$	128,152


Cresco Labs Inc.
Unaudited Reconciliation of Operating Cash Flow to Free Cash Flow (Non-GAAP)
For the Three Months Ended March 31, 2025, December 31, 2024, and March 31, 2024

	For the Three Months Ended
($ in thousands)	March 31, 2025		December 31, 2024		March 31, 2024
Net cash provided by operating activities	$	30,463	$	29,486	$	36,471
Purchases of property and equipment	(5,818)		(3,204)		(3,782)
Proceeds from tenant improvement allowances	50		439		478
Free Cash Flow (Non-GAAP)	$	24,695	$	26,721	$	33,167