Cannabis News

TerrAscend Reports Second Quarter Net Sales of $58.7 Million, Adjusted EBITDA1 of $24.3 Million and Adjusted EBITDA1 Margin of 41%

Signs agreements to be the sole cultivator and manufacturer of COOKIES branded products in New Jersey and bring COOKIES corners to TerrAscend's three dispensaries in New Jersey

Unveils location of third New Jersey dispensary in highly trafficked Lodi , which is scheduled to open during the fourth quarter of 2021

Reports cash balance of $154 million providing strong support for future growth initiatives

Withdraws 2021 guidance due to temporary yield declines in Pennsylvania related to on-going construction and expansion and a decision to allocate more of the Company's branded products to its own stores in New Jersey

NEW YORK and TORONTO , Aug. 19, 2021 /CNW/ - TerrAscend Corp. ("TerrAscend" or the "Company") (CSE: TER) (OTCQX: TRSSF), a leading North American cannabis operator, today reported its financial results for the second quarter period ending June 30, 2021 . All amounts are expressed in U.S. dollars unless indicated otherwise and are prepared under International Financial Reporting Standards ("IFRS").

TerrAscend Logo w Tickers (CNW Group/TerrAscend)

TerrAscend has also announced the signing of an agreement with COOKIES, one of the country's most recognized and highest-grossing lifestyle brands, to bring its products to New Jersey .

Second Quarter 2021 Financial Highlights
( Unless otherwise stated, all results are in U.S. dollars) 2

  • Net Sales increased 72% year over year to $58.7 million and 10% sequentially.
  • Adjusted Gross Profit Margin 3 of 61% compared to 56% in Q2 2020 and 65% in Q1 2021.
  • Adjusted EBITDA of $24.3 million compared to $8.4 million in Q2 2020 and $22.6 million in Q1 2021.
  • Adjusted EBITDA Margin 1 of 41% compared to 25% in Q2 2020 and 42% in Q1 2021.
  • Cash Flow from Operations was positive for the third consecutive quarter.
  • Cash balance of $154 million at quarter end to support future growth initiatives.

"We are excited to announce our agreement with COOKIES to be the sole cultivator and manufacturer in New Jersey for one of the country's most recognized cannabis brands and the planned opening of 'COOKIES Corners', a store-in-store concept, within each of our three retail locations, subject to certain conditions and regulatory approval. New Jersey is an important market for us and this agreement with COOKIES will enable us to further solidify our leading position as the state is expected to implement adult-use by the end of this year," stated Jason Wild , Executive Chairman of TerrAscend.

Commenting on the Company's financial results and outlook for 2021, Mr. Wild said, "During the second quarter, we continued to deliver year-over-year and sequential revenue growth while maintaining industry-leading Adjusted EBITDA margins above 40%. Due to expansion related yield reduction in Pennsylvania , which I believe to be temporary, and a decision to prioritize allocation of our branded products to our own New Jersey dispensaries, I felt it was appropriate to withdraw guidance for 2021.  Looking ahead, 2022 will be a breakout year as we benefit from investment in cultivation capacity expansions and best-in-class retail experiences. I expect Pennsylvania to show substantial growth benefitting from the current expansion, while in New Jersey we will have our Maplewood , Phillipsburg , and Lodi stores opened along with our 140,000 square foot cultivation and processing facility, which is fully operational and prepared to supply an adult use New Jersey market."

Second Quarter 2021 Operational Highlights

Subsequent Events

  • Signed agreement to supply COOKIES licensed product and bring COOKIES Corners to all three Apothecarium dispensaries in New Jersey .
  • Decided to undertake a strategic review process to explore, review, and evaluate potential alternatives for its Arise CBD business, focused on maximizing shareholder value.
  • Signed definitive agreement to purchase an additional 12.5% of the issued and outstanding equity of TerrAscend NJ from BWH NJ, LLC and Blue Marble Ventures, LLC for total consideration of $50 million , bringing total ownership to 87.5%. The Company has the option to purchase an additional 6.25% at a pre-determined valuation during the period commencing April 1, 2023 , through June 15, 2023 .
  • Promoted Ryan McWilliams to EVP of the Northeast Region, succeeding Greg Rochlin , who left the Company to pursue other interests, subsequent to the final Ilera earnout payment.
  • Jason Marks , the Company's Chief Legal Officer and Head of Corporate Development, decided to leave the Company to return to the life sciences sector.

Financial Summary of Q2 2021 and Comparative Periods

(In millions of U.S. Dollars)

Q2 2020

Q1 2021

Q2 2021


YTD 20

YTD 21

Net Sales

34.2

53.4

58.7


60.1

112.1

QoQ increase

32%

8%

10%




YoY increase

159%

106%

72%


149%

86%

Gross profit before gain on fair value of biological assets

19.2

34.9

34.7


30.8

69.6

Adjusted Gross profit 1,2

19.2

34.9

35.7


37.2

70.6

% of Net Sales

56%

65%

61%


62%

63%

General & Administrative Expense

11.3

15.8

14.8


22.2

30.6

% of Net Sales

33%

30%

25%


37%

27%

Adjusted EBITDA 1

8.4

22.6

24.3


12.1

46.9

Adjusted EBITDA % of Net Sales

25%

42%

41%


20%

42%

Cash Flow from Operations

7.2

13.3

3.4


6.4

16.7

1.  Adjusted EBITDA and the respective margin and Adjusted Gross Profit and the respective margin are non-IFRS measures. Please see discussion and reconciliation of non-IFRS measures below.

Net Sales increased 72% to $58.7 million in the second quarter of 2021, as compared to $34.2 million in the second quarter of 2020. This year over year growth was driven by acquisitions, cultivation capacity expansions in Pennsylvania , New Jersey , and California as well as an increase in the number of dispensaries. Net Sales increased 10% quarter-over-quarter primarily driven by the contribution from acquisitions, the ramp up in New Jersey , growth in Canada , and recovery in California retail, partially offset by lower sales driven by yield declines in Pennsylvania related to ongoing construction and expansion efforts.

Adjusted gross margin, before gain on fair value of biological assets, was 61% in the second quarter of 2021 compared to 56% in the second quarter of 2020 and 65% in the first quarter of 2021. The 500-basis point improvement year-over-year in adjusted gross margin was due to greater mix of higher margin sales from Pennsylvania and the initial ramp of retail and wholesale operations in New Jersey . The 400 basis points decline sequentially is due to yield declines in Pennsylvania and higher mix of retail relative to branded manufacturing driven by the acquisition of KCR.

SG&A expense, excluding stock-based compensation, was $14.8 million compared to $11.3 million in the second quarter 2020. The year over year increase was primarily due to increased salaries and professional fees as well as a one-time legal settlement of $0.7 million . SG&A as a percent of net sales was 25% in the second quarter of 2021 compared to 33% in the second quarter of 2020 and 30% in the first quarter of 2021. The Company continues to invest in building infrastructure to support growth while continuing to realize improved operating leverage.

Adjusted EBITDA was $24.3 million in the second quarter of 2021 compared to $8.4 million in the second quarter of 2020 and $22.6 million in first quarter 2021. The increase in Adjusted EBITDA was primarily due to operational scale up in its core Northeast Region. The Company continued to expand in the US organically through an increase in production and branded manufacturing capacity in Pennsylvania and New Jersey and store expansions in Pennsylvania , New Jersey , and California . The KCR and HMS acquisitions during Q2 also partially contributed to the growth. Adjusted EBITDA margin in the second quarter of 2021 was 41% compared to 25% in the second quarter of 2020 and 42% in the first quarter of 2021.

Net loss for the second quarter of 2021 was $23 million , largely impacted by a non-cash loss on fair value of warrants of $20 million , a non-cash impairment of intangibles of its Arise Bioscience CBD division of $8.6 million , and an unrealized foreign exchange loss of $3 million primarily related to USD cash balances held in Canada .

Balance Sheet and Cash Flow

Cash and cash equivalents were $154 million as of June 30, 2021 , compared to $234 million as of March 31, 2021 , which is sufficient to fund planned growth initiatives.

During the quarter, the Company paid $20 million related to the acquisition of KCR in Pennsylvania , $22 million related to the acquisition of HMS in Maryland , and $30 million related to the final earnout payment for Ilera Healthcare in Pennsylvania . Cash from operations was $3.4 million for the quarter while free cash flow, after $2.5 million of capex spending, was slightly positive for the quarter. This is the third consecutive quarter in which the Company generated positive free cash flow.

As of August 18, 2021, there were 314 million shares outstanding on a fully diluted basis. Fully diluted shares outstanding include approximately 184 million common shares, 14 million common share equivalent preferred shares, 39 million exchangeable non-voting shares, and 76 million warrants and options. Basic shares outstanding on an as converted basis are approximately 238 million. The warrants and options had a weighted average strike price of C$5.09 on June 30, 2021.

2021 Outlook

The Company is withdrawing 2021 financial guidance primarily due to:

  1. Temporary reduction in yields of quality flower caused by ongoing construction and expansion in Pennsylvania.
  2. Decision to increase allocation of the Company's branded products to its own Apothecarium dispensaries in New Jersey.  While more profitable in the long run, retail sales take longer to sell through when compared to wholesale sales.  When evaluating the potential of the Company's dispensaries in an adult use environment, management believes prioritizing the company's retail channel in a supply constrained market is the best path for building shareholder value.

For the second half of 2021, although the Company has withdrawn its guidance, management expects to continue to deliver strong year-over-year growth in revenue and adjusted EBITDA.

Additional Info

The Company remains on track to become a U.S. filer under U.S. Generally Accepted Accounting Principles (US GAAP) with the United States Securities and Exchange Commission (SEC) by the end of 2021 and is preparing to meet the requirements necessary for its securities to be traded on a national U.S. exchange should such an event become permissible by U.S. law.

Conference Call

TerrAscend will host a conference call today, August 19, 2021 , to discuss these results. Jason Wild , Executive Chairman, and Keith Stauffer , Chief Financial Officer will host the call starting at 8:30 a.m. Eastern time . A question-and-answer session will follow management's presentation.

CONFERENCE CALL DETAILS



DATE:

Thursday, August 19 th , 2021

TIME:

8:30 a.m. Eastern Time

WEBCAST:

Click to Access

DIAL-IN NUMBER:

1-888-664-6392

CONFERENCE ID:

64034488

REPLAY:

(416) 764-8677 or (888) 390-0541
Available until 12:00 midnight Eastern Time Thursday, September 2 nd , 2021

Replay Code: 034488

Financial results and analyses are available on the Company's website ( www.terrascend.com ) and SEDAR ( www.sedar.com ).

The Canadian Securities Exchange ("CSE") has neither approved nor disapproved the contents of this news release. Neither the CSE nor its Market Regulator (as that term is defined in the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.

About TerrAscend

TerrAscend is a leading North American cannabis operator with vertically integrated operations in Pennsylvania , New Jersey , and California , licensed cultivation and processing operations in Maryland and licensed production in Canada . TerrAscend operates an award-winning chain of The Apothecarium dispensary retail locations as well as scaled cultivation, processing, and manufacturing facilities on both the East and West coasts. TerrAscend's best-in-class cultivation and manufacturing practices yield consistent, high-quality cannabis, providing industry-leading product selection to both the medical and legal adult-use market. The Company owns several synergistic businesses and brands, including The Apothecarium, Ilera Healthcare, Kind Tree, Prism, State Flower, Valhalla Confections, and Arise Bioscience Inc. For more information, visit www.terrascend.com .

Non-IFRS Measures, Reconciliation and Discussion

Certain financial measures in this news release are non-IFRS measures, including, Adjusted Gross Profit and Adjusted EBITDA. These terms are not defined by IFRS and, therefore, may not be comparable to similar measures provided by other companies. These metrics have no direct comparable IFRS financial measure. Such information is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS. For more information, please see "Non-IFRS Financial Measures" in the Company's Interim MD&A available on www.sedar.com .

Adjusted Gross Profit and the associated margin are non-IFRS measures which management uses to evaluate the performance of the Company's business as it reflects its ongoing profitability. The Company believes that certain investors and analysts use this measure to evaluate a company's ability to service debt and to meet other payment obligations or as a common measurement to value companies in certain industries. The Company measures Adjusted Gross Profit as Gross Profit / (loss) less the cost of a one-time inventory impairments. The associated margin is Adjusted Gross Profit as a percentage of Net Sales.

Adjusted EBITDA and the associated margin are non-IFRS measures which management uses to evaluate the performance of the Company's business as it reflects its ongoing profitability. The Company believes that certain investors and analysts use this measure to evaluate a company's ability to service debt and to meet other payment obligations or as a common measurement to value companies in certain industries. The Company measures Adjusted EBITDA as EBITDA less unrealized gain on changes in fair value of biological assets and other income plus fair value changes in biological assets included in inventory sold, impairments, restructuring costs, purchase accounting adjustments, transaction costs, share based compensation, revaluation of warrants and derivatives liabilities, unrealized loss on investments or foreign exchange, settlement costs related to contractual disputes, and other one-time non-recurring items. The associated margin is Adjusted EBITDA as a percentage of Net Sales.

Caution Regarding Cannabis Operations in the United States

Investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States . Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States . Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable US federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with medical or adult-use cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve TerrAscend of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against TerrAscend. The enforcement of federal laws in the United States is a significant risk to the business of TerrAscend and any proceedings brought against TerrAscend thereunder may adversely affect TerrAscend's operations and financial performance.

Forward Looking Information

This news release contains "forward-looking information" within the meaning of applicable securities laws. Forward-looking information contained in this press release may be identified by the use of words such as, "may", "would", "could", "will", "likely", "expect", "anticipate", "believe, "intend", "plan", "forecast", "project", "estimate", "outlook" and other similar expressions, and include statements with respect to future revenue and profits. Forward-looking information is not a guarantee of future performance and is based upon a number of estimates and assumptions of management in light of management's experience and perception of trends, current conditions and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment, and the availability of licenses, approvals and permits.

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to, current and future market conditions; risks related to federal, state, provincial, territorial, local and foreign government laws, rules and regulations, including federal and state laws in the United States relating to cannabis operations in the United States ; and the risk factors set out in the Company's most recently filed MD&A, filed with the Canadian securities regulators and available under the Company's profile on SEDAR at www.sedar.com .

The statements in this press release are made as of the date of this release. The Company disclaims any intent or obligation to update any forward-looking information, whether, as a result of new information, future events, or results or otherwise, other than as required by applicable securities laws.

Financial Outlook

This press release contains a "financial outlook" within the meaning of applicable Canadian securities laws. The financial outlook has been prepared by management of TerrAscend to provide an outlook for full year 2021 and may not be appropriate for any other purpose. The financial outlook has been prepared based on a number of assumptions including the assumptions discussed under the heading "Forward Looking Information" above and the following assumptions: revenue earned in existing retail stores is representative both of revenue that will continue to be earned by such retail stores, as well as of revenue earned in new retail stores; the Company's ability to capitalize on the New Jersey market being generally undersupplied and underdeveloped at the retail and consumer level; the Company's retail locations continuing to be favorably located to take advantage of commuter and other traffic across its footprint; the Company's estimates about the growth in demand for medical cannabis outstripping the aggregate supply in the marketplace in each of its key markets being accurate; the Company's ability to continue to have a diversified customer base and avoid dependence or concentration in any one customer or small group of customers; the Company's Canadian business successfully scaling up its operations to meet customer demand; and, the success of the Company in integrating acquired businesses into its organizational structure and operations, including achieving anticipated economies of scale and revenue projections in connection with such acquisitions. The actual results of the Company's operations for any period will likely vary from the amounts set forth in these projections and such variations may be material. TerrAscend and its management believe that the financial outlook has been prepared on a reasonable basis. However, because this information is highly subjective and subject to numerous risks, including the risks discussed under the heading "Forward Looking Information" above, it should not be relied on as necessarily indicative of future results. Except as required by applicable Canadian securities laws, TerrAscend undertakes no obligation to update the financial outlook. TerrAscend undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of TerrAscend, its securities, or financial or operating results (as applicable).

Unaudited Condensed Interim Consolidated Statements of Financial Position
(Amounts expressed in thousands of United States dollars, except for per share amounts)




At


At


At


Notes


June 30, 2021


December 31, 2020*


January 1, 2020*

Assets








Current Assets








Cash and cash equivalents


$

154,181

$

59,226

$

9,162

Receivables, net of sales returns and allowances

4


12,673


10,876


5,869

Share subscriptions receivable



878



24,463

Note receivable





4,609

Investments





358

Biological assets

6


16,109


17,816


4,222

Inventory

7


64,386


34,696


15,723

Prepaid expenses and other assets



5,980


5,165


4,757




254,207


127,779


69,163

Non-Current Assets








Investment in associate

5



1,379


1,000

Property, plant and equipment

8


144,853


129,735


86,734

Intangible assets and goodwill

9


300,683


199,985


185,670

Indemnification asset

16


4,676


11,500


11,500

Prepaid expenses and other assets



13,921


3,923


695




464,133


346,522


285,599

Total Assets


$

718,340

$

474,301

$

354,762









Liabilities and Shareholders' Equity








Current Liabilities








Accounts payable and accrued liabilities


$

24,915

$

27,176

$

19,256

Deferred revenue



638


638


908

Loans payable

10


9,727


5,734


48,559

Contingent consideration payable

5


10,858


30,966


24,008

Lease liability

12


2,326


1,710


891

Corporate income tax payable

16


25,671


27,739


16,381




74,135


93,963


110,003

Non-Current Liabilities








Loans payable

10


184,730


178,804


4,849

Contingent consideration payable

5


1,083


6,590


135,393

Lease liability

12


29,107


22,609


15,070

Warrant liability

22


138,750


132,257


Convertible debentures

11



4,083


10,682

Deferred income tax liability

16


57,083


27,263


20,774




410,753


371,606


186,768

Total Liabilities


$

484,888

$

465,569

$

296,771









Shareholders' Equity








Share capital

13


491,599


242,336


196,978

Contributed surplus

13


75,885


69,205


41,874

Cumulative translation adjustment



1,162


(3,819)


(826)

Deficit



(346,324)


(306,423)


(186,496)

Non-controlling interest

14


11,130


7,433


6,461

Total Shareholders' Equity



233,452


8,732


57,991









Total Liabilities and Shareholders' Equity


$

718,340

$

474,301

$

354,762

Total Number of Common and Proportionate Voting Shares Outstanding

13


184,402,803


155,834,272


141,980,314

*Change in presentation currency (Note 23) Subsequent events (N ote 25 )
The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.

Unaudited Condensed Interim Consolidated Statements of Loss and Comprehensive Loss
(Amounts expressed in thousands of United States dollars, except for per share amounts)



For the three months ended

For the six months ended


Notes


June 30, 2021


June 30, 2020*


June 30, 2021


June 30, 2020*

Sales, gross


$

61,977

$

36,367

$

118,473

$

64,510

Excise and cultivation taxes



(3,254)


(2,153)


(6,396)


(4,421)

Sales, net

18


58,723


34,214


112,077


60,089











Cost of sales

7


24,001


14,999


42,425


29,314

Gross profit before gain on fair value of biological assets



34,722


19,215


69,652


30,775











Unrealized gain on changes in fair value of biological assets

6


27,685


16,722


51,208


27,793

Realized fair value amounts included in inventory sold

7


(16,068)


(13,748)


(37,059)


(18,391)











Gross profit



46,339


22,189


83,801


40,177











Operating expenses:










General and administrative

17


14,818


11,345


30,580


22,201

Share-based payments

13


6,230


2,484


10,414


4,581

Amortization and depreciation

8, 9


2,386


2,299


4,659


3,517

Research and development




121



275

Total operating expenses



23,434


16,249


45,653


30,574











Income from operations



22,905


5,940


38,148


9,603











Revaluation of contingent consideration

5, 22


(7)


4,475


2,990


8,620

Finance and other expenses

10,11,12,16


9,987


2,266


17,233


4,723

Transaction and restructuring costs



432


1,266


432


1,694

Unrealized (gain) loss on investments

5


(5,964)


(102)


(6,192)


244

Impairment of goodwill

9


5,007



5,007


Impairment of intangible assets

9


3,633


390


3,633


734

Loss on fair value of warrants

22


19,891



25,301


Unrealized foreign exchange loss



3,055


37


5,838


77











Loss before income taxes



(13,129)


(2,392)


(16,094)


(6,489)

Current income tax expense

16


6,876


7,113


16,088


11,474

Deferred income tax expense

16


3,120


320


3,691


2,173

Net loss


$

(23,125)

$

(9,825)

$

(35,873)

$

(20,136)

Items that will be subsequently reclassified to profit or loss:










Currency translation adjustment


(3,020)


156


(4,981)


2,009

Comprehensive loss


$

(20,105)

$

(9,981)

$

(30,892)

$

(22,145)











Net loss (income) attributable to:










Shareholders of the Company



(25,939)


(9,177)


(39,954)


(18,999)

Non-controlling interests



2,814


(648)


4,081


(1,137)











Comprehensive loss (income) attributable to:










Shareholders of the Company



(22,919)


(9,333)


(34,973)


(21,008)

Non-controlling interests



2,814


(648)


4,081


(1,137)











Net loss per share, basic and diluted










Net loss per share – basic and diluted


$

(0.14)

$

(0.06)

$

(0.23)

$

(0.13)

Weighted average number of outstanding common and proportionate voting shares


182,369,839


149,031,066


176,901,119


147,750,133

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements.

Unaudited Condensed Interim Consolidated Statements of Cash Flow
(Amounts expressed in thousands of United States dollars, except for per share amounts)




For the six months ended


Notes


June 30, 2021


June 30, 2020*

Operating activities






Net loss


$

(35,873)

$

(20,136)

Add (deduct) items not involving cash






Unrealized gain on changes in fair value of biological assets

6


(51,208)


(27,793)

Realized fair value amounts included in inventory sold

7


37,059


18,391

Non-cash write downs of inventory

7


699


3,258

Accretion, accrued interest and loan forgiveness

10


14,341


4,670

Depreciation of property, plant and equipment

8


4,723


2,676

Amortization of intangible assets

9


3,394


3,034

Share-based payments

13


10,414


4,845

Current income tax expense

16


16,088


11,474

Deferred income tax expense

16


3,691


2,173

Loss on fair value of warrants

22


25,301


Unrealized loss (gain) on investments



(6,192)


244

Revaluation of contingent consideration

5


2,990


8,620

Impairment of intangible assets

9


3,633


734

Impairment of goodwill

9


5,007


Release of indemnification asset

16


3,796


Forgiveness of loan principal and interest



(766)


Unrealized foreign exchange loss



5,838


Changes in working capital items

20


(9,843)


(5,800)

Income taxes paid

16


(16,381)


Cash inflow from operating activities



16,711


6,390







Financing activities






Proceeds from warrants exercised

13


10,536


Proceeds from options exercised

13


2,385


86

Proceeds from loan

10


766


65,769

Return of capital to non-controlling interests

14


(384)


175

Loan principal and interest paid

10


(13,292)


(56,111)

Proceeds from private placement, net of share issuance costs

13


173,477


70,696

Lease payments

12


(1,884)


(1,367)

Cash inflow from financing activities



171,604


79,248







Investing activities






Investment in property, plant and equipment

8


(10,856)


(17,943)

Investment in intangible assets

9


(40)


(784)

Principal and interest payments received on lease receivable



359


28

Distribution of earnings to associates



469


Deposits for property, plant and equipment



(10,583)


Payments of contingent consideration

5


(29,668)


(20,666)

Cash portion of consideration paid on acquisition of KCR

5


(20,337)


Cash portion of consideration paid on acquisition of HMS

5


(22,399)


Cash received on acquisition of State Flower




739

Cash outflow from investing activities



(93,055)


(38,626)







Increase (decrease) in cash and cash equivalents during the period



95,260


47,012

Net effects of foreign exchange



(305)


(1,300)

Cash and cash equivalents, beginning of period



59,226


9,162

Cash and cash equivalents, end of period


$

154,181

$

54,874

The accompanying notes are an integral part of these unaudited condensed interim consolidated financial statements

SOURCE TerrAscend

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TerrAscend Corp. ("TerrAscend" or the "Company") (CSE: TER) (OTCQX: TRSSF), a leading North American cannabis operator, today announced that its Gage Cannabis Co. branded products are now available in Maryland . Known for its world-class genetics, high-quality flower and its iconic Orange logo, Gage cultivates cannabis with uncompromising standards for customers who love and respect the plant. The initial "Free State" product launch features highly sought-after and exclusive flower strains, including Banana Bread, Dream Candy, Grape Gummiez, Sundae Driver and Popscotti.

TerrAscend Corp. Logo (CNW Group/TerrAscend)

TerrAscend plans to offer more Gage products including accessories, apparel and more of its unique strains of flower, pre-rolls, vape cartridges and concentrates as the state progresses towards its expected adult-use launch this summer.

"Gage has earned its popularity and exceptional reputation," said Jason Wild , Executive Chairman of TerrAscend. "We are proud to bring this brand to cannabis enthusiasts in Maryland . Cannabis consumers expectations are rising and we are excited to expand our offering of high quality Gage products in this important state."

Gage plans to expand quickly into more fan-favorite cannabis categories: to find up-to-date information on local products, follow @gagemaryland on Instagram.

About TerrAscend

TerrAscend is a leading North American cannabis operator with vertically integrated operations in Pennsylvania , New Jersey , Maryland , Michigan and California and licensed production in Canada . TerrAscend operates The Apothecarium and Gage dispensary retail locations as well as scaled cultivation, processing, and manufacturing facilities in its core markets. TerrAscend's cultivation and manufacturing practices yield consistent, high-quality cannabis, providing industry-leading product selection to both the medical and legal adult-use markets. The Company owns several synergistic businesses and brands including Gage Cannabis, The Apothecarium, Ilera Healthcare, Kind Tree, Legend, State Flower, Valhalla Confections, and Arise Bioscience Inc. For more information visit www.terrascend.com .

About Gage

Gage is a premier provider of the high-quality cannabis experience that consumers crave and deserve. Known for world-class genetics, Gage cultivates exceptional cannabis with uncompromising high standards for customers who love and respect the potency of flower. We are passionate about innovating and curating the best premium cannabis products. Gage debuted in Michigan in 2019 and has expanded to Pennsylvania , New Jersey , and Maryland . To learn more about Gage's mission for the everyday canna-connoisseur, visit www.gagecannabis.com .

Caution Regarding Cannabis Operations in the United States

Investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States . Cannabis remains a Schedule I drug under the US Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute or possess cannabis in the United States . Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable US federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with medical or adult-use cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve TerrAscend of liability under U.S. federal law, nor will it provide a defense to any federal proceeding which may be brought against TerrAscend. The enforcement of federal laws in the United States is a significant risk to the business of TerrAscend and any proceedings brought against TerrAscend thereunder may adversely affect TerrAscend's operations and financial performance.

Forward Looking Information

This news release contains "forward-looking information" within the meaning of applicable securities laws. Forward-looking information contained in this press release may be identified by the use of words such as, "may", "would", "could", "will", "likely", "expect", "anticipate", "believe, "intend", "plan", "forecast", "project", "estimate", "outlook" and other similar expressions. Forward-looking information is not a guarantee of future performance and is based upon a number of estimates and assumptions of management in light of management's experience and perception of trends, current conditions and expected developments, as well as other factors relevant in the circumstances, including assumptions in respect of current and future market conditions, the current and future regulatory environment, and the availability of licenses, approvals and permits.

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to, current and future market conditions; risks related to federal, state, provincial, territorial, local and foreign government laws, rules and regulations, including federal and state laws in the United States relating to cannabis operations in the United States ; and the risk factors set out in the Company's most recently filed MD&A, filed with the Canadian securities regulators and available under the Company's profile on SEDAR at www.sedar.com and in the section titled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission on March 17, 2022 and as amended on March 24, 2022 .

The statements in this press release are made as of the date of this release. TerrAscend disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

SOURCE TerrAscend

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/March2023/09/c7765.html

News Provided by Canada Newswire via QuoteMedia

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Curaleaf and Fab 5 Freddy Launch B Noble Cannabis Brand in Florida

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Curaleaf Holdings, Inc. (CSE: CURA) (OTCQX: CURLF) ("Curaleaf" or the "Company"), a leading international provider of consumer cannabis products, today announced the expansion of its B NOBLE partnership across Florida . Products from the high-quality, Black-owned cannabis brand will be available at Curaleaf's 58 dispensaries across the state.

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Trulieve Opening Medical Marijuana Dispensary in Palatka, FL

New dispensary expands patient access to medical cannabis; grand opening specials available

9 p.m. from Monday through Saturday and 10 a.m8 p.m. on Sunday .

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Cresco Labs Continues Florida Expansion with Two New Store Openings

Photo caption: Cresco Labs opened new stores in Palm Harbor and Lake Worth, bringing the company's Florida footprint to 28 dispensaries.

Cresco Labs (CSE:CL) (OTCQX:CRLBF) ("Cresco" or "the Company), a vertically integrated multistate cannabis operator and the No. 1 U.S. wholesaler of branded products, today announced its Florida retail footprint has grown to 28 total dispensaries with today's store openings in Palm Harbor and Lake Worth. The Company's continued expansion brings its nationwide store count to 63.

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Trulieve Reports Fourth Quarter and Record Full Year 2022 Results Exceeding $1.2 Billion in Revenue

  • Record revenue of $1.24 billion in 2022, up 32% year over year, and quarterly revenue of $302 million , with 2% retail revenue growth sequentially
  • Industry leading U.S. retail network of 181 dispensaries, up 14% from 2021, supported by over 4 million square feet of cultivation and processing capacity as of December 31, 2022
  • Achieved fourth quarter operating cash flow of $55 million and free cash flow of $21 million

Trulieve Cannabis Corp. (CSE: TRUL ) (OTCQX: TCNNF ) ("Trulieve" or "the Company"), a leading and top-performing cannabis company in the U.S., today announced its results for the fourth quarter and full year ended December 31, 2022 . Results are reported in U.S. dollars and in accordance with U.S. Generally Accepted Accounting Principles unless otherwise indicated. Numbers may not sum perfectly due to rounding.

Trulieve logo (PRNewsfoto/Trulieve Cannabis Corp.)

Q4 2022 Financial and Operational Highlights*

  • Revenue of $302 million , with 2% retail revenue growth and 96% of revenue from retail sales.
  • Achieved GAAP gross margin of 50%, with gross profit of $150 million .
  • Reported net loss of $77 million . Adjusted net loss of $35 million * excludes non-recurring charges, asset impairments, disposals and discontinued operations.
  • Generated adjusted EBITDA of $85 million *, or 28% of revenue. Adjusted EBITDA reflects one time charges, idle capacity, and inventory reduction tied to cash generation efforts.
  • Reduced inventory by $4 million versus $32 million build in the third quarter.
  • Achieved operating cash flow of $55 million and free cash flow of $21 million .
  • Closed $90 million in commercial loans with average interest rate of 7.5% interest.
  • Opened five new dispensaries in Sierra Vista, Arizona ; Hobe Sound , Lake Worth , and Land O' Lakes, Florida ; and Huntington, West Virginia and rebranded Trulieve dispensary in Glendale, Arizona .

*See "Non-GAAP Financial Measures" below for additional information and a reconciliation to GAAP for all Non-GAAP metrics.

2022 Full Year Financial and Operational Highlights*

  • Revenue of $1.2 billion increased 32% year-over-year.
  • Gross profit of $682 million and gross margin of 55% in 2022.
  • GAAP net loss of $246 million and adjusted net loss of $30 million *, which excludes non-recurring charges, asset impairments, disposals and discontinued operations, associated with the Harvest acquisition and strategic repositioning of assets to improve cash flow.
  • Adjusted EBITDA of $400 million , or 32% of revenue.*
  • Cash at year end of $219 million .
  • Closed $75 million in senior secured notes at 8% interest due October 2026 .
  • Commenced cultivation operations in Georgia to support retail launch in 2023.
  • Opened 25 dispensaries in 2022, increasing retail footprint by 14% to 181 retail locations nationwide at year end.
  • Exited 2022 with operations in 11 states, with 32% of our retail locations outside of the state of Florida

*See "Non-GAAP Financial Measures" below for additional information and a reconciliation to GAAP for all Non-GAAP metrics.

Recent Developments

  • Opened three new dispensaries in Palatka and Winter Haven, Florida and Beckley, West Virginia .
  • Launched adult-use sales in Bristol, Connecticut .
  • First U.S. cannabis company to launch advertising campaigns on Twitter.
  • Launched proprietary brands Roll One and Modern Flower in West Virginia and Massachusetts .
  • Currently operate 184 retail dispensaries and over 4 million square feet of cultivation and processing capacity in the United States .

Management Commentary

"Trulieve has grown to surpass $1.2 billion in revenue in less than seven years, a notable milestone and a testament to the agility of our team," said Kim Rivers , Trulieve CEO. "Our success is the culmination of thoughtful intention, superb execution, and best in class capabilities for rapid growth."

Rivers continued, "With increasing mainstream support and meaningful regulatory reform on the horizon, tremendous growth opportunities lie ahead for U.S. legal cannabis. In 2023, we are laser focused on cash generation while investing to build a sustainable company designed to thrive in an integrated commerce environment."

Financial Highlights*

Results of Operations

For the Three Months Ended

For the Full Year Ended



(Figures in millions and % change
based on these figures)

December
31, 2022

December
31, 2021

change

September
30, 2022

change

December
31, 2022

December
31, 2021

change



Revenue

$

302

$

305

-1 %

$

301

0 %

$

1,240

$

938

32 %


Gross Profit

$

150

$

134

12 %

$

168

-11 %

$

682

$

568

20 %


Gross Margin %


50 %


44 %



56 %



55 %


61 %



Adjusted Gross Profit

$

162

$

181

-10 %

$

172

-6 %

$

703

$

621

13 %


Adjusted Gross Margin %


54 %


59 %



57 %



57 %


66 %



Operating Expenses

$

156

$

150

4 %

$

198

-21 %

$

650

$

368

77 %


Operating Expenses %


52 %


49 %



65 %



52 %


39 %



Net Income (Loss)**

$

(77)

$

(72)

---

$

(115)

---

$

(246)

$

18

---


Net Income (Loss) Continuing Ops

$

(76)

$

(70)

---

$

(77)

---

$

(205)

$

19

---


Adjusted Net Income (Loss)

$

(35)

$

2

---

$

4

---

$

(30)

$

123

---


Diluted Shares Outstanding


189


145



189



188


147



EPS Continuing Ops

$

(0.40)

$

(0.48)

---

$

(0.41)

---

$

(1.06)

$

0.14

---


Adjusted EPS

$

(0.18)

$

0.01

---

$

0.02

---

$

(0.16)

$

0.84

---


Adjusted EBITDA

$

85

$

101

-16 %

$

99

-14 %

$

400

$

385

4 %


Adjusted EBITDA Margin %


28 %


33 %



33 %



32 %


41 %




*See "Non-GAAP Financial Measures" below for additional information and a reconciliation to GAAP for all Non-GAAP metrics.

**Includes discontinued operations.

Conference Call

The Company will host a conference call and live audio webcast on March 8 , 2023, at 8:30 A.M. Eastern time , to discuss its fourth quarter and full year 2022 financial results. Interested parties can join the conference call by dialing in as directed below. Please dial in 15 minutes prior to the call.

North American toll free: 1-888-317-6003

Passcode: 0344386

International: 1-412-317-6061

Passcode: 0344386

A live audio webcast of the conference call will be available at:
https://app.webinar.net/ablVoLE61N3

A powerpoint presentation and archived replay of the webcast will be available at:
https://investors.trulieve.com/events

The Company's Form 10-K for the year ended December 31, 2022 , will be available on the SEC's website or at https://investors.trulieve.com/annual-reports-and-proxy . The Company's Management Discussion and Analysis for the period and the accompanying financial statements and notes will be available under the Company's profile on SEDAR and on its website at https://investors.trulieve.com/quarterly-results . This news release is not in any way a substitute for reading those financial statements, including the notes to the financial statements.

Trulieve Cannabis Corp.
Consolidated Balance Sheets
(in millions)




2022



2021

ASSETS






Current Assets:






Cash and cash equivalents


$

212.3



$

230.1

Restricted cash



6.6




3.0

Accounts receivable, net



9.4




8.6

Inventories, net



297.8




209.9

Prepaid expenses and other current assets



63.6




68.1

Notes receivable - current portion



0.7




1.5

Assets associated with discontinued operations



2.5




3.6

Total current assets



593.0




524.9

Property and equipment, net



796.9




779.4

Right of use assets - operating, net



101.4




111.7

Right of use assets - finance, net



76.2




66.8

Intangible assets, net



1,012.6




1,081.2

Goodwill



791.5




765.4

Notes receivable, net



12.0




12.1

Other assets



14.7




17.6

Long-term assets associated with discontinued operations



0.7




52.2

TOTAL ASSETS


$

3,399.0



$

3,411.4

LIABILITIES






Current Liabilities:






Accounts payable and accrued liabilities


$

83.2



$

93.8

Income tax payable



49.0




28.1

Deferred revenue



9.5




7.2

Notes payable - current portion, net



12.5




10.1

Operating lease liabilities - current portion



10.4




10.0

Finance lease liabilities - current portion



8.7




6.2

Construction finance liabilities - current portion



1.2




0.9

Contingencies



34.7




13.0

Liabilities associated with discontinued operations



0.5




0.1

Total current liabilities



209.7




169.4

Long-Term Liabilities:






Notes payable, net



94.2




6.5

Private placement notes, net



541.7




462.9

Warrant liabilities



0.3




2.9

Operating lease liabilities



102.4




107.6

Finance lease liabilities



75.8




65.2

Construction finance liabilities



182.4




175.2

Deferred tax liabilities



224.1




241.9

Other long-term liabilities



26.2




8.4

Long-term liabilities associated with discontinued operations



14.6




24.0

TOTAL LIABILITIES



1,471.3




1,264.0

Commitments and contingencies






SHAREHOLDERS' EQUITY






Common Stock, no par value; unlimited shares authorized. 185,987,512 and 180,504,172 issued and outstanding as of December 31, 2022 and December 31, 2021, respectively.






Additional paid-in-capital



2,045.0




2,008.1

Accumulated (deficit) earnings



(113.8)




137.7

Non-controlling interest



(3.5)




1.6

TOTAL SHAREHOLDERS' EQUITY



1,927.7




2,147.4

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY


$

3,399.0



$

3,411.4

Trulieve Cannabis Corp.
Consolidated Statements of Operations and Comprehensive (Loss) Income
(in millions, except per share data)




Three Months Ended



Full Year Ended




December 31,
2022



December 31,
2021



December 31,
2022



December 31,
2021


Revenues, net of discounts


$

302.2



$

304.9



$

1,239.8



$

938.0


Cost of goods sold



152.5




170.8




557.8




370.2


Gross profit



149.7




134.1




682.0




567.8


Expenses:













Sales and marketing



60.9




72.3




284.9




215.1


General and administrative



64.9




44.6




169.7




100.5


Depreciation and amortization



30.7




27.4




119.4




47.2


Impairment and disposal of long-lived assets, net



(0.6)




5.4




75.5




5.4


Total expenses



155.9




149.7




649.6




368.3


(Loss) Income from operations



(6.3)




(15.6)




32.4




199.6


Other income (expense):













Interest expense



(23.0)




(14.1)




(79.8)




(34.8)


Change in fair value of derivative liabilities - warrants



0.0




0.2




2.6




0.2


Other income (expense), net



(1.6)




0.7




1.4




1.1


Total other expense, net



(24.6)




(13.2)




(75.8)




(33.5)


(Loss) Income before provision for income taxes



(30.8)




(28.7)




(43.3)




166.1


Provision for income taxes



45.1




41.4




161.8




146.7


Net (loss) income from continuing operations and comprehensive (loss) income



(75.9)




(70.2)




(205.2)




19.4


Net loss from discontinued operations, net of tax benefit of ($3,776), $642, $10,663, and $642, respectively



(5.2)




(1.9)




(47.6)




(1.9)


Net (loss) income



(81.2)




(72.1)




(252.7)




17.4


Less: Net loss and comprehensive loss attributable to non-controlling interest from continuing operations



(4.1)




(0.6)




(6.7)




(0.6)


Net (loss) income and comprehensive (loss) income attributable to common shareholders


$

(77.0)



$

(71.5)



$

(246.1)



$

18.0















Net (loss) income per share - Continuing operations:













Basic and diluted


$

(0.40)



$

(0.48)



$

(1.06)



$

0.14


Net loss per share - Discontinued operations:













Basic and diluted


$

(0.03)



$

(0.01)



$

(0.25)



$

(0.01)


Weighted average number of common shares used in computing net (loss) income per share:













Basic



188.8




145.1




188.0




139.4


Diluted



188.8




145.1




188.0




146.8


Non-GAAP Financial Measures
In addition to our results determined in accordance with GAAP, we supplement our results with non-GAAP financial measures, including adjusted EBITDA, adjusted gross profit, adjusted net income (loss), adjusted net income (loss) per diluted share. Our management uses these non-GAAP financial measures in conjunction with GAAP financial measures to evaluate our operating results and financial performance. We believe these measures are useful to investors as they are widely used measures of performance and can facilitate comparison to other companies. These non-GAAP financial measures are not, and should not be considered as, measures of liquidity. These non-GAAP financial measures have limitations as analytical tools in that they do not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP. Because of these limitations, these non-GAAP financial measures should be considered along with GAAP financial performance measures. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures. A reconciliation of the non-GAAP financial measures to such GAAP measures can be found below. These non-GAAP financial measures should be considered supplemental to, and not a substitute for, our reported financial results prepared in accordance with GAAP.

Reconciliation of Non-GAAP Adjusted EBITDA
The following table presents a reconciliation of GAAP net income (loss) to non-GAAP Adjusted EBITDA, for each of the periods presented:

(Amounts expressed in millions of United States
dollars)

For the Three Months Ended

For the Full Year Ended





December
31, 2022

December
31, 2021

September
30, 2022

December
31, 2022

December
31, 2021





Net Income (Loss) GAAP

$

(77.0)

$

(71.5)

$

(114.6)

$

(246.1)

$

18.0



Add (Deduct) Impact of:













Interest Expense, net

$

23.0

$

14.1

$

19.3

$

79.8

$

34.8



Provision For Income Taxes

$

45.1

$

41.4

$

28.2

$

161.8

$

146.7



Depreciation and Amortization

$

30.7

$

27.4

$

30.2

$

119.4

$

47.2



Depreciation in COGS

$

13.4

$

9.7

$

14.6

$

52.5

$

24.1



EBITDA

$

35.2

$

21.1

$

(22.3)

$

167.4

$

270.8
















Impairment and Disposal of Long-lived Assets, net

$

(0.6)

$

5.4

$

54.6

$

75.5

$

5.4



Results of Discontinued Operations

$

5.2

$

1.9

$

38.1

$

47.6

$

1.9



Acquisition and Transaction Costs

$

7.5

$

1.5

$

7.0

$

24.8

$

15.8



Integration and Transition Costs

$

4.0

$

22.9

$

6.7

$

21.1

$

25.6



Other Non-Recurring Costs

$

16.3

$

3.4

$

1.9

$

27.8

$

5.1



Share-Based Compensation and Related Premiums

$

3.6

$

7.0

$

4.3

$

18.1

$

13.4



Legislative Campaign Contributions

$

10.0

$

0.0

$

10.0

$

20.0

$

0.0



Inventory Step Up Fair Value

$

0.0

$

38.0

$

0.0

$

1.0

$

41.2



Covid Related Expenses

$

0.0

$

0.2

$

0.2

$

0.8

$

6.2



Other Expense (Income), net

$

1.6

$

(0.7)

$

(0.4)

$

(1.4)

$

(1.1)



Fair Value of Derivative Liabilities - Warrants

$

(0.0)

$

(0.2)

$

(0.4)

$

(2.6)

$

(0.2)



Results of Entities Not Legally Controlled

$

1.9

$

0.5

$

(0.9)

$

(0.0)

$

0.5



Adjusted EBITDA Non-GAAP

$

84.7

$

100.9

$

98.8

$

400.1

$

384.6



Reconciliation of Non-GAAP Adjusted Gross Profit
The following table presents a reconciliation of GAAP gross profit to non-GAAP adjusted gross profit, for each of the periods presented:

(Amounts expressed in millions of United States
dollars)

For the Three Months Ended

For the Full Year Ended





December
31, 2022

December
31, 2021

September
30, 2022

December
31, 2022

December
31, 2021





Gross Profit GAAP

$

149.7

$

134.1

$

168.0

$

682.0

$

567.8



Gross Margin % GAAP


50 %


44 %


56 %


55 %


61 %



Add (Deduct) Impact of:



Inventory Step Up Fair Value

$

0.0

$

38.0

$

0.0

$

1.0

$

41.2



Transaction, Acquisition, and Integration Costs

$

12.4

$

8.5

$

3.8

$

19.8

$

12.4



Adjusted Gross Profit Non-GAAP

$

162.1

$

180.6

$

171.9

$

702.9

$

621.4



Adjusted Gross Margin % Non-GAAP


54 %


59 %


57 %


57 %


66 %



Reconciliation of Non-GAAP Adjusted Net Income
The following table presents a reconciliation of GAAP net income (loss) to non-GAAP adjusted net income, for each of the periods presented:

(Amounts expressed in millions of United States
dollars)

For the Three Months Ended

For the Full Year Ended





December

31, 2022

December
31, 2021

September
30, 2022

December
31, 2022

December
31, 2021





Net Income (Loss) GAAP

$

(77.0)

$

(71.5)

$

(114.6)

$

(246.1)

$

18.0



Add (Deduct) Impact of:













Share-Based Compensation Related Premiums

$

0.0

$

0.0

$

0.0

$

0.0

$

4.2



Fair Value of Derivative Liabilities - Warrants

$

(0.0)

$

(0.2)

$

(0.4)

$

(2.6)

$

(0.2)



Inventory Step Up Fair Value

$

0.0

$

38.0

$

0.0

$

1.0

$

41.2



Transaction, Acquisition, and Integration Costs

$

37.8

$

27.9

$

25.5

$

93.7

$

46.5



Covid Related Expenses

$

0.0

$

0.2

$

0.2

$

0.8

$

6.2



Impairment and Disposal of Long-lived Assets, Net

$

(0.6)

$

5.4

$

54.6

$

75.5

$

5.4



Results of Discontinued Operations


5.2

$

1.9

$

38.1

$

47.6

$

1.9



Adjusted Net Income (Loss) Non-GAAP

$

(34.7)

$

1.5

$

3.5

$

(30.1)

$

123.2



Reconciliation of Non-GAAP Adjusted Earnings Per Share
The following table presents a reconciliation of GAAP earnings (loss) per share to non-GAAP adjusted earnings per share, for each of the periods presented:

(Amounts expressed in millions of United States
dollars)

For the Three Months Ended

For the Full Year Ended





December
31, 2022

December
31, 2021

September
30, 2022

December
31, 2022

December
31, 2021





Earnings (Loss) Per Share GAAP

$

(0.41)

$

(0.49)

$

(0.61)

$

(1.31)

$

0.12



Add (Deduct) Impact of:













Share-Based Compensation Related Premiums

$

0.00

$

0.00

$

0.00

$

0.00

$

0.03



Fair Value of Derivative Liabilities - Warrants

$

(0.00)

$

(0.00)

$

(0.00)

$

(0.01)

$

(0.00)



Inventory Step Up Fair Value

$

0.00

$

0.26

$

0.00

$

0.01

$

0.28



Transaction, Acquisition, and Integration Costs

$

0.20

$

0.19

$

0.14

$

0.50

$

0.32



Covid Related Expenses

$

0.00

$

0.00

$

0.00

$

0.00

$

0.04



Impairment and Disposal of Long-lived Assets, Net

$

(0.00)

$

0.04

$

0.29

$

0.40

$

0.04



Results of Discontinued Operations

$

0.03

$

0.01

$

0.20

$

0.25

$

0.01



Adjusted Earnings Per Share Non-GAAP

$

(0.18)

$

0.01

$

0.02

$

(0.16)

$

0.84



Forward-Looking Statements
This news release includes forward-looking information and statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to the Company's expectations or forecasts of business, operations, financial performance, prospects, and other plans, intentions, expectations, estimates, and beliefs and include statements regarding cannabis regulatory reform, the Company's growth opportunities and the Company's investment plans for sustainable growth. Words such as "expects", "continue", "will", "anticipates" and "intends" or similar expressions are intended to identify forward-looking statements. These forward-looking statements are based on the Company's current projections and expectations about future events and financial trends that management believes might affect its financial condition, results of operations, business strategy and financial needs, and on certain assumptions and analysis made by the Company in light of the experience and perception of historical trends, current conditions and expected future developments and other factors management believes are appropriate. Forward-looking information and statements involve and are subject to assumptions and known and unknown risks, uncertainties, and other factors which may cause actual events, results, performance, or achievements of the Company to be materially different from future events, results, performance, and achievements expressed or implied by forward-looking information and statements herein, including, without limitation, the risks discussed under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2022 and in our periodic reports subsequently filed with the United Sates Securities and Exchange Commission and in the Company's filings on SEDAR at www.sedar.com . Although the Company believes that any forward-looking information and statements herein are reasonable, in light of the use of assumptions and the significant risks and uncertainties inherent in such information and statements, there can be no assurance that any such forward-looking information and statements will prove to be accurate, and accordingly readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance upon such forward-looking information and statements. Any forward-looking information and statements herein are made as of the date hereof and, except as required by applicable laws, the Company assumes no obligation and disclaims any intention to update or revise any forward-looking information and statements herein or to update the reasons that actual events or results could or do differ from those projected in any forward looking information and statements herein, whether as a result of new information, future events or results, or otherwise.

About Trulieve
Trulieve is an industry leading, vertically integrated cannabis company and multi-state operator in the U.S., with established hubs in the Northeast, Southeast, and Southwest, anchored by leading market positions in Arizona, Florida, and Pennsylvania. Trulieve is poised for accelerated growth and expansion, building scale in retail and distribution in new and existing markets through its hub strategy. By providing innovative, high-quality products across its brand portfolio, Trulieve delivers optimal customer experiences and increases access to cannabis, helping patients and customers to live without limits. Trulieve is listed on the CSE under the symbol TRUL and trades on the OTCQX market under the symbol TCNNF. For more information, please visit Trulieve.com .

Facebook: @Trulieve
Instagram: @Trulieve _
Twitter: @Trulieve

Investor Contact
Christine Hersey , Vice President of Investor Relations
+1 (424) 202-0210
Christine.Hersey@Trulieve.com

Media Contact
Rob Kremer , Executive Director of Corporate Communications
+1 (404) 218-3077
Robert.Kremer@Trulieve.com

Cision View original content to download multimedia: https://www.prnewswire.com/news-releases/trulieve-reports-fourth-quarter-and-record-full-year-2022-results-exceeding-1-2-billion-in-revenue-301765204.html

SOURCE Trulieve Cannabis Corp.

Cision View original content to download multimedia: http://www.newswire.ca/en/releases/archive/March2023/08/c4481.html

News Provided by Canada Newswire via QuoteMedia

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