tlry-8k_20211007.htm
false 0001731348 0001731348 2021-10-07 2021-10-07

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 7, 2021

 

Tilray, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-38594

82-4310622

(State or Other Jurisdiction

of Incorporation)

(Commission File

Number)

(IRS Employer

Identification No.)

 

 

 

655 Madison Avenue, Suite 1900
New York, NY

 

10065

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (844) 845-7291

1100 Maughan Rd.,

Nanaimo, BC, Canada

V9X 1J2

(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)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Class 2 Common Stock, $0.0001 par
value per share

 

TLRY

 

 

The Nasdaq Global Select Market LLC
The Nasdaq Global Select Market

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 October 7, 2021, Tilray, Inc. (“Tilray”) issued a press release announcing financial results for its first quarter ended August 31, 2021. A copy of the press release is furnished herewith as Exhibit 99.1.

The information in this current report on Form 8-K, including the press release attached as Exhibit 99.1 hereto, is being furnished, but shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Tilray, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

 

 

 

Exhibit
Number

  

Description

 

 

99.1

  

Press Release of Tilray, Inc., dated October 7, 2021

 

 

 104

  

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


 

 

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.

 

 

 

Tilray, Inc.

 

 

 

 

Date:  October 7, 2021

 

By:

/s/ Irwin D. Simon

 

 

 

Chief Executive Officer and Chairman

 

 

 

 

 

 

tlry-ex991_8.htm

Exhibit 99.1

PRESS RELEASE

October 7, 2021

 

 

 

Tilray, Inc. Reports First Quarter Fiscal Year 2022 Financial Results

 

Net Revenue and Gross Profit Increased 43% and 46%, Respectively, for Largest Global Cannabis Cultivator

 

10th Consecutive Quarter of Positive Adjusted EBITDA

 

$55 Million in Cost-Savings Achieved On a Run-Rate Basis To Date; On-track for at Least $80 Million in Cost-Savings from Aphria and Tilray Synergies

 

#1 Leading Market Share in Canada1 with Comprehensive Portfolio of Medical and Adult-Use Cannabis Brands, International Market Leader and #1 in Germany2 with Medical Cannabis Extracts

 

 

 

NEW YORK and LEAMINGTON, ONTARIO – October 7, 2021 -- Tilray, Inc. (“Tilray” or the “Company”) (Nasdaq: TLRY; TSX: TLRY), a leading global cannabis-lifestyle and consumer packaged goods company, today reported financial results for the first fiscal quarter ended August 31, 2021. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated, and presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”).

 

Irwin D. Simon, Tilray’s Chairman and Chief Executive Officer, stated, “Tilray’s first quarter 2022 results affirm that, amid the paradigm shift towards global cannabis legalization, we are unquestionably executing against two key objectives. The first is maximizing near-term profitability through leadership in both higher-margin international medical markets and in Canada, complemented by incremental growth at SweetWater and Manitoba Harvest in the U.S. These efforts are augmented by the cost benefits of our increased scale that we are realizing through our integration process. The tangible results include our tenth consecutive quarter of positive adjusted EBITDA and meaningful net revenue growth despite continued impacts from COVID-19 in Canada as retail cannabis stores only began opening in mid-June.”

 

Mr. Simon continued, “The second objective is to fully realize the promise and potential of Tilray by capitalizing on the nearly $200 billion global cannabis market opportunity. We believe we are ideally-positioned to succeed due to our global consumer-packaged goods expertise and scale, our diverse portfolio of brands, our reputation as a trusted supplier of high-quality cannabis, battle-tested leadership and a relentless focus on driving sustainable shareholder value. We look forward to accelerating our momentum as we build the leading CPG business in the global cannabis industry.”

 

 

1 

Based on HiFyre data for the quarter June – August 2021.

2 

Insight Health NPI: Panel data of 5,500 pharmacies (29% coverage).

1

 


 

 

PRESS RELEASE

October 7, 2021

 

 

Financial Highlights – First Quarter Fiscal 2022

 

 

Net revenue increased 43% to $168 million during the first quarter from $117 million in the prior year quarter. The increase was driven by 38% growth in net cannabis revenue to $70 million, net beverage alcohol revenue of $15 million following the SweetWater acquisition on November 25, 2020, and wellness revenue of $15 million from Manitoba Harvest.

 

Maintained #1 market share in Canada3 with leading portfolio of comprehensive medical cannabis and adult-use brands, including top position in cannabis flower and pre-rolls; five Tilray brands rank in top five brands across all adult-use product categories.

 

International market leader and #1 in Germany4 with medical cannabis extracts.

 

Net loss of $34.6 million during the first quarter compared to net loss of $21.7 million in the prior year quarter.

 

Adjusted EBITDA of $12.7 million in the first quarter 2022, 58% growth compared to the prior year quarter, and the tenth consecutive quarter of positive Adjusted EBITDA. If Adjusted EBITDA were normalized for Aphria’s production costs, metric would have been closer to $17 million.

 

Gross profit increased 46% to $51 million from $35 million in the prior year quarter.

 

Adjusted gross margin in the cannabis segment has remained strong at 43%.

 

Cost-saving synergies of $55 million achieved on a run-rate basis to date, with actual cash-savings close to $20 million. On-track for at least $80 million in cost-savings from Aphria and Tilray business combination synergies.

 

Strong First Quarter Momentum Across Segments

 

 

On August 19, 2021, Tilray completed the acquisition of amended convertible notes in MedMen, a premier retailer in the $80 billion U.S. cannabis market – a potentially transformative step towards Tilray’s objective of leading the U.S. market when legalization allows.

 

On August 17, 2021, Tilray launched medical cannabis edibles in Canada.

 

On July 19, 2021, Tilray’s wholly owned subsidiary, SweetWater Brewing Company, announced the launch of 420 Imperial IPA, the first line extension of its flagship 420 brand.

 

On July 12, 2021, SweetWater announced its West Coast expansion including a new Colorado Brewery and the opening of SweetWater Mountain Taphouse at Denver International Airport.

 

On July 7, 2021, Tilray announced the completion and shipment of the first successful EU GMP-certified medical cannabis harvest grown in Germany for German distribution.

 

On June 30, 2021, Tilray announced the launch of “Broken Coast BC Lager” – the first cross-brand product collaboration between Canadian craft-cannabis brand Broken Coast and SweetWater.

 

On June 29, 2021, Tilray launched a new medical cannabis brand in Canada, Symbios, the inaugural brand developed to offer patients a broader spectrum of medical cannabis formats and cannabinoid ratios at a better price point.

 

3 

Based on Hifyre retail data.

4 

Insight Health NPI: Panel data of 5,500 pharmacies (29% coverage)

2

 


 

 

PRESS RELEASE

October 7, 2021

 

 

 

On June 25, 2021, Tilray’s leading Canadian cannabis brand, RIFF, launched new multi-pack of cannabis pre-rolls.

 

Ongoing Global Growth and Opportunity

 

The confluence of global cannabis legalization and the global economy’s emergence from COVID-19 lockdowns signal a period of enormous potential for Tilray – a leading cannabis company with the scale, reach and organic growth and M&A firepower to take full advantage of the massive global opportunity in cannabis. The Company’s business planning and integration are built around four key competitive differentiators:

 

 

The industry’s broadest geographic footprint and operational scale - Tilray’s unparalleled and growing presence positions the Company to lead the global cannabis market including Europe, Latin America and Asia. As the largest cannabis cultivator in the world, Tilray remains to be one of the few companies with the capabilities to consistently supply high-quality cannabis to the global cannabis market.

 

 

Leading market share in Canada, with a comprehensive portfolio of product offerings and carefully curated brands - Tilray plans to continue growing and strengthening its position as the #1 Canadian LP in total sales on a consolidated basis and to leverage its position, brands and new product innovation to expand its current cannabis retail market share in Canada of approximately 16% to its goal of 30% share by the end of fiscal year 2024.

 

 

Tremendous international growth opportunities from a strong base - The European Union, which has nearly twice the population of the U.S. and where Tilray already has a very meaningful presence, represents a powerful growth market, and could potentially be a $1 billion business for the Company. With its operational and regulatory strengths, Tilray continues to unlock new opportunities across global geographies at a faster pace than competitors based on leadership, partnerships and operational scale.

 

 

A leading U.S. CPG platform to be immediately leveraged for cannabis products upon federal legalization - In the U.S., Tilray has a strong consumer packaged goods presence and infrastructure with two strategic pillars: SweetWater, the 11th largest craft brewer in the nation5 and leading lifestyle brand, and Manitoba Harvest, a pioneer in hemp, CBD and wellness products, with access to 17,000 stores in North America. Further, the investment the Company announced in August in the outstanding senior secured convertible notes of MedMen Enterprises Inc. (CSE: MMEN) (OTCQX: MMNFF), is a critical step towards delivering on its objective of leading the U.S. cannabis market upon federal legalization.

 

Conference Call

 

Tilray will host a conference call to discuss these results today at 8:30 a.m. ET. Investors interested in participating in the live call can dial (877) 407-0792 from Canada and the U.S. or (201) 689-8263 from international locations.

 

 

5 

The Brewers Association Top 50 Brewing Companies by Sales Volume Report for 2020.

3

 


 

 

PRESS RELEASE

October 7, 2021

 

 

There will also be a simultaneous, live webcast available on the Investors section of the Company’s website at www.tilray.com. The webcast will be archived after the conference call.

 

About Tilray®

 

Tilray, Inc. (Nasdaq: TLRY; TSX: TLRY), is a leading global cannabis-lifestyle and consumer packaged goods company with operations in Canada, the United States, Europe, Australia, and Latin America that is changing people's lives for the better – one person at a time – by inspiring and empowering the worldwide community to live their very best life by providing them with products that meet the needs of their mind, body, and soul and invoke a sense of wellbeing. Tilray’s mission is to be the trusted partner for its patients and consumers by providing them with a cultivated experience and health and wellbeing through high-quality, differentiated brands and innovative products. A pioneer in cannabis research, cultivation, and distribution, Tilray’s unprecedented production platform supports over 20 brands in over 20 countries, including comprehensive cannabis offerings, hemp-based foods, and alcoholic beverages.

 

For more information on how we open a world of wellbeing, visit www.Tilray.com.

 

Cautionary Statement Concerning Forward-Looking Statements

 

Certain statements contained in this press release constitute "forward-looking statements" within the meaning of federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements are predictions based on expectations and projections about future events and are not statements of historical fact. You can identify forward-looking statements by the use of forward-looking terminology such as "plan," "continue," "expect," "anticipate," "intend," "predict," "project," "estimate," "likely," "believe," "might," "seek," "may," "will," "remain," "potential," "can," "should," "could," "future" and similar expressions, or the negative of those expressions, or similar words or phrases that are predictions of or indicate future events or trends and that do not relate solely to historical matters. You can also identify forward-looking statements by discussions of the Company's strategic initiatives, including productivity and synergies initiatives, our future performance and results of operations.

 

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, levels of activity, performance or achievements of the Company, or industry results, to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements, and you should not rely on them as predictions of future events. Forward-looking statements depend on assumptions, data or methods that may be incorrect or imprecise and may not be able to be realized. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all). Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses or current expectations for our business concerning, among other things, the Company’s ability to deliver short-term profitability through our increased scale, leadership in higher-margin international medical markets, and Canadian market share leadership; the Company’s ability to fully capitalize on the global cannabis market opportunity over the longer term; and the Company’s ability to become the world's leading cannabis-focused consumer branded company; the Company’s expectation to emerge as a consolidator in the global cannabis market; and Tilray’s plans to grow and strengthen its position as the #1 Canadian LP in total sales on a consolidated basis and its goal of 30% share by fiscal year 2024.

 

Certain material factors, estimates, goals, projections or assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this communication. Many factors could cause actual results, performance or achievement to be materially different from any forward-looking statements, and other risks and uncertainties not presently known to the Company or that the Company deems immaterial could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained herein. For a more detailed discussion of these risks and other factors, see the Annual Report on Form 10-K of Tilray for the fiscal year ended May 31, 2021. The forward-looking statements included in this communication are made as

4

 


 

 

PRESS RELEASE

October 7, 2021

 

of the date of this communication and the Company does not undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.

 

Use of Non-U.S. GAAP Financial Measures

 

This press release and the accompanying tables include non-GAAP financial measures, including adjusted gross margin, Adjusted EBITDA and adjusted free cash flow. Management believes that the non-GAAP financial measures presented provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures. In addition, these non-GAAP measures may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. They should be read only in connection with the Company's Consolidated Statements of Operations and Cash Flows presented in accordance with GAAP.

 

Adjusted EBITDA is calculated as net income (loss) before finance expense, net; non-operating expense (income), net; amortization; stock-based compensation; facility start-up and closure costs; inventory valuation adjustment; lease expense; and transaction costs.  A reconciliation of Adjusted EBITDA to net loss, the most directly comparable GAAP measure, has been provided in the financial statement tables included below in this press release. Gross margin, excluding inventory valuation adjustments, is calculated as revenue less cost of sales adjusted to add back inventory valuation adjustments and amortization of inventory step-up, divided by revenue. A reconciliation of Gross margin, excluding inventory valuation adjustments, to gross margin, the most directly comparable GAAP measure, has been provided in the financial statement tables included below in this press release. Free cash flow is comprised of two GAAP measures deducted from each other which are net cash flow provided by (used in) operating activities less investments in capital and intangible assets. Adjusted free cash flow removes the cash impact of acquisitions from free cash flow. A reconciliation of net cash flow provided by (used in) operating activities to free cash flow and to adjusted cash flows, the most directly comparable GAAP measure, has been provided in the financial statement tables included below in this press release.

 

For further information:

 

Media: Berrin Noorata, news@tilray.com

Investors: Raphael Gross, +1-203-682-8253, Raphael.Gross@icrinc.com

 

 

 

 

 


5

 


 

 

PRESS RELEASE

October 7, 2021

 

 

Consolidated Statements of Financial Position

(In thousands of United States dollars)

 

August 31,

2021

 

 

May 31,

2021

 

Assets

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

376,297

 

 

$

488,466

 

Accounts receivable, net

 

 

97,177

 

 

 

87,309

 

Inventory

 

 

251,507

 

 

 

256,429

 

Prepaids and other current assets

 

 

117,267

 

 

 

48,920

 

Convertible notes receivable

 

 

2,370

 

 

 

2,485

 

Total current assets

 

 

844,618

 

 

 

883,609

 

Capital assets

 

 

621,339

 

 

 

650,698

 

Right-of-use assets

 

 

17,783

 

 

 

18,267

 

Intangible assets

 

 

1,502,814

 

 

 

1,605,918

 

Goodwill

 

 

2,809,131

 

 

 

2,832,794

 

Interest in equity investees

 

 

4,062

 

 

 

8,106

 

Long-term investments

 

 

186,407

 

 

 

17,685

 

Other assets

 

 

198

 

 

 

8,285

 

Total assets

 

$

5,986,352

 

 

$

6,025,362

 

Liabilities

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Bank indebtedness

 

$

9,203

 

 

$

8,717

 

Accounts payable and accrued liabilities

 

 

190,213

 

 

 

212,813

 

Contingent consideration

 

 

61,494

 

 

 

60,657

 

Warrant liability

 

 

60,476

 

 

 

78,168

 

Escrow payable

 

 

170,799

 

 

 

 

Current portion of lease liabilities

 

 

3,808

 

 

 

4,264

 

Current portion of long-term debt

 

 

30,837

 

 

 

36,622

 

Total current liabilities

 

 

526,830

 

 

 

401,241

 

Long - term liabilities

 

 

 

 

 

 

 

 

Lease liabilities

 

 

53,331

 

 

 

53,946

 

Long-term debt

 

 

164,911

 

 

 

167,486

 

Convertible debentures

 

 

611,646

 

 

 

667,624

 

Deferred tax liability

 

 

239,373

 

 

 

265,845

 

Other liabilities

 

 

4,505

 

 

 

3,907

 

Total liabilities

 

 

1,600,596

 

 

 

1,560,049

 

Commitments and contingencies

 

 

 

 

 

 

Shareholders' equity

 

 

 

 

 

 

 

 

Common stock

 

 

46

 

 

 

46

 

Additional paid-in capital

 

 

4,795,879

 

 

 

4,792,406

 

Accumulated other comprehensive income

 

 

51,247

 

 

 

152,668

 

Deficit

 

 

(527,699

)

 

 

(486,050

)

Total Tilray shareholders' equity

 

 

4,319,473

 

 

 

4,459,070

 

Non-controlling interests

 

 

66,283

 

 

 

6,243

 

Total shareholders' equity

 

 

4,385,756

 

 

 

4,465,313

 

Total liabilities and shareholders' equity

 

$

5,986,352

 

 

$

6,025,362

 

 

 

 

 

 

 

 

 

 

 

 

 

6

 


 

 

PRESS RELEASE

October 7, 2021

 

 

Condensed Consolidated Statements of Net (Loss) Income and Comprehensive (Loss)

 

 

 

Three months ended August 31,

 

 

Three months ended May 31,

 

 

Q1-22 over Q1-21

 

 

Q1-22 over Q4-21

 

(In thousands of United States dollars)

 

2021

 

 

2020

 

 

2021

 

 

Change

 

%Change

 

 

Change

 

%Change

 

Net revenue

 

$

168,023

 

 

$

117,490

 

 

$

142,236

 

 

$

50,533

 

43%

 

 

$

25,787

 

18%

 

Cost of goods sold

 

 

117,068

 

 

 

82,545

 

 

 

119,738

 

 

 

34,523

 

42%

 

 

 

(2,670

)

(2%)

 

Gross profit

 

 

50,955

 

 

 

34,945

 

 

 

22,498

 

 

 

16,010

 

46%

 

 

 

28,457

 

126%

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

General and administrative

 

 

49,487

 

 

 

25,972

 

 

 

32,847

 

 

 

23,515

 

91%

 

 

 

16,640

 

51%

 

Selling

 

 

7,432

 

 

 

5,817

 

 

 

8,525

 

 

 

1,615

 

28%

 

 

 

(1,093

)

(13%)

 

Amortization

 

 

30,739

 

 

 

4,127

 

 

 

16,100

 

 

 

26,612

 

645%

 

 

 

14,639

 

91%

 

Marketing and promotion

 

 

5,465

 

 

 

4,925

 

 

 

5,103

 

 

 

540

 

11%

 

 

 

362

 

7%

 

Research and development

 

 

785

 

 

 

120

 

 

 

358

 

 

 

665

 

554%

 

 

 

427

 

119%

 

Transaction costs

 

 

25,579

 

 

 

2,458

 

 

 

33,260

 

 

 

23,121

 

941%

 

 

 

(7,681

)

100%

 

Total operating expenses

 

 

119,487

 

 

 

43,419

 

 

 

96,193

 

 

 

76,068

 

175%

 

 

 

23,294

 

24%

 

Operating loss

 

 

(68,532

)

 

 

(8,474

)

 

 

(73,695

)

 

 

(60,058

)

709%

 

 

 

5,163

 

(7%)

 

Finance expense, net

 

 

(10,170

)

 

 

(5,736

)

 

 

(9,466

)

 

 

(4,434

)

77%

 

 

 

(704

)

7%

 

Non-operating income (expense), net

 

 

48,860

 

 

 

(13,359

)

 

 

121,510

 

 

 

62,219

 

(466%)

 

 

 

(72,650

)

(60%)

 

Loss before income taxes

 

 

(29,842

)

 

 

(27,569

)

 

 

38,349

 

 

 

(2,273

)

8%

 

 

 

(68,191

)

(178%)

 

Income taxes (recovery)

 

 

4,762

 

 

 

(5,825

)

 

 

4,744

 

 

 

10,587

 

(182%)

 

 

 

18

 

0%

 

Net loss

 

$

(34,604

)

 

$

(21,744

)

 

$

33,605

 

 

$

(12,860

)

59%

 

 

$

(68,209

)

(203%)

 

Weighted average number of common shares - basic

 

 

449,397,822

 

 

 

241,992,864

 

 

 

262,244,444

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares - diluted

 

 

449,397,822

 

 

 

241,992,864

 

 

 

262,244,444

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share - basic

 

$

(0.08

)

 

$

(0.09

)

 

$

0.18

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per share - diluted

 

$

(0.08

)

 

$

(0.09

)

 

$

0.18

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Revenue by Operating Segment

(In thousands of United States dollars)

 

Three months

ended

August 31,

2021

 

 

% of

Total

revenue

 

 

Three months

ended

Augsut 31,

2020

 

 

% of

Total

revenue

 

 

Three months

ended

May 31,

2021

 

 

% of

Total

revenue

 

Cannabis revenue

 

$

70,449

 

 

42%

 

 

$

51,202

 

 

44%

 

 

$

53,703

 

 

38%

 

Distribution revenue

 

 

67,186

 

 

40%

 

 

 

66,288

 

 

56%

 

 

 

66,792

 

 

47%

 

Beverage alcohol revenue

 

 

15,461

 

 

9%

 

 

 

 

 

0%

 

 

 

15,947

 

 

11%

 

Wellness revenue

 

 

14,927

 

 

9%

 

 

 

 

 

0%

 

 

 

5,794

 

 

4%

 

Net revenue

 

$

168,023

 

 

100%

 

 

$

117,490

 

 

100%

 

 

$

142,236

 

 

100%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


7

 


 

 

PRESS RELEASE

October 7, 2021

 

 

Net Cannabis Revenue by Market Channel

 

 

 

Three months ended August 31,

 

 

Three months ended May 31,

 

(In thousands of United States dollars)

 

2021

 

 

2020

 

 

2021

 

Revenue from medical cannabis products

 

$

8,374

 

 

9%

 

 

$

6,380

 

 

10%

 

 

$

6,968

 

 

 

 

10%

 

Revenue from adult-use cannabis products

 

 

69,593

 

 

77%

 

 

 

56,948

 

 

85%

 

 

 

59,710

 

 

 

 

84%

 

Revenue from wholesale cannabis products

 

 

1,700

 

 

2%

 

 

 

3,792

 

 

6%

 

 

 

58

 

 

 

 

0%

 

Revenue from international cannabis products

 

 

10,266

 

 

11%

 

 

 

 

 

0%

 

 

 

4,622

 

 

 

 

6%

 

Total cannabis revenue

 

 

89,933

 

 

 

 

 

 

 

67,120

 

 

 

 

 

 

 

71,358

 

 

 

 

 

 

 

Excise taxes

 

 

(19,484

)

 

(22%)

 

 

 

(15,918

)

 

(24%)

 

 

 

(17,655

)

 

 

 

(25%)

 

Total cannabis net revenue

 

$

70,449

 

 

 

 

 

 

$

51,202

 

 

 

 

 

 

$

53,703

 

 

 

 

 

 

 

 

Other Financial Information: Gross Margin and Adjusted Gross Margin

 

(In thousands of United States dollars)

 

Three months ended August 31, 2021

 

Gross profit (excluding adjustments)

 

Cannabis

 

 

Beverage

 

 

Distribution

 

 

Wellness

 

 

Total

 

Gross revenue

 

$

89,933

 

 

$

16,483

 

 

$

67,186

 

 

$

14,927

 

 

$

188,529

 

Excise taxes

 

 

(19,484

)

 

 

(1,022

)

 

 

 

 

 

 

 

 

(20,506

)

Net revenue

 

 

70,449

 

 

 

15,461

 

 

 

67,186

 

 

 

14,927

 

 

 

168,023

 

Cost of goods sold

 

 

40,190

 

 

 

6,662

 

 

 

59,290

 

 

 

10,925

 

 

 

117,068

 

Gross profit

 

$

30,258

 

 

$

8,799

 

 

$

7,896

 

 

$

4,002

 

 

$

50,955

 

Gross margin

 

 

43

%

 

 

57

%

 

 

12

%

 

 

27

%

 

 

30

%

Adjusted gross profit

 

$

30,258

 

 

$

8,799

 

 

$

7,896

 

 

$

4,002

 

 

$

50,955

 

Adjusted gross margin

 

 

43

%

 

 

57

%

 

 

12

%

 

 

27

%

 

 

30

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended August 31, 2020

 

Gross profit (excluding adjustments)

 

Cannabis

 

 

Beverage

 

 

Distribution

 

 

Wellness

 

 

Total

 

Gross revenue

 

$

67,120

 

 

$

 

 

$

66,288

 

 

$

 

 

$

133,408

 

Excise taxes

 

 

(15,918

)

 

 

 

 

 

 

 

 

 

 

 

(15,918

)

Net revenue

 

 

51,202

 

 

 

 

 

 

66,288

 

 

 

 

 

 

117,490

 

Cost of goods sold

 

 

25,775

 

 

 

 

 

 

56,770

 

 

 

 

 

 

82,545

 

Gross profit

 

$

25,427

 

 

$

 

 

$

9,518

 

 

$

 

 

$

34,945

 

Gross margin

 

 

50

%

 

 

%

 

 

14

%

 

 

%

 

 

30

%

Adjusted gross profit

 

$

25,427

 

 

$

 

 

$

9,518

 

 

$

 

 

$

34,945

 

Adjusted gross margin

 

 

50

%

 

 

%

 

 

14

%

 

 

%

 

 

30

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended May 31, 2021

 

Gross profit (excluding adjustments)

 

Cannabis

 

 

Beverage

 

 

Distribution

 

 

Wellness

 

 

Total

 

Gross revenue

 

$

71,358

 

 

$

16,549

 

 

$

66,792

 

 

$

5,794

 

 

$

160,493

 

Excise taxes

 

 

(17,655

)

 

 

(602

)

 

 

 

 

 

 

 

 

(18,257

)

Net revenue

 

 

53,703

 

 

 

15,947

 

 

 

66,792

 

 

 

5,794

 

 

 

142,236

 

Cost of goods sold

 

 

49,731

 

 

 

5,349

 

 

 

60,425

 

 

 

4,233

 

 

 

119,738

 

Gross profit

 

$

3,972

 

 

$

10,598

 

 

$

6,367

 

 

$

1,561

 

 

$

22,498

 

Gross margin

 

 

7

%

 

 

66

%

 

 

10

%

 

 

27

%

 

 

16

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Inventory valuation adjustment

 

 

19,919

 

 

 

 

 

 

 

 

 

 

 

 

19,919

 

Adjusted gross profit

 

$

23,891

 

 

$

10,598

 

 

$

6,367

 

 

$

1,561

 

 

$

42,417

 

Adjusted gross margin

 

 

44

%

 

 

66

%

 

 

10

%

 

 

27

%

 

 

30

%

(There were no adjustments during the quarters ended August 31, 2021 and 2020.)

 


8

 


 

 

PRESS RELEASE

October 7, 2021

 

 

Other Financial Information: Adjusted Earnings before Interest and Amortization

 

 

Three months ended August 31,

 

 

Three months ended May 31,

 

(In thousands of United States dollars)

 

2021

 

 

2020

 

 

2021

 

Net (loss) income

 

$

(34,604

)

 

$

(21,744

)

 

$

33,605

 

Income taxes

 

 

4,762

 

 

 

(5,825

)

 

 

4,744

 

Finance expense, net

 

 

10,170

 

 

 

5,736

 

 

 

9,466

 

Non-operating expense (income), net

 

 

(48,860

)

 

 

13,359

 

 

 

(121,510

)

Amortization

 

 

39,333

 

 

 

10,979

 

 

 

24,539

 

Stock-based compensation

 

 

9,417

 

 

 

2,850

 

 

 

5,937

 

Facility start-up and closure costs

 

 

6,200

 

 

 

 

 

 

2,056

 

Inventory valuation adjustment

 

 

 

 

 

 

 

 

19,919

 

Lease expense

 

 

700

 

 

 

240

 

 

 

303

 

Transaction costs

 

 

25,579

 

 

 

2,458

 

 

 

33,260

 

Adjusted EBITDA

 

$

12,697

 

 

$

8,053

 

 

$

12,319

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Financial Information: Free Cash Flow and Adjusted Free Cash Flow

 

 

Three months ended August 31,

 

 

Three months ended May 31,

 

(In thousands of United States dollars)

 

2021

 

 

2020

 

 

2021

 

Net cash provided by (used in) operating activities

 

$

(93,227

)

 

$

(56,100

)

 

$

8,281

 

Less: investments in capital and intangible assets

 

 

(16,316

)

 

 

(13,955

)

 

 

(4,943

)

Free cash flow

 

$

(109,543

)

 

$

(70,055

)

 

$

3,338

 

Cash expended related to acquisitions

 

 

48,390

 

 

 

 

 

 

 

Adjusted free cash flow

 

$

(61,153

)

 

$

(70,055

)

 

$

3,338

 

 

 

 

9