Strong holiday sales drove Storz & Bickel
net revenue growth of 19% year-over-year
Record quarter for Canada medical cannabis with net revenue
increasing 16%; international markets cannabis net revenue grew 14%
year-over-year
Successfully launched Claybourne infused
pre-rolls across Canada,
Claybourne rose to #3 market share in the infused pre-roll category
in British Columbia and
Ontario after 6 weeks in
market1
SMITHS
FALLS, ON, Feb. 7, 2025 /CNW/ - Canopy Growth
Corporation ("Canopy Growth" or the "Company") (TSX: WEED) (Nasdaq:
CGC) today announces its financial results for the third fiscal
quarter ended December 31, 2024 ("Q3
FY2025"). All financial information in this press release is
reported in Canadian dollars, unless otherwise indicated.
"Canopy Growth's third quarter highlights that our business has
the right ingredients for success, as demonstrated by the continued
momentum in our medical cannabis businesses, Storz & Bickel,
and the successful introduction of Claybourne infused pre-rolls in
Canada. As I step into my role as
Chief Executive Officer, I am focused on achieving sustainable
profitability while maximizing our ability to create value in the
key markets and segments we serve."
Luc Mongeau, Chief Executive
Officer
"The third quarter marked our best Adjusted EBITDA to date, led
by strong year-over-year top-line growth in our medical cannabis
business and Storz & Bickel, and continued cost discipline. The
balance sheet actions taken during the quarter further strengthen
our financial position which we believe provides us with
flexibility to invest in value creation opportunities."
Judy Hong, Chief Financial
Officer
Third Quarter Fiscal Year 2025 Financial Summary
(in thousands of Canadian
dollars, unaudited)
|
|
Net Revenue
|
Gross margin
percentage
|
Net loss
from
continuing operations
|
Adjusted
EBITDA2
|
Free cash
flow3
|
Reported
|
|
$74,761
|
32 %
|
$(121,896)
|
$(3,469)
|
$(28,181)
|
vs. Q3
FY2024
|
|
(5 %)
|
(400) bps
|
47 %
|
61 %
|
17 %
|
- Net revenue in Q3 FY2025 decreased 5% compared to the third
quarter ended December 31, 2023 ("Q3
FY2024"). Excluding net revenue from businesses divested during the
prior fiscal year, net revenue increased 8% driven primarily by
growth in Canada medical,
international markets and Storz & Bickel.
- Gross margin decreased by 400 basis points ("bps") to 32% in Q3
FY2025 compared to Q3 FY2024 primarily due to the incremental costs
related to the Claybourne infused pre-roll launch in Canada, and an increase in indirect costs of
Storz & Bickel vaporizer devices partially offset by stronger
sales of higher-margin medical cannabis products.
- Operating loss from continuing operations was $24MM in Q3
FY2025, representing an improvement of 61% compared to Q3 FY2024.
The improvement in Q3 FY2025 was driven primarily by a reduction in
operating expenses.
- Adjusted EBITDA loss of $3MM in Q3 FY2025, representing a 61%
improvement year-over-year, driven primarily by the realized
benefit of the Company's cost savings program.
- Free cash flow was an outflow of $28MM in Q3 FY2025,
representing a 17% improvement compared to Q3 FY2024, primarily
driven by a reduction in cash interest expenses.
- Total debt decreased to $442MM at December 31, 2024 from $554MM at September 30, 2024 primarily due to an early
prepayment that reduced the Company's senior secured term
loan.
1 Calculated
using the Company's internal proprietary market analysis tool that
applies sales data supplied by third-party providers and government
agencies.
2 Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP
Measures" and Schedule 4 for a reconciliation of net loss from
continuing operations to adjusted EBITDA.
3 Free cash flow is a non-GAAP measure. See "Non-GAAP
Measures" and Schedule 5 for a reconciliation of net cash used in
operating activities - continuing operations to free cash flow -
continuing operations.
|
Canada Cannabis Highlights
- Canada cannabis net revenue
was $41MM in Q3 FY2025, representing an increase of 1% compared to
Q3 FY2024. Canada cannabis net
revenue in Q3 FY2025 increased 10% sequentially compared to the
second fiscal quarter ended September 30,
2024 ("Q2 FY2025").
- Canada medical cannabis net
revenue in Q3 FY2025 increased 16% compared to Q3 FY2024 driven
primarily by an increase in the average size of medical orders
placed by our customers.
- Canada adult-use cannabis net
revenue in Q3 FY2025 declined 10% compared to Q3 FY2024.
Canada adult-use cannabis net
revenue in Q3 FY2025 increased 15% sequentially compared to Q2
FY2025 driven by contributions from new product launches as well as
bulk cannabis sales.
- The Company launched the award-winning Claybourne brand in
November 2024. Claybourne ascended to
#3 market share in the infused pre-roll category in British Columbia and Ontario after 6 weeks in
market1.
International Markets Highlights
- International markets net revenue was $12MM in Q3 FY2025,
representing an increase of 14% over Q3 FY2024, with strong growth
in Poland and Germany, partially offset by a decline in
Australia medical cannabis sales
as well as exiting US CBD sales earlier this fiscal year.
- Performance in the German medical market in Q3 FY2025 benefited
from expansion of the product portfolio available to patients
including new flower under the Tweed brand.
- International markets cannabis gross margins increased 100 bps
to 41% during Q3 FY2025 compared to Q3 FY2024 primarily due to a
shift in sales mix to higher-margin Poland.
Storz & Bickel Highlights
- Storz & Bickel delivered net revenue in Q3 FY2025 of $22MM,
representing a 19% increase over Q3 FY2024, driven by traditionally
strong holiday purchases, robust direct-to-consumer online sales,
and continued growth in Germany.
- Continued consumer demand drove strong year-over-year growth
for Venty during Q3 FY2025.
Canopy USA
Highlights
- With the completed acquisition of Acreage Holdings, Inc.
("Acreage") by Canopy USA, LLC
("Canopy USA") on December 9, 2024, Canopy USA has moved forward with the full
integration of Mountain High Products, LLC, Wana Wellness, LLC and
The Cima Group, LLC (collectively, "Wana"), Lemurian, Inc.
("Jetty") and Acreage, with such integration beginning to generate
cost savings at Canopy USA.
- In January 2025, Canopy
USA named Brooks Jorgensen as President. Mr. Jorgensen is
an accomplished executive in high‑growth industries including
cannabis, wine, and spirits. Most recently, Mr. Jorgensen served as
President of Kiva Sales and Service, growing it to the largest
full-service distributor of cannabis products in the
U.S4.
4
Source:
https://www.newswire.ca/news-releases/canopy-usa-announces-appointment-of-mr-m-brooks-jorgensen-as-president-897361493.html
|
Third Quarter Fiscal 2025 Revenue
Review5
(in millions of
Canadian dollars, unaudited)
|
|
Q3
FY2025
|
Q3
FY2024
|
Vs. Q3
FY2024
|
Canada
cannabis
|
|
|
|
|
Canadian adult-use
cannabis6
|
|
$21.2
|
$23.5
|
(10 %)
|
Canada medical
cannabis7
|
|
$19.6
|
$16.9
|
16 %
|
|
|
$40.8
|
$40.4
|
1 %
|
|
|
|
|
|
International
markets cannabis8
|
|
$12.0
|
$10.5
|
14 %
|
Storz &
Bickel
|
|
$22.0
|
$18.5
|
19 %
|
This
Works
|
|
$-
|
$8.2
|
(100 %)
|
Other
|
|
$-
|
$0.9
|
(100 %)
|
|
|
|
|
|
Net
revenue
|
|
$74.8
|
$78.5
|
(5 %)
|
The Q3 FY2025 and Q3 FY2024 financial results presented in this
press release have been prepared in accordance with U.S. GAAP.
Webcast and Conference Call Information
The Company will host a conference call and audio webcast with
Luc Mongeau, CEO and Judy Hong, CFO at 10:00
AM Eastern Time on Friday, February 7, 2025.
Webcast Information
A live audio webcast will be available at:
https://app.webinar.net/yY1K7LrWq9O.
Replay Information
A replay will be accessible by webcast until 11:59 PM ET on May 8,
2025 at: https://app.webinar.net/yY1K7LrWq9O.
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 believes Adjusted
EBITDA is a useful measure for investors because it provides
meaningful and useful financial information, as this measure
demonstrates the operating performance of businesses. Adjusted
EBITDA is calculated 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; depreciation and amortization expense; asset impairment
and restructuring costs; restructuring costs recorded in cost of
goods sold; and charges related to the flow-through of inventory
step-up on business combinations, and further adjusted to remove
acquisition, divestiture, and other costs. Asset impairments
related to periodic changes to the Company's supply chain processes
are not excluded from Adjusted EBITDA given their occurrence
through the normal course of core operational activities. The
Adjusted EBITDA reconciliation is presented within this news
release and explained in the Company's Quarterly Report on Form
10-Q for the quarterly period ended December
31, 2024 (the "Form 10-Q") [to be] 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 our
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 news release and explained in the Form 10-Q [to be] filed with
the SEC.
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 restructuring and other
charges recorded in cost of goods sold, 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 and explained in the Form 10-Q [to be] filed with
the SEC.
5 In Q3
FY2025, we are reporting our financial results for the following
four reportable segments: (i) Canada cannabis; (ii) international
markets cannabis; (iii) Storz & Bickel; and (iv) This Works. On
December 18, 2023, the Company completed the sale of This Works and
as of such date, the results of This Works are no longer included
in the Company's financial results.
6 For Q3 FY2025, amount is net of excise taxes of $9.4MM
and other revenue adjustments of $0.9MM (Q3 FY2024 - $9.7MM and
$1.1MM, respectively).
7 For Q3 FY2025, amount is net of excise taxes of $2.1MM
(Q3 FY2024 - $1.8MM).
8 For Q3 FY2025, amount reflects other revenue
adjustments of $0.1MM (Q3 FY2024 - $0.3MM).
|
About Canopy Growth
Canopy Growth is a world leading cannabis company dedicated to
unleashing the power of cannabis to improve lives.
Through an unwavering commitment to consumers, Canopy Growth
delivers innovative products from owned and licensed brands
including Tweed, 7ACRES, DOJA, Deep Space, and Claybourne, as well
as category defining vaporization devices by Storz & Bickel. In
addition, Canopy Growth serves medical cannabis patients globally
with principal operations in Canada, Germany, Poland, and Australia.
Canopy Growth has also established a comprehensive ecosystem to
realize the opportunities presented by the U.S. THC market through
an unconsolidated, non-controlling interest in Canopy USA. Canopy USA's portfolio includes ownership of Acreage,
a vertically integrated multi‑state cannabis operator with
operations throughout the U.S. Northeast and Midwest, as well as
ownership of Wana, a leading North American edibles brand, and
majority ownership of Jetty, a California-based producer of high-quality
cannabis extracts and clean vape technology.
At Canopy Growth, we're shaping a future where cannabis is
embraced for its potential to enhance well-being and improve lives.
With high-quality products, a commitment to responsible use, and a
focus on enhancing the communities where we live and work, we're
paving the way for a better understanding of all that cannabis can
offer.
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 news 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.
Forward-looking statements include, but are not limited to,
statements with respect to:
- laws and regulations and any amendments thereto applicable to
our business and the impact thereof, including uncertainty
regarding the application of U.S. state and federal law to cannabis
and hemp (including CBD) products and the scope of any regulations
by the U.S. Food and Drug Administration, the U.S. Drug Enforcement
Administration, the U.S. Federal Trade Commission, the U.S. Patent
and Trademark Office, the U.S. Department of Agriculture and any
state equivalent regulatory agencies over cannabis and hemp
(including CBD) products;
- expectations regarding the amount or frequency of impairment
losses, including as a result of the write-down of intangible
assets, including goodwill;
- our ability to refinance debt as and when required on terms
favorable to us and comply with covenants contained in our debt
facilities and debt instruments;
- the impacts of the Company's strategy to accelerate entry into
the U.S. cannabis market through the creation of Canopy
USA;
- expectations for Canopy USA to
capitalize on the opportunity for growth in the United States cannabis sector and the
anticipated benefits of such strategy;
- the timing and occurrence of the final tranche closing in
connection with the acquisition of Jetty pursuant to the exercise
of the option to acquire Jetty;
- the issuance of additional common shares of the Company (each
whole share, a "Canopy Share" or a "Share") to satisfy any deferred
and/or option exercise payments to the shareholders of Wana and
Jetty and the issuance of additional non-voting and
non-participating shares in the capital of Canopy USA issuable to Canopy Growth from Canopy
USA in consideration thereof;
- the acquisition of additional Class A shares of Canopy
USA in connection with the
investment in Canopy USA by the
Huneeus 2017 Irrevocable Trust (the "Trust") in the aggregate
amount of up to US$20 million (the
"Trust Transaction"), including any warrants of Canopy USA issued to the Trust in accordance with the
share purchase agreement entered into by the Trust and Canopy
USA;
- the potential further extension to the maturity date of the
Company's credit facility and the timing and occurrence of the
optional prepayment of such credit facility in connection with the
amendment to the credit agreement;
- expectations regarding the potential success of, and the costs
and benefits associated with, our acquisitions, equity investments
and dispositions;
- the grant, renewal and impact of any license or supplemental
license to conduct activities with cannabis or any amendments
thereof;
- our international activities, including required regulatory
approvals and licensing, anticipated costs and timing, and expected
impact;
- our ability to successfully create and launch brands and
further create, launch and scale products in jurisdictions where
such products are legal and that we currently operate in;
- the benefits, viability, safety, efficacy, dosing and social
acceptance of cannabis, including CBD and other cannabinoids;
- our ability to continue as a going concern;
- our ability to maintain effective internal control over
financial reporting;
- expectations regarding the use of proceeds of equity
financings;
- the legalization of the use of cannabis for medical or
adult-use in jurisdictions outside of Canada, the related timing and impact thereof
and our intentions to participate in such markets, if and when such
use is legalized;
- our ability to execute on our strategy and the anticipated
benefits of such strategy;
- the ongoing impact of the legalization of additional cannabis
product types and forms for adult-use in Canada, including federal, provincial,
territorial and municipal regulations pertaining thereto, the
related timing and impact thereof and our intentions to participate
in such markets;
- the ongoing impact of developing provincial, state, territorial
and municipal regulations pertaining to the sale and distribution
of cannabis, the related timing and impact thereof, as well as the
restrictions on federally regulated cannabis producers
participating in certain retail markets and our intentions to
participate in such markets to the extent permissible;
- the timing and nature of legislative changes in the U.S.
regarding the regulation of cannabis including
tetrahydrocannabinol;
- the future performance of our business and operations;
- our competitive advantages and business strategies;
- the competitive conditions of the industry;
- the expected growth in the number of customers using our
products;
- expectations regarding revenues, expenses and anticipated cash
needs;
- expectations regarding cash flow, liquidity and sources of
funding;
- expectations regarding capital expenditures;
- the expansion of our production and manufacturing, the costs
and timing associated therewith and the receipt of applicable
production and sale licenses;
- expectations with respect to our growing, production and supply
chain capacities;
- expectations regarding the resolution of litigation and other
legal and regulatory proceedings, reviews and investigations;
- expectations with respect to future production costs;
- expectations with respect to future sales and distribution
channels and networks;
- the expected methods to be used to distribute and sell our
products;
- our future product offerings;
- the anticipated future gross margins of our operations;
- accounting standards and estimates;
- expectations regarding our distribution network;
- expectations regarding the costs and benefits associated with
our contracts and agreements with third parties, including under
our third-party supply and manufacturing agreements;
- our ability to comply with the listing requirements of the
Nasdaq Stock Market LLC and the Toronto Stock Exchange; and
- expectations on price changes for products in cannabis
markets.
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; * 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, our limited
operating history; our ability to continue as a going concern;
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); our ability to maintain an
effective system of internal control; the diversion of management
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 related to the financial
statements of Acreage expressing doubt about its ability to
continue as a going concern; the risks in the event that Acreage
cannot satisfy its 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, and interest rates; 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 and hemp
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 our common
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; and the factors discussed under the heading "Risk
Factors" in the Company's Annual Report on Form 10-K for the fiscal
year ended March 31, 2024 and in Item
1A of Part II of the Company's Quarterly Report on Form 10-Q for
the fiscal quarter ended December 31,
2024 [to be] filed with the SEC. Readers are cautioned to
consider these and other factors, uncertainties and potential
events carefully and not to put undue reliance on forward-looking
statements.
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, 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); our
ability to maintain an effective system of internal control; the
diversion of management 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 relating to the conditions set
forth in the Floating Share Arrangement Agreement and the Existing
Acreage Arrangement Agreement not being satisfied or waived; the
risks related to Acreage's financial statements expressing doubt
about its ability to continue as a going concern; the risks in the
event that Acreage cannot satisfy its debt obligations as they
become due; volatility in and/or degradation of general economic,
market, industry or business conditions; 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 and hemp
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 our common
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; and the factors discussed under the heading "Risk
Factors" in the Company's Annual Report on Form 10-K for the fiscal
year ended March 31, 2024 and in Item
1A of Part II of the Company's Quarterly Report on Form 10-Q for
the fiscal quarter ended September 30,
2024 to be filed with the SEC. Readers are cautioned to
consider these and other factors, uncertainties and potential
events carefully and not to put undue reliance on forward-looking
statements.
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.
Schedule 1
CANOPY GROWTH
CORPORATION CONDENSED INTERIM CONSOLIDATED BALANCE
SHEETS (in thousands of Canadian dollars, except number of
shares and per share data, unaudited)
|
|
|
|
|
|
|
|
|
|
|
December 31,
2024
|
|
|
March 31,
2024
|
|
ASSETS
|
|
Current
assets:
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
161,909
|
|
|
$
|
170,300
|
|
Short-term
investments
|
|
|
16,435
|
|
|
|
33,161
|
|
Restricted short-term
investments
|
|
|
7,108
|
|
|
|
7,310
|
|
Amounts receivable,
net
|
|
|
49,058
|
|
|
|
51,847
|
|
Inventory
|
|
|
90,753
|
|
|
|
77,292
|
|
Assets of discontinued
operations
|
|
|
-
|
|
|
|
8,038
|
|
Prepaid expenses and
other assets
|
|
|
15,822
|
|
|
|
23,232
|
|
Total current
assets
|
|
|
341,085
|
|
|
|
371,180
|
|
Equity method
investments
|
|
|
49,834
|
|
|
|
-
|
|
Other financial
assets
|
|
|
321,368
|
|
|
|
437,629
|
|
Property, plant and
equipment
|
|
|
299,604
|
|
|
|
320,103
|
|
Intangible
assets
|
|
|
89,791
|
|
|
|
104,053
|
|
Goodwill
|
|
|
44,093
|
|
|
|
43,239
|
|
Other assets
|
|
|
18,444
|
|
|
|
24,126
|
|
Total
assets
|
|
$
|
1,164,219
|
|
|
$
|
1,300,330
|
|
|
|
|
|
|
|
|
LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
Current
liabilities:
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
28,918
|
|
|
$
|
28,673
|
|
Other accrued expenses
and liabilities
|
|
|
37,191
|
|
|
|
54,039
|
|
Current portion of
long-term debt
|
|
|
3,167
|
|
|
|
103,935
|
|
Other
liabilities
|
|
|
27,740
|
|
|
|
48,068
|
|
Total current
liabilities
|
|
|
97,016
|
|
|
|
234,715
|
|
Long-term
debt
|
|
|
438,404
|
|
|
|
493,294
|
|
Other
liabilities
|
|
|
37,324
|
|
|
|
71,814
|
|
Total
liabilities
|
|
|
572,744
|
|
|
|
799,823
|
|
Commitments and
contingencies
|
|
|
|
|
|
|
Canopy Growth
Corporation shareholders' equity:
|
|
|
|
|
|
|
Share capital
Common shares - $nil par value; Authorized -
unlimited; Issued and
outstanding - 129,153,014 shares and 91,115,501
shares, respectively.
Exchangeable shares - $nil par value; Authorized -
unlimited; Issued
and outstanding - 26,261,474 shares and nil shares,
respectively.
|
|
|
8,670,494
|
|
|
|
8,244,301
|
|
Additional paid-in
capital
|
|
|
2,637,337
|
|
|
|
2,602,148
|
|
Accumulated other
comprehensive loss
|
|
|
(8,999)
|
|
|
|
(16,051)
|
|
Deficit
|
|
|
(10,707,357)
|
|
|
|
(10,330,030)
|
|
Total Canopy Growth
Corporation shareholders' equity
|
|
|
591,475
|
|
|
|
500,368
|
|
Noncontrolling
interests
|
|
|
-
|
|
|
|
139
|
|
Total shareholders'
equity
|
|
|
591,475
|
|
|
|
500,507
|
|
Total liabilities and
shareholders' equity
|
|
$
|
1,164,219
|
|
|
$
|
1,300,330
|
|
Schedule 2
CANOPY GROWTH
CORPORATION
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS (in
thousands of Canadian dollars, except number of shares and per
share data, unaudited)
|
|
|
|
|
|
|
|
|
|
|
Three months ended
December 31,
|
|
|
|
2024
|
|
|
2023
|
|
Revenue
|
|
$
|
86,244
|
|
|
$
|
90,061
|
|
Excise taxes
|
|
|
11,483
|
|
|
|
11,556
|
|
Net revenue
|
|
|
74,761
|
|
|
|
78,505
|
|
Cost of goods
sold
|
|
|
50,663
|
|
|
|
50,279
|
|
Gross
margin
|
|
|
24,098
|
|
|
|
28,226
|
|
Operating
expenses
|
|
|
|
|
|
|
Selling, general and
administrative expenses
|
|
|
41,476
|
|
|
|
54,436
|
|
Share-based
compensation
|
|
|
5,159
|
|
|
|
3,693
|
|
Loss on asset
impairment and restructuring
|
|
|
1,285
|
|
|
|
30,413
|
|
Total operating
expenses
|
|
|
47,920
|
|
|
|
88,542
|
|
Operating loss from
continuing operations
|
|
|
(23,822)
|
|
|
|
(60,316)
|
|
Other income
(expense), net
|
|
|
(97,758)
|
|
|
|
(171,037)
|
|
Loss from continuing
operations before income taxes
|
|
|
(121,580)
|
|
|
|
(231,353)
|
|
Income tax (expense)
recovery
|
|
|
(316)
|
|
|
|
1,077
|
|
Net loss from
continuing operations
|
|
|
(121,896)
|
|
|
|
(230,276)
|
|
Discontinued
operations, net of income tax
|
|
|
-
|
|
|
|
13,479
|
|
Net loss
|
|
|
(121,896)
|
|
|
|
(216,797)
|
|
Net loss attributable
to Canopy Growth Corporation
|
|
$
|
(121,896)
|
|
|
$
|
(216,797)
|
|
|
|
|
|
|
|
|
Basic and diluted
loss per share
|
|
|
|
|
|
|
Continuing
operations
|
|
$
|
(1.11)
|
|
|
$
|
(2.78)
|
|
Discontinued
operations
|
|
|
-
|
|
|
|
0.16
|
|
Basic and diluted loss
per share
|
|
$
|
(1.11)
|
|
|
$
|
(2.62)
|
|
Basic and diluted
weighted average common shares
outstanding
|
|
|
110,306,430
|
|
|
|
82,919,190
|
|
Schedule 3
CANOPY GROWTH
CORPORATION
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (in
thousands of Canadian dollars, unaudited)
|
|
|
|
|
|
|
|
|
|
|
Nine months ended
December 31,
|
|
|
|
2024
|
|
|
2023
|
|
Cash flows from
operating activities:
|
|
|
|
|
|
|
Net loss
|
|
$
|
(377,327)
|
|
|
$
|
(583,458)
|
|
Gain (loss) from
discontinued operations, net of income tax
|
|
|
5,310
|
|
|
|
(194,451)
|
|
Net loss from
continuing operations
|
|
|
(382,637)
|
|
|
|
(389,007)
|
|
Adjustments to
reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
Depreciation of
property, plant and equipment
|
|
|
15,570
|
|
|
|
22,485
|
|
Amortization of
intangible assets
|
|
|
16,081
|
|
|
|
19,396
|
|
Share-based
compensation
|
|
|
14,531
|
|
|
|
10,127
|
|
Loss (gain) on asset
impairment and restructuring
|
|
|
18,971
|
|
|
|
(816)
|
|
Income tax
expense
|
|
|
6,812
|
|
|
|
13,762
|
|
Non-cash fair value
adjustments and charges related to
settlement of long-term debt
|
|
|
223,591
|
|
|
|
188,452
|
|
Change in operating
assets and liabilities, net of effects from
purchases of businesses:
|
|
|
|
|
|
|
Amounts
receivable
|
|
|
(3,163)
|
|
|
|
(14,460)
|
|
Inventory
|
|
|
(12,924)
|
|
|
|
(8,047)
|
|
Prepaid expenses and
other assets
|
|
|
(641)
|
|
|
|
(843)
|
|
Accounts payable and
accrued liabilities
|
|
|
(17,000)
|
|
|
|
891
|
|
Other, including
non-cash foreign currency
|
|
|
(11,789)
|
|
|
|
(47,901)
|
|
Net cash used in
operating activities - continuing operations
|
|
|
(132,598)
|
|
|
|
(205,961)
|
|
Net cash used in
operating activities - discontinued operations
|
|
|
-
|
|
|
|
(53,930)
|
|
Net cash used in
operating activities
|
|
|
(132,598)
|
|
|
|
(259,891)
|
|
Cash flows from
investing activities:
|
|
|
|
|
|
|
Purchases of and
deposits on property, plant and equipment
|
|
|
(7,724)
|
|
|
|
(3,200)
|
|
Purchases of
intangible assets
|
|
|
(409)
|
|
|
|
(716)
|
|
Proceeds on sale of
property, plant and equipment
|
|
|
4,932
|
|
|
|
153,753
|
|
Redemption of
short-term investments
|
|
|
16,950
|
|
|
|
68,294
|
|
Net cash outflow on
sale or deconsolidation of subsidiaries
|
|
|
(6,968)
|
|
|
|
(3,719)
|
|
Net cash inflow on
loan receivable
|
|
|
28,353
|
|
|
|
1,279
|
|
Investment in other
financial assets
|
|
|
(95,335)
|
|
|
|
(472)
|
|
Other investing
activities
|
|
|
-
|
|
|
|
(10,513)
|
|
Net cash (used in)
provided by investing activities - continuing operations
|
|
|
(60,201)
|
|
|
|
204,706
|
|
Net cash provided by
(used in) investing activities - discontinued operations
|
|
|
13,414
|
|
|
|
(2,600)
|
|
Net cash (used in)
provided by investing activities
|
|
|
(46,787)
|
|
|
|
202,106
|
|
Cash flows from
financing activities:
|
|
|
|
|
|
|
Proceeds from issuance
of common shares and warrants
|
|
|
255,989
|
|
|
|
33,795
|
|
Proceeds from exercise
of stock options
|
|
|
112
|
|
|
|
-
|
|
Proceeds from exercise
of warrants
|
|
|
8,454
|
|
|
|
-
|
|
Issuance of long-term
debt and convertible debentures
|
|
|
68,255
|
|
|
|
-
|
|
Repayment of long-term
debt
|
|
|
(148,249)
|
|
|
|
(480,080)
|
|
Other financing
activities
|
|
|
(19,943)
|
|
|
|
(27,239)
|
|
Net cash provided by
(used in) financing activities
|
|
|
164,618
|
|
|
|
(473,524)
|
|
Effect of exchange rate
changes on cash and cash equivalents
|
|
|
6,376
|
|
|
|
(2,953)
|
|
Net decrease in cash
and cash equivalents
|
|
|
(8,391)
|
|
|
|
(534,262)
|
|
Cash and cash
equivalents, beginning of period1
|
|
|
170,300
|
|
|
|
677,007
|
|
Cash and cash
equivalents, end of period2
|
|
$
|
161,909
|
|
|
$
|
142,745
|
|
1 Includes
cash of our discontinued operations of $nil and $9,314 for March
31, 2024 and 2023, respectively.
|
|
2 Includes
cash of our discontinued operations of $nil and $nil for December
31, 2024 and 2023, respectively.
|
|
Schedule 4
Adjusted
EBITDA1
Reconciliation (Non-GAAP Measure)
|
|
|
|
|
|
|
|
|
Three months ended
December 31,
|
|
(in thousands of
Canadian dollars, unaudited)
|
|
2024
|
|
|
2023
|
|
Net loss from
continuing operations
|
|
$
|
(121,896)
|
|
|
$
|
(230,276)
|
|
Income tax expense
(recovery)
|
|
|
316
|
|
|
|
(1,077)
|
|
Other (income) expense,
net
|
|
|
97,758
|
|
|
|
171,037
|
|
Share-based
compensation
|
|
|
5,159
|
|
|
|
3,693
|
|
Acquisition,
divestiture, and other costs
|
|
|
3,595
|
|
|
|
4,981
|
|
Depreciation and
amortization
|
|
|
10,314
|
|
|
|
12,240
|
|
Loss on asset
impairment and restructuring
|
|
|
1,285
|
|
|
|
30,413
|
|
Adjusted
EBITDA1
|
|
$
|
(3,469)
|
|
|
$
|
(8,989)
|
|
1Adjusted
EBITDA is a non-GAAP measure. See "Non-GAAP Measures".
|
|
Schedule 5
Free Cash
Flow1 Reconciliation
(Non-GAAP Measure)
|
|
|
|
|
|
|
|
|
Three months ended
December 31,
|
|
(in thousands of
Canadian dollars, unaudited)
|
|
2024
|
|
|
2023
|
|
Net cash used in
operating activities - continuing operations
|
|
$
|
(26,966)
|
|
|
$
|
(33,348)
|
|
Purchases of and
deposits on property, plant and equipment
- continuing operations
|
|
|
(1,215)
|
|
|
|
(564)
|
|
Free cash
flow1 - continuing operations
|
|
$
|
(28,181)
|
|
|
$
|
(33,912)
|
|
1Free cash
flow is a non-GAAP measure. See "Non-GAAP Measures".
|
|
Schedule 6
Segmented Gross
Margin Reconciliation
|
|
|
|
Three months ended
December 31,
|
|
(in thousands of
Canadian dollars except where indicated; unaudited)
|
2024
|
|
|
2023
|
|
Canada cannabis
segment
|
|
|
|
|
|
|
Net revenue
|
|
$
|
40,728
|
|
|
$
|
40,384
|
|
Gross margin
|
|
|
10,181
|
|
|
|
11,306
|
|
Gross margin
percentage
|
|
|
25
|
%
|
|
|
28
|
%
|
.
|
|
|
|
|
|
|
International
markets cannabis segment
|
|
|
|
|
|
|
Revenue
|
|
$
|
12,024
|
|
|
$
|
10,527
|
|
Gross margin
|
|
|
4,932
|
|
|
|
4,192
|
|
Gross margin
percentage
|
|
|
41
|
%
|
|
|
40
|
%
|
|
|
|
|
|
|
|
Storz & Bickel
segment
|
|
|
|
|
|
|
Revenue
|
|
$
|
22,009
|
|
|
$
|
18,453
|
|
Gross margin
|
|
|
8,985
|
|
|
|
9,449
|
|
Gross margin
percentage
|
|
|
41
|
%
|
|
|
51
|
%
|
|
|
|
|
|
|
|
This Works
segment
|
|
|
|
|
|
|
Revenue
|
|
$
|
-
|
|
|
$
|
8,165
|
|
Gross margin
|
|
|
-
|
|
|
|
4,253
|
|
Gross margin
percentage
|
|
|
0
|
%
|
|
|
52
|
%
|
|
|
|
|
|
|
|
Other
|
|
|
|
|
|
|
Revenue
|
|
$
|
-
|
|
|
$
|
976
|
|
Gross margin
|
|
|
-
|
|
|
|
(974)
|
|
Gross margin
percentage
|
|
|
0
|
%
|
|
|
(100)
|
%
|
|
|
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SOURCE Canopy Growth Corporation