Storz & Bickel net revenue increased 32%
year-over-year in Q2 FY2025
Continued growth across medical cannabis
businesses, with net revenue increasing year-over-year by 16% in
Canada and 12% in international
markets
Further improved balance sheet with early
prepayment reducing senior secured term loan by US$100MM
SMITHS
FALLS, ON, Nov. 8, 2024 /CNW/ - Canopy Growth
Corporation ("Canopy Growth" or the "Company") (TSX: WEED) (Nasdaq:
CGC) today announces its financial results for the second quarter
ended September 30, 2024 ("Q2
FY2025"). All financial information in this press release is
reported in Canadian dollars, unless otherwise indicated.
"We delivered a solid second quarter led by strong growth across
our Storz & Bickel, Canadian medical, and European cannabis
businesses and we are well positioned to accelerate momentum in the
second half of our fiscal year. In addition, we remain highly
optimistic about the momentum building within Canopy USA as this strategy was uniquely designed to
succeed independent of the need for federal legalization."
David Klein, Chief Executive
Officer
"We've demonstrated another quarter of progress towards
profitability driven by improvement in gross margins as well as a
reduction in SG&A expenses. With expected improvement in
top-line growth in the second half of the fiscal year and continued
cost discipline, we believe we remain on a path to achieve positive
Adjusted EBITDA at the consolidated level in the coming
quarters."
Judy Hong, Chief Financial
Officer
Second Quarter Fiscal Year 2025 Financial Summary
(in millions of Canadian
dollars, unaudited)
|
|
Net Revenue
|
Gross margin
percentage
|
Adjusted
gross margin
percentage1
|
Net loss
from
continuing
operations
|
Adjusted
EBITDA2
|
Free cash
flow3
|
|
|
|
|
|
|
|
|
Reported
|
|
$63.0
|
35 %
|
35 %
|
$(131.6)
|
$(5.5)
|
$(56.4)
|
vs. Q2
FY2024
|
|
(9 %)
|
100 bps
|
200 bps
|
11 %
|
54 %
|
16 %
|
- Net revenue in Q2 FY2025 decreased 9% compared to the second
quarter ended September 30, 2023 ("Q2
FY2024"). Excluding net revenue from businesses divested during the
prior fiscal year, net revenue increased 3%.
- Consolidated gross margin increased by 100 basis points ("bps")
to 35% in Q2 FY2025 compared to Q2 FY2024 primarily due to the
realized benefit of the Company's cost savings program as well as a
shift to higher-margin medical cannabis sales.
- Operating loss from continuing operations was $46MM in Q2
FY2025, compared to a loss of $7MM in Q2 FY2024, with last year's
results benefitting from the sale of a facility in Smiths Falls, Ontario.
- Adjusted EBITDA loss was $6MM in Q2 FY2025, representing a 54%
improvement year-over-year, driven primarily by the realized
benefit of the Company's cost savings program.
- Free Cash Flow was an outflow of $56MM in Q2 FY2025,
representing a 16% improvement compared to Q2 FY2024, primarily
driven by a reduction in cash interest expenses.
- Cash and short-term investments balance increased to $231MM at
September 30, 2024, from $195MM at
June 30, 2024.
1 Adjusted
gross margin is a non-GAAP measure, and for Q2 FY2025 excludes $nil
of restructuring costs recorded in cost of goods sold (Q2 FY2024 -
excludes $0.7MM of restructuring cost reversals recorded in cost of
goods sold). See "Non-GAAP Measures" and Schedule 4 for a
reconciliation of net revenue to adjusted gross margin.
|
2 Adjusted
EBITDA is a non-GAAP measure. See "Non-GAAP Measures" and Schedule
5 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 6
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 $37MM in Q2 FY2025, representing a decrease of 8% compared to
Q2 FY2024. While Canada medical
cannabis net revenue increased 16% over Q2 FY2024, Canada adult-use cannabis declined 24% in part
due to an interruption in the supply of Wana edibles.
- Several initiatives are expected to strengthen the Company's
Canada adult-use cannabis business
in the second half of fiscal year 2025 ("2H FY2025"). These
initiatives include:
- The re-introduction of Wana edibles which is expected to drive
growth in the edibles category, supported by investments in
in-market activations.
- Continued efforts to elevate the quality and variety of our
Tweed and 7ACRES flower and pre-roll joint product offerings, as
well as increased commercial investments to expand distribution and
improve velocity of our core brands. The Company is seeing this
investment pay off with reinvigorated performance of Tweed Kush
Mintz as well as promising in-market performance of new strains
Tweed Cherry Acai Mints, which is now carried in all markets
nationally, and 7ACRES Ultra Jack.
- A robust new product pipeline with a particular focus on the
growth categories of Vape, Pre-Roll Joints and Concentrates. Over
the coming weeks, the Company expects to launch an innovative
infused pre-roll joint product in both adult-use and medical
channels.
International Markets Highlights
- International markets net revenue was $10MM in Q2 FY2025,
representing an increase of 12% over Q2 FY2024, with strong growth
in Poland and Germany partially offset by a decline in
Australia.
- International markets cannabis gross margins increased 1,700
bps to 47% during Q2 FY2025 compared to Q2 FY2024 primarily due to
a shift in sales mix to higher-margin Poland as well as a lower overall cost
structure.
- Agreements that the Company has signed with multiple EU-based
cultivators are expected to increase the supply of cannabis flower
to fuel growth in EU medical cannabis markets over the coming
quarters.
Storz & Bickel Highlights
- Storz & Bickel delivered net revenue in Q2 FY2025 of $16MM,
representing a 32% increase over Q2 FY2024 driven primarily by
strong growth in Germany following
regulatory reform, significant improvement in U.S. sales and the
sell through of the remaining inventory of the Mighty device that
is being phased out.
- Ongoing demand in Germany
driven by active marketing campaigns are expected to drive
continued growth in the German and the broader European
market.
- Additional distribution gains in the U.S., driven by new
affiliate programs as well as traditional holiday season marketing
and sales initiatives are expected to benefit Storz & Bickel
sales in 2H FY2025.
Canopy USA
Highlights
- Canopy USA, LLC ("Canopy
USA") has completed the
acquisition of Wana Brands ("Wana")
with the closing of Mountain High Products, LLC subsequent to the
end of Q2 FY2025, paving the way for brand integration and
growth.
- Wana launched the ShopWanderous.com online marketplace for
hemp-derived THC and CBD products, expanding their product offering
to a new national consumer base.
- Lemurian, Inc. ("Jetty") is expected to launch new solventless
All-In-One vapes in California and
Colorado over the coming weeks,
and New York early in calendar
year 2025.
- The acquisition of Acreage Holdings, Inc. ("Acreage") by Canopy
USA remains on track to close no
later than the first half of calendar year 2025.
Second Quarter Fiscal 2025 Revenue
Review4
(in thousands of
Canadian dollars, unaudited)
|
|
Q2
FY2025
|
Q2
FY2024
|
Vs. Q2
FY2024
|
Canada
cannabis
|
|
|
|
|
Canadian adult-use
cannabis5
|
|
$18,388
|
$24,087
|
(24 %)
|
Canada medical
cannabis6
|
|
$18,689
|
$16,179
|
16 %
|
|
|
$37,077
|
$40,266
|
(8 %)
|
|
|
|
|
|
International
markets cannabis7
|
|
$10,060
|
$8,977
|
12 %
|
Storz &
Bickel
|
|
$15,854
|
$11,991
|
32 %
|
This
Works
|
|
$-
|
$7,074
|
(100 %)
|
Other
|
|
$-
|
$1,287
|
(100 %)
|
|
|
|
|
|
Net
revenue
|
|
$62,991
|
$69,595
|
(9 %)
|
The Q2 FY2025 and Q2 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
David Klein, CEO and Judy Hong, CFO at 10:00
AM Eastern Time on
Friday, November 8, 2024.
Webcast Information
A live audio webcast will be available at:
https://app.webinar.net/NXnR9dNYmPl.
Replay Information
A replay will be accessible by webcast until 11:59 PM ET on February 6,
2025 at: https://app.webinar.net/NXnR9dNYmPl.
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 September 30, 2024 (the "Form 10-Q") filed with
the Securities and Exchange Commission ("SEC").
Free cash flow is a non-GAAP measure used by management that is
not defined by U.S. GAAP and may not be comparable to similar
measures presented by other companies. Management believes that
Free Cash Flow presents meaningful information regarding the amount
of cash flow required to maintain and organically expand 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 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
presents meaningful and useful financial information as this
measure provides 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 filed with the SEC.
4 In Q2
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.
|
5 For Q2
FY2025, amount is net of excise taxes of $8.9MM and other revenue
adjustments of $1.3MM (Q2 FY2024 - $10.8MM and $0.5MM,
respectively).
|
6 For Q2
FY2025, amount is net of excise taxes of $2.1MM (Q2 FY2024 -
$1.7MM).
|
7 For
Q2 FY2025, amount reflects other revenue adjustments of $nil (Q2
FY2024 - $0.1MM).
|
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 our consumers, Canopy Growth
delivers innovative products with a focus on premium and mainstream
cannabis brands including Doja, 7ACRES, Tweed, and Deep Space, in
addition to category defining vaporizer technology made in
Germany by Storz &
Bickel.
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 has closed the acquisitions of
approximately 77% of the shares of Jetty and 100% of Wana. Jetty
owns and operates Jetty Extracts, a California-based producer of high-quality
cannabis extracts and pioneer of clean vape technology, and Wana is
a leading North American edibles brand. The option to acquire
Acreage, a vertically integrated multi-state cannabis operator with
principal operations in densely populated states across the
Northeast and Midwest, has also been exercised.
Beyond its world-class products, Canopy Growth is leading the
industry forward through a commitment to social equity, responsible
use, and community reinvestment – pioneering a future where
cannabis is understood and welcomed for its potential to help
achieve greater well-being and life enhancement.
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 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 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, including the costs and
benefits associated with the amendments made to the Canopy
USA structure to facilitate the
deconsolidation of the financial results of Canopy USA within the Company's financial
statements;
- 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 outcome of the floating share arrangement,
whereby, subject to the terms and conditions of a floating share
arrangement agreement (the "Floating Share Arrangement Agreement"),
Canopy USA is expected to acquire
all of the issued and outstanding Class D subordinate voting shares
(the "Floating Shares") of Acreage by way of a court-approved plan
of arrangement under the Business Corporations Act
(British Columbia) (the "Floating
Share Arrangement") in exchange for 0.045 of a Company common share
for each Floating Share Held, the anticipated benefits of the
Floating Share Arrangement, the anticipated timing and occurrence
of closing the acquisition of the Class E subordinate voting shares
(the "Fixed Shares") of Acreage pursuant to the exercise of the
option to acquire the issued and outstanding Fixed Shares of
Acreage Option, the anticipated timing and occurrence of the
acquisition of the Floating Shares by Canopy USA, the satisfaction or waiver of the closing
conditions set out in the Floating Share Arrangement Agreement (as
defined below) and the arrangement agreement dated April 18, 2019, as amended on May 15, 2019, September
23, 2020 and November 17, 2020
(the "the Existing Acreage Arrangement Agreement"), including
receipt of all regulatory approvals;
- 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 the payments
to eligible participants to the existing tax receivable bonus plans
of High Street Capital Partners, LLC, a subsidiary of Acreage, 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, strategic
alliances, 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 cannabis-based products and
hemp-derived consumer 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 maintain effective internal control over
financial reporting;
- our ability to continue as a going concern;
- 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;
- our ability or plans to identify, develop, commercialize or
expand our technology and research and development initiatives in
cannabinoids, or the success thereof;
- 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 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 ability of parties to certain
transactions to receive, in a timely manner and on satisfactory
terms, the necessary regulatory approvals; 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; inflation 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)
|
|
|
September 30,
2024
|
|
|
March 31,
2024
|
|
ASSETS
|
|
Current
assets:
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
228,416
|
|
|
$
|
170,300
|
|
Short-term
investments
|
|
|
2,805
|
|
|
|
33,161
|
|
Restricted short-term
investments
|
|
|
7,490
|
|
|
|
7,310
|
|
Amounts receivable,
net
|
|
|
41,860
|
|
|
|
51,847
|
|
Inventory
|
|
|
90,094
|
|
|
|
77,292
|
|
Assets of discontinued
operations
|
|
|
-
|
|
|
|
8,038
|
|
Prepaid expenses and
other assets
|
|
|
21,000
|
|
|
|
23,232
|
|
Total current
assets
|
|
|
391,665
|
|
|
|
371,180
|
|
Equity method
investments
|
|
|
136,377
|
|
|
|
-
|
|
Other financial
assets
|
|
|
242,145
|
|
|
|
437,629
|
|
Property, plant and
equipment
|
|
|
303,165
|
|
|
|
320,103
|
|
Intangible
assets
|
|
|
95,386
|
|
|
|
104,053
|
|
Goodwill
|
|
|
44,531
|
|
|
|
43,239
|
|
Other assets
|
|
|
19,079
|
|
|
|
24,126
|
|
Total
assets
|
|
$
|
1,232,348
|
|
|
$
|
1,300,330
|
|
|
|
|
|
|
|
|
LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
Current
liabilities:
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
18,364
|
|
|
$
|
28,673
|
|
Other accrued expenses
and liabilities
|
|
|
42,736
|
|
|
|
54,039
|
|
Current portion of
long-term debt
|
|
|
137,918
|
|
|
|
103,935
|
|
Other
liabilities
|
|
|
82,266
|
|
|
|
48,068
|
|
Total current
liabilities
|
|
|
281,284
|
|
|
|
234,715
|
|
Long-term
debt
|
|
|
415,932
|
|
|
|
493,294
|
|
Other
liabilities
|
|
|
25,464
|
|
|
|
71,814
|
|
Total
liabilities
|
|
|
722,680
|
|
|
|
799,823
|
|
Commitments and
contingencies
|
|
|
|
|
|
|
Canopy Growth
Corporation shareholders' equity:
|
|
|
|
|
|
|
Share capital
Common shares - $nil par value; Authorized -
unlimited; Issued and
outstanding - 93,863,960 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.
|
|
|
8,490,670
|
|
|
|
8,244,301
|
|
Additional paid-in
capital
|
|
|
2,620,491
|
|
|
|
2,602,148
|
|
Accumulated other
comprehensive loss
|
|
|
(16,032)
|
|
|
|
(16,051)
|
|
Deficit
|
|
|
(10,585,461)
|
|
|
|
(10,330,030)
|
|
Total Canopy Growth
Corporation shareholders' equity
|
|
|
509,668
|
|
|
|
500,368
|
|
Noncontrolling
interests
|
|
|
-
|
|
|
|
139
|
|
Total shareholders'
equity
|
|
|
509,668
|
|
|
|
500,507
|
|
Total liabilities and
shareholders' equity
|
|
$
|
1,232,348
|
|
|
$
|
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
September 30,
|
|
|
|
2024
|
|
|
2023
|
|
Revenue
|
|
$
|
73,958
|
|
|
$
|
82,076
|
|
Excise taxes
|
|
|
10,967
|
|
|
|
12,481
|
|
Net revenue
|
|
|
62,991
|
|
|
|
69,595
|
|
Cost of goods
sold
|
|
|
41,153
|
|
|
|
46,169
|
|
Gross
margin
|
|
|
21,838
|
|
|
|
23,426
|
|
Operating
expenses
|
|
|
|
|
|
|
Selling, general and
administrative expenses
|
|
|
41,730
|
|
|
|
57,611
|
|
Share-based
compensation
|
|
|
5,221
|
|
|
|
2,717
|
|
Loss (gain) on asset
impairment and restructuring
|
|
|
20,830
|
|
|
|
(29,895)
|
|
Total operating
expenses
|
|
|
67,781
|
|
|
|
30,433
|
|
Operating loss from
continuing operations
|
|
|
(45,943)
|
|
|
|
(7,007)
|
|
Other income
(expense), net
|
|
|
(85,305)
|
|
|
|
(128,334)
|
|
Loss from continuing
operations before income taxes
|
|
|
(131,248)
|
|
|
|
(135,341)
|
|
Income tax
expense
|
|
|
(302)
|
|
|
|
(12,821)
|
|
Net loss from
continuing operations
|
|
|
(131,550)
|
|
|
|
(148,162)
|
|
Discontinued
operations, net of income tax
|
|
|
3,257
|
|
|
|
(176,638)
|
|
Net loss
|
|
|
(128,293)
|
|
|
|
(324,800)
|
|
Discontinued
operations attributable to noncontrolling
interests and redeemable noncontrolling
interest
|
|
|
-
|
|
|
|
(14,786)
|
|
Net loss attributable
to Canopy Growth Corporation
|
|
$
|
(128,293)
|
|
|
$
|
(310,014)
|
|
|
|
|
|
|
|
|
Basic and diluted
loss per share1
|
|
|
|
|
|
|
Continuing
operations
|
|
$
|
(1.52)
|
|
|
$
|
(2.07)
|
|
Discontinued
operations
|
|
|
0.04
|
|
|
|
(2.26)
|
|
Basic and diluted loss
per share
|
|
$
|
(1.48)
|
|
|
$
|
(4.33)
|
|
Basic and diluted
weighted average common shares
outstanding1
|
|
|
86,827,991
|
|
|
|
71,629,443
|
|
1 Prior
year share and per share amounts have been retrospectively adjusted
to reflect the Share Consolidation, which became effective on
December 15, 2023.
|
Schedule 3
CANOPY GROWTH
CORPORATION
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (in
thousands of Canadian dollars, unaudited)
|
|
|
|
|
|
|
|
|
|
|
Six months ended
September 30,
|
|
|
|
2024
|
|
|
2023
|
|
Cash flows from
operating activities:
|
|
|
|
|
|
|
Net loss
|
|
$
|
(255,431)
|
|
|
$
|
(366,661)
|
|
Gain (loss) from
discontinued operations, net of income tax
|
|
|
5,310
|
|
|
|
(207,930)
|
|
Net loss from
continuing operations
|
|
|
(260,741)
|
|
|
|
(158,731)
|
|
Adjustments to
reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
Depreciation of
property, plant and equipment
|
|
|
10,628
|
|
|
|
16,568
|
|
Amortization of
intangible assets
|
|
|
10,709
|
|
|
|
13,073
|
|
Share-based
compensation
|
|
|
9,372
|
|
|
|
6,434
|
|
Loss (gain) on asset
impairment and restructuring
|
|
|
18,768
|
|
|
|
(25,986)
|
|
Income tax
expense
|
|
|
6,496
|
|
|
|
14,839
|
|
Non-cash fair value
adjustments and charges related to
settlement of long-term debt
|
|
|
147,290
|
|
|
|
44,438
|
|
Change in operating
assets and liabilities, net of effects from
purchases of businesses:
|
|
|
|
|
|
|
Amounts
receivable
|
|
|
3,892
|
|
|
|
(12,903)
|
|
Inventory
|
|
|
(11,972)
|
|
|
|
(4,240)
|
|
Prepaid expenses and
other assets
|
|
|
(5,643)
|
|
|
|
(250)
|
|
Accounts payable and
accrued liabilities
|
|
|
(22,000)
|
|
|
|
(13,038)
|
|
Other, including
non-cash foreign currency
|
|
|
(12,431)
|
|
|
|
(52,817)
|
|
Net cash used in
operating activities - continuing operations
|
|
|
(105,632)
|
|
|
|
(172,613)
|
|
Net cash used in
operating activities - discontinued operations
|
|
|
-
|
|
|
|
(54,709)
|
|
Net cash used in
operating activities
|
|
|
(105,632)
|
|
|
|
(227,322)
|
|
Cash flows from
investing activities:
|
|
|
|
|
|
|
Purchases of and
deposits on property, plant and equipment
|
|
|
(6,509)
|
|
|
|
(2,636)
|
|
Purchases of
intangible assets
|
|
|
(14)
|
|
|
|
(803)
|
|
Proceeds on sale of
property, plant and equipment
|
|
|
4,932
|
|
|
|
152,417
|
|
Redemption of
short-term investments
|
|
|
30,184
|
|
|
|
81,015
|
|
Net cash outflow on
sale or deconsolidation of subsidiaries
|
|
|
(6,968)
|
|
|
|
-
|
|
Net cash inflow on
loan receivable
|
|
|
28,303
|
|
|
|
831
|
|
Investment in other
financial assets
|
|
|
(95,335)
|
|
|
|
(472)
|
|
Other investing
activities
|
|
|
-
|
|
|
|
(10,513)
|
|
Net cash (used in)
provided by investing activities - continuing operations
|
|
|
(45,407)
|
|
|
|
219,839
|
|
Net cash provided by
(used in) investing activities - discontinued operations
|
|
|
13,414
|
|
|
|
(17,122)
|
|
Net cash (used in)
provided by investing activities
|
|
|
(31,993)
|
|
|
|
202,717
|
|
Cash flows from
financing activities:
|
|
|
|
|
|
|
Proceeds from issuance
of common shares and warrants
|
|
|
138,476
|
|
|
|
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
|
|
|
(13,484)
|
|
|
|
(415,185)
|
|
Other financing
activities
|
|
|
(7,096)
|
|
|
|
(25,908)
|
|
Net cash provided by
(used in) financing activities
|
|
|
194,717
|
|
|
|
(407,298)
|
|
Effect of exchange rate
changes on cash and cash equivalents
|
|
|
1,024
|
|
|
|
(2,129)
|
|
Net increase
(decrease) in cash and cash equivalents
|
|
|
58,116
|
|
|
|
(434,032)
|
|
Cash and cash
equivalents, beginning of period1
|
|
|
170,300
|
|
|
|
677,007
|
|
Cash and cash
equivalents, end of period2
|
|
$
|
228,416
|
|
|
$
|
242,975
|
|
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 $2,599 for
September 30, 2024 and 2023, respectively.
|
|
Schedule 4
Adjusted Gross
Margin1 Reconciliation
(Non-GAAP Measure)
|
|
|
|
Three months ended
September 30,
|
|
(in thousands of
Canadian dollars except where indicated; unaudited)
|
|
2024
|
|
|
2023
|
|
Net revenue
|
|
$
|
62,991
|
|
|
$
|
69,595
|
|
|
|
|
|
|
|
|
Gross margin, as
reported
|
|
|
21,838
|
|
|
|
23,426
|
|
Adjustments to gross
margin:
|
|
|
|
|
|
|
Restructuring costs
recorded in cost of goods sold
|
|
|
-
|
|
|
|
(689)
|
|
Adjusted gross
margin1
|
|
$
|
21,838
|
|
|
$
|
22,737
|
|
|
|
|
|
|
|
|
Adjusted gross margin
percentage1
|
|
|
35
|
%
|
|
|
33
|
%
|
1 Adjusted
gross margin and adjusted gross margin percentage are non-GAAP
measures. See "Non-GAAP Measures".
|
|
Schedule 5
Adjusted
EBITDA1 Reconciliation (Non-GAAP
Measure)
|
|
|
|
|
|
|
|
|
Three months ended
September 30,
|
|
(in thousands of
Canadian dollars, unaudited)
|
|
2024
|
|
|
2023
|
|
Net loss from
continuing operations
|
|
$
|
(131,550)
|
|
|
$
|
(148,162)
|
|
Income tax
expense
|
|
|
302
|
|
|
|
12,821
|
|
Other (income) expense,
net
|
|
|
85,305
|
|
|
|
128,334
|
|
Share-based
compensation
|
|
|
5,221
|
|
|
|
2,717
|
|
Acquisition,
divestiture, and other costs
|
|
|
4,078
|
|
|
|
10,488
|
|
Depreciation and
amortization
|
|
|
10,307
|
|
|
|
12,530
|
|
Loss (gain) on asset
impairment and restructuring
|
|
|
20,830
|
|
|
|
(29,895)
|
|
Restructuring costs
recorded in cost of goods sold
|
|
|
-
|
|
|
|
(689)
|
|
Adjusted
EBITDA1
|
|
$
|
(5,507)
|
|
|
$
|
(11,856)
|
|
1Adjusted
EBITDA is a non-GAAP measure. See "Non-GAAP Measures".
|
|
Schedule 6
Free Cash
Flow1 Reconciliation
(Non-GAAP Measure)
|
|
|
|
|
|
|
|
|
Three months ended
September 30,
|
|
(in thousands of
Canadian dollars, unaudited)
|
|
2024
|
|
|
2023
|
|
Net cash used in
operating activities - continuing operations
|
|
$
|
(53,852)
|
|
|
$
|
(66,393)
|
|
Purchases of and
deposits on property, plant and equipment
- continuing operations
|
|
|
(2,589)
|
|
|
|
(690)
|
|
Free cash
flow1 - continuing operations
|
|
$
|
(56,441)
|
|
|
$
|
(67,083)
|
|
1Free cash
flow is a non-GAAP measure. See "Non-GAAP Measures".
|
|
Schedule 7
Segmented Gross
Margin and Segmented Adjusted Gross Margin1 Reconciliation (Non-GAAP
Measure)
|
|
|
|
Three months ended
September 30,
|
|
(in thousands of
Canadian dollars except where indicated; unaudited)
|
2024
|
|
|
2023
|
|
Canada cannabis
segment
|
|
|
|
|
|
|
Net revenue
|
|
$
|
37,077
|
|
|
$
|
40,266
|
|
Gross margin, as
reported
|
|
|
11,950
|
|
|
|
14,302
|
|
Gross margin
percentage, as reported
|
|
|
32
|
%
|
|
|
36
|
%
|
Adjustments to gross
margin:
|
|
|
|
|
|
|
Restructuring costs
recorded in cost of goods sold
|
|
|
-
|
|
|
|
(689)
|
|
Adjusted gross
margin1
|
|
$
|
11,950
|
|
|
$
|
13,613
|
|
Adjusted gross margin
percentage1
|
|
|
32
|
%
|
|
|
34
|
%
|
|
|
|
|
|
|
|
International
markets cannabis segment
|
|
|
|
|
|
|
Revenue
|
|
$
|
10,060
|
|
|
$
|
8,977
|
|
Gross margin, as
reported
|
|
|
4,740
|
|
|
|
2,691
|
|
Gross margin
percentage, as reported
|
|
|
47
|
%
|
|
|
30
|
%
|
|
|
|
|
|
|
|
Adjusted gross
margin1
|
|
$
|
4,740
|
|
|
$
|
2,691
|
|
Adjusted gross margin
percentage1
|
|
|
47
|
%
|
|
|
30
|
%
|
|
|
|
|
|
|
|
Storz & Bickel
segment
|
|
|
|
|
|
|
Revenue
|
|
$
|
15,854
|
|
|
$
|
11,991
|
|
Gross margin, as
reported
|
|
|
5,148
|
|
|
|
3,918
|
|
Gross margin
percentage, as reported
|
|
|
32
|
%
|
|
|
33
|
%
|
|
|
|
|
|
|
|
Adjusted gross
margin1
|
|
$
|
5,148
|
|
|
$
|
3,918
|
|
Adjusted gross margin
percentage1
|
|
|
32
|
%
|
|
|
33
|
%
|
|
|
|
|
|
|
|
This Works
segment
|
|
|
|
|
|
|
Revenue
|
|
$
|
-
|
|
|
$
|
7,074
|
|
Gross margin, as
reported
|
|
|
-
|
|
|
|
3,386
|
|
Gross margin
percentage, as reported
|
|
|
0
|
%
|
|
|
48
|
%
|
|
|
|
|
|
|
|
Adjusted gross
margin1
|
|
$
|
-
|
|
|
$
|
3,386
|
|
Adjusted gross margin
percentage1
|
|
|
0
|
%
|
|
|
48
|
%
|
|
|
|
|
|
|
|
Other
|
|
|
|
|
|
|
Revenue
|
|
$
|
-
|
|
|
$
|
1,287
|
|
Gross margin, as
reported
|
|
|
-
|
|
|
|
(871)
|
|
Gross margin
percentage, as reported
|
|
|
0
|
%
|
|
|
(68)
|
%
|
|
|
|
|
|
|
|
Adjusted gross
margin1
|
|
$
|
-
|
|
|
$
|
(871)
|
|
Adjusted gross margin
percentage1
|
|
|
0
|
%
|
|
|
(68)
|
%
|
1 Adjusted
gross margin and adjusted gross margin percentage are non-GAAP
measures. See "Non-GAAP Measures".
|
|
|
|
For Q2 FY2025, amount reflects other revenue adjustments of $nil
(Q2 FY2024 - $0.1MM).
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multimedia:https://www.prnewswire.com/news-releases/canopy-growth-reports-second-quarter-fiscal-year-2025-financial-results-302299610.html
SOURCE Canopy Growth Corporation