International Medical Cannabis Revenue Increases 36%; Canadian Adult-Use Cannabis Revenue Grows 6%
Tilray Pharma Achieves Record Quarterly Revenue
U.S. Federal Cannabis Rescheduling Expected to Unlock New Market Opportunity for Tilray Medical Expansion into the U.S.
Strong Financial Position with $292 Million in Cash and Marketable Securities(1) and $30 Million Net Cash
NEW YORK and LONDON and LEAMINGTON, Ontario, Jan. 08, 2026 (GLOBE NEWSWIRE) -- Tilray Brands, Inc. ("Tilray", "our", "we" or the "Company") (Nasdaq: TLRY; TSX: TLRY), a global lifestyle and consumer packaged goods company at the forefront of the cannabis, beverage, and wellness industries, today reported financial results for its second fiscal quarter ended November 30, 2025. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.
Irwin D. Simon, Chairman and Chief Executive Officer, commented, "We achieved another record quarter with net revenue reaching $218 million, a result of disciplined execution within our diversified portfolio spanning cannabis, beverage, wellness and distribution sectors. Our business model supports scalability, adaptability in challenging markets, and long-term value creation, as demonstrated by our ability to perform while reinforcing our core operations. The quarter concluded with a strong balance sheet and ample liquidity, highlighting our prudent financial management and affording us flexibility for selective investment in strategic growth initiatives. As we continue expanding our operations and pursuing our priorities, we remain committed to achieving sustainable profitability and enhancing long-term shareholder value."
Mr. Simon, continued, "We believe federal rescheduling would mark an important advancement for medical cannabis in the United States, paving the way for more research, wider physician involvement, and better patient access. Tilray has invested for years in developing the infrastructure, expertise, and discipline needed to operate successfully in tightly regulated medical markets worldwide. As the U.S. regulatory landscape progresses, Tilray is prepared to leverage its experience to play a key role in building a responsible, research-oriented national medical cannabis industry. With a dedicated team and platform already in place with Tilray Medical U.S., we intend to leverage the infrastructure, expertise and know-how developed in conjunction with Tilray Medical's expected $150 million global medical cannabis business and our $300 million Tilray Pharma medical distribution platform in order to rollout our repeatable medical model and expand upon our current research, as well as initiating new FDA trials and partnerships for product development."
_________________________
1 Cash and marketable securities and net (debt) cash are non-GAAP financial measures. See "Use of Non-GAAP Measures" below for additional discussion regarding these non-GAAP measures and for a reconciliation of this Non-GAAP Measure to our most comparable GAAP measure (.)
Financial Highlights
All comparisons made to the prior year period
-- Net revenue increased 3% to $217.5 million in the second quarter compared
to $211.0 million.
-- Gross profit was $57.5 million in the second quarter compared to $61.2
million.
-- Gross margin was 26% in the second quarter compared to 29%.
-- Cannabis net revenue increased 3% to $67.5 million in the second quarter
compared to $65.7 million as a result of a 36% increase in international
cannabis and a 6% increase in Canadian adult-use cannabis, offset by a
lower presence in Canadian wholesale cannabis in anticipation of
deployment in international markets.
-- Cannabis gross profit increased to $26.1 million in the second
quarter compared to $23.2 million.
-- Cannabis gross margin increased to 39% in the second quarter
compared to 35%.
-- Beverage net revenue was $50.1 million in the second quarter compared to
$63.1 million.
-- Beverage gross profit was $15.7 million in the second quarter
compared to $25.2 million.
-- Beverage gross margin was 31% in the second quarter compared to
40%.
-- Wellness net revenue was $14.6 million in the second quarter and was
flat.
-- Wellness gross profit increased to $4.6 million in the second
quarter compared to $4.5 million.
-- Wellness gross margin increased to 32% in the second quarter
compared to 31%.
-- Distribution net revenue, which includes Tilray Pharma, grew to our
highest revenue quarter ever to $85.3 million in the second quarter
compared to $67.6 million.
-- Distribution gross profit increased to $11.0 million in the second
quarter compared to $8.4 million.
-- Distribution gross margin increased to 13% in the second quarter
compared to 12%.
-- Net loss improved $41.8 million to $(43.5) million in the second quarter
compared to a net loss of $(85.3) million and net loss per share improved
to $(0.41) in the second quarter from $(0.99).
-- Adjusted net loss2 and adjusted net loss per share2 improved to $(2.0)
million and $(0.02) in the second quarter compared to adjusted net loss
of $(2.2) million and $(0.03). Excluding non-cash income tax charges,
adjusted net income and adjusted net income per share would be $1.6
million and $0.01.
-- Adjusted EBITDA3 was $8.4 million in the second quarter compared to $9.0
million.
Cash Flow: Cash used in operations improved $32.2 million to $(8.5) million from $(40.7) million.
Balance Sheet Update: In the second quarter, we grew our cash and marketable securities balance to $291.6 million providing flexibility for strategic opportunities. Additionally, we reduced our total outstanding debt by $4.2 million, further strengthening the balance sheet.
Net (Debt) Cash Position: Our Q1 net debt position of $3.8 million improved $31.2 million sequentially to an overall net cash position of $27.4 million.(4)
Adjusted EBITDA Outlook for Fiscal 2026 Reaffirmed at $62 Million -- $72 Million
Live Audio Webcast
Tilray Brands will host a webcast to discuss these results today at 4:30 p.m. Eastern Time. Investors may join the live webcast available on the Events & Presentations section of Tilray's Investor Relations website. A replay will be available and archived on the Company's website.
(_________________________) (2 Adjusted net loss and adjusted net loss per share are non-GAAP financial measures. See "Use of Non-GAAP Measures" below for additional discussion regarding these non-GAAP measures and for a reconciliation of such Non-GAAP Measures to our most comparable GAAP measure.)
(3 Adjusted EBITDA is a non-GAAP financial measure. See "Use of Non-GAAP Measures" below for a discussion of these Non-GAAP measures and for a reconciliation of this Non-GAAP Measure to our most comparable GAAP measure.)
4 Net (debt) cash are non-GAAP financial measures. See "Use of Non-GAAP Measures" below for a discussion of these Non-GAAP measures and for a reconciliation of this Non-GAAP Measure to our most comparable GAAP measure.
About Tilray Brands
Tilray Brands, Inc. ("Tilray") (Nasdaq: TLRY; TSX: TLRY), is a leading global lifestyle and consumer packaged goods company with operations in Canada, the United States, Europe, Australia, and Latin America that is leading as a transformative force at the nexus of cannabis, beverage, wellness, and entertainment, elevating lives through moments of connection. Tilray's mission is to be a leading premium lifestyle company with a house of brands and innovative products that inspire joy and create memorable experiences. Tilray's unprecedented platform supports over 40 brands in over 20 countries, including comprehensive cannabis offerings, hemp-based foods, and craft beverages.
For more information on how we are elevating lives through moments of connection, visit Tilray.com and follow @Tilray on all social platforms.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements in this press release constitute forward-looking information or forward-looking statements (together, "forward-looking statements") under Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be subject to the "safe harbor" created by those sections and other applicable laws. Forward-looking statements can be identified by words such as "forecast," "future," "should," "could," "enable," "potential," "contemplate," "believe," "anticipate," "estimate," "plan," "expect," "intend," "position," "may," "project," "will," "would" and the negative of these terms or similar expressions, although not all forward-looking statements contain these identifying words. Certain material factors, estimates, goals, projections or assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this communication.
Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things: the Company's ability to become a leading lifestyle consumer packaged goods company; the Company's ability to become a leading beverage alcohol Company; the Company's ability to achieve long term profitability; the Company's ability to achieve operational scale, market share, distribution, profitability and revenue growth in particular business lines and markets; the Company's ability to successfully achieve revenue growth, margin and profitability improvements, production and supply chain efficiencies, synergies and cost savings; the Company's ability to achieve fiscal year 2026 financial guidance, including expected Adjusted EBITDA of $62 to $72 million and synergy optimizations; the Company's expected revenue growth, sales volume, profitability, synergies and accretion related to any of its acquisitions; expected opportunities in the U.S., including upon U.S. federal cannabis legalization or rescheduling and the Company's ability to leverage its platform in connection therewith; the Company's ability to successfully leverage artificial intelligence strategies; the Company's anticipated investments and acquisitions, including in organic and strategic growth, partnership efforts, product offerings and other initiatives; and the Company's ability to commercialize new and innovative products.
Many factors could cause actual results, performance or achievement to be materially different from any forward-looking statements, and other risks and uncertainties not presently known to the Company or that the Company deems immaterial could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained herein. For a more detailed discussion of these risks and other factors, see the most recently filed annual information form of the Company and the Annual Report on Form 10-K (and other periodic reports filed with the SEC) of the Company made with the SEC and available on EDGAR. The forward-looking statements included in this communication are made as of the date of this communication and the Company does not undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.
Use of Non-U.S. GAAP Financial Measures
This press release and the accompanying tables include non-GAAP financial measures, including Adjusted gross margin (consolidated and for each of our reporting segments), Adjusted gross profit (consolidated and for each of our reporting segments), Adjusted EBITDA, Adjusted cash operating income (loss), Adjusted net income (loss), Adjusted net income (loss) per share, free cash flow, adjusted free cash flow, constant currency presentations of revenue, cash and marketable securities, and net (debt) cash. Management believes that the non-GAAP financial measures presented provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures, nor should adjusted net income (loss) per share be used as a measure of liquidity. In addition, these non-GAAP measures may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. They should be read only in connection with the Company's Consolidated Statements of Operations and Cash Flows presented in accordance with GAAP.
Certain forward-looking non-GAAP financial measures included in this press release are not reconciled to the comparable forward-looking GAAP financial measures. The Company is not able to reconcile these forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures without unreasonable efforts because the Company is unable to predict with a reasonable degree of certainty the type and extent of certain items that would be expected to impact GAAP measures but would not impact the non-GAAP measures. Such items may include litigation and related expenses, transaction costs, impairments of intangible assets and goodwill, foreign exchange movements and other items. The unavailable information could have a significant impact on the Company's GAAP financial results.
The Company believes presenting net sales at constant currency provides useful information to investors because it provides transparency to underlying performance in the Company's consolidated net sales by excluding the effect that foreign currency exchange rate fluctuations have on period-to-period comparability given the volatility in foreign currency exchange markets. To present this information for historical periods, current period net sales for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average monthly exchange rates in effect during the corresponding period of the prior fiscal year, rather than at the actual average monthly exchange rate in effect during the current period of the current fiscal year. As a result, the foreign currency impact is equal to the current year results in local currencies multiplied by the change in average foreign currency exchange rate between the current fiscal period and the corresponding period of the prior fiscal year. A reconciliation of prior year revenue to constant currency revenue the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release.
Adjusted EBITDA is calculated as net income (loss) before income tax expense (recovery), net; interest expense, net; non-operating income (expense), net; amortization; stock-based compensation; change in fair value of contingent consideration; purchase price accounting step-up; project 420 optimization costs; litigation costs; restructuring costs, and transaction (income) costs, net. A reconciliation of Adjusted EBITDA to net loss, the most directly comparable GAAP measure, has been provided in the financial statement tables included below in this press release.
Adjusted cash operating income (loss) is calculated as operating loss, less; amortization; stock-based compensation; and change in fair value of contingent consideration. A reconciliation of adjusted cash operating income (loss) to operating loss, the most directly comparable GAAP measure, has been included below in this press release. Adjusted cash operating income (loss) is not calculated in accordance with GAAP and should not be considered an alternative for GAAP operating income or as a measure of liquidity.
Adjusted net income (loss) is calculated as net loss attributable to stockholders of Tilray Brands, Inc., less; non-operating income (expense), net; amortization; stock-based compensation; change in fair value of contingent consideration; project 420 optimization costs; litigation costs; restructuring costs and transaction (income) costs, net. A reconciliation of Adjusted net income (loss) to net loss attributable to stockholders of Tilray Brands, Inc., the most directly comparable GAAP measure, has been included below in this press release.
Adjusted net income (loss) per share is calculated as net loss attributable to stockholders of Tilray Brands, Inc., net; non-operating income (expense), net; amortization; stock-based compensation; change in fair value of contingent consideration; project 420 optimization costs; litigation costs; restructuring costs and transaction (income) costs, divided by weighted average number of common shares outstanding. A reconciliation of Adjusted net income (loss) per share to net loss attributable to stockholders of Tilray Brands, Inc., the most directly comparable GAAP measure, has been included below in this press release. Adjusted net income (loss) per share is not calculated in accordance with GAAP and should not be considered an alternative for GAAP net income (loss) per share or as a measure of liquidity.
Adjusted gross profit (consolidated and for each of our reporting segments), is calculated as gross profit adjusted to exclude the impact of purchase price accounting valuation step-up. A reconciliation of Adjusted gross profit, excluding purchase price accounting valuation step-up, to gross profit, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release. Adjusted gross margin (consolidated and for each of our reporting segments), excluding purchase price accounting valuation step-up, is calculated as revenue less cost of sales adjusted to add back amortization of inventory step-up, divided by revenue. A reconciliation of Adjusted gross margin, excluding purchase price accounting valuation step-up, to gross margin, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release.
Free cash flow is comprised of two GAAP measures which are net cash flow provided by (used in) operating activities less investments in capital and intangible assets, net. A reconciliation of net cash flow provided by (used in) operating activities to free cash flow, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release. Adjusted free cash flow is comprised of two GAAP measures which are net cash flow provided by (used in) operating activities less investments in capital and intangible assets, net, and the exclusion of growth CAPEX from investments in capital and intangible assets, net, which excludes the amount of capital expenditures that are considered to be associated with growth of future operations rather than to maintain the existing operations of the Company, and excludes cash paid for litigation settlements. A reconciliation of net cash flow provided by (used in) operating activities to adjusted free cash flow, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release.
Cash and marketable securities are comprised of two GAAP measures, cash and cash equivalents added to marketable securities. The Company's management believes that this presentation provides useful information to management, analysts and investors regarding certain additional financial and business trends relating to its short-term liquidity position by combing these two GAAP metrics.
Net (debt) cash is comprised of GAAP measures and reduces bank indebtedness, current and non-current portions of long-term debt, the principal balance of convertible debt by cash and cash equivalents and marketable securities. The company believes this metric provides useful information to management, analysts, and investors regarding its liquidity and the Company's ability to repay all of its debt.
Contacts:
Investor Relations
investors@tilray.com
Pro-TLRY@prosek.com
Media
news@tilray.com
Consolidated Statements of Financial Position
November 30, May 31,
(in thousands of US dollars) 2025 2025
Assets
Current assets
Cash and cash equivalents $ 246,703 $ 221,666
Marketable securities 44,848 34,697
Accounts receivable, net 109,071 121,489
Inventory 283,198 270,882
Prepaids and other current
assets 41,497 34,092
Assets held for sale 4,000 5,800
Total current assets 729,317 688,626
Capital assets 550,101 568,433
Operating lease, right-of-use
assets 19,802 22,279
Digital assets 828 --
Intangible assets 21,735 21,423
Goodwill 752,350 752,350
Long-term investments 13,393 10,132
Other assets 11,073 11,084
Total assets $ 2,098,599 $ 2,074,327
========== ==========
Liabilities
Current liabilities
Bank indebtedness $ 8,567 $ 7,181
Accounts payable and accrued
liabilities 226,422 235,322
Contingent consideration -- 15,000
Warrant liability -- 1,092
Current portion of lease
liabilities 7,437 6,941
Current portion of long-term
debt 16,889 14,767
Total current liabilities 259,315 280,303
Long - term liabilities
Lease liabilities 61,742 64,925
Long-term debt 138,739 148,493
Convertible debentures payable 86,255 86,428
Deferred tax liabilities, net 5,622 3,748
Other liabilities 417 855
Total liabilities 552,090 584,752
Stockholders' equity
Common stock ($0.0001 par value;
1,416,000,000 common shares
authorized; 116,522,600 and
106,067,875 common shares
issued and outstanding,
respectively)(1) 116 106
Treasury Stock (321,391 and
200,422 treasury shares issued
and outstanding,
respectively)(1) -- --
Preferred shares ($0.0001 par
value; 10,000,000 preferred
shares authorized; nil and nil
preferred shares issued and
outstanding, respectively) -- --
Additional paid-in capital 6,511,483 6,401,657
Accumulated other comprehensive
loss (39,293) (43,063)
Accumulated deficit (4,892,479) (4,847,226)
Total Tilray Brands, Inc.
stockholders' equity 1,579,827 1,511,474
Non-controlling interests (33,318) (21,899)
Total stockholders' equity 1,546,509 1,489,575
Total liabilities and stockholders'
equity $ 2,098,599 $ 2,074,327
========== ==========
(1) Current and prior year share amounts have been
retrospectively adjusted to reflect the Reverse Stock
Split (as defined in the November 30, 2025, Form 10-Q),
which became effective on December 2, 2025.
Condensed Consolidated Statements of Net Loss and
Comprehensive Loss
For the three months ended For the six months ended
November 30, November 30, Change % Change November 30, November 30, Change % Change
(in thousands of
U.S. dollars, except
for per share data) 2025 2024 2025 vs. 2024 2025 2024 2025 vs. 2024
----------- ---------- ------------------------ ----------- ---------- ------------------------
Net revenue $ 217,507 $ 210,950 $ 6,557 3% $ 427,008 $ 410,994 $ 16,014 4%
Cost of goods sold 160,010 149,730 10,280 7% 312,042 290,068 21,974 8%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Gross profit 57,497 61,220 (3,723) (6)% 114,966 120,926 (5,960) (5)%
Operating expenses:
General and
administrative 51,175 45,997 5,178 11% 92,228 90,110 2,118 2%
Selling 11,781 16,162 (4,381) (27)% 24,704 27,852 (3,148) (11)%
Amortization 4,358 22,927 (18,569) (81)% 8,287 44,731 (36,444) (81)%
Marketing and
promotion 9,981 9,720 261 3% 20,136 21,286 (1,150) (5)%
Research and
development 78 60 18 30% 119 165 (46) (28)%
Change in fair
value of
contingent
consideration -- -- -- NM (15,000) -- (15,000) NM
Litigation costs,
net of
recoveries 869 901 (32) (4)% 1,876 2,496 (620) (25)%
Restructuring
costs 965 6,869 (5,904) (86)% 1,834 11,116 (9,282) (84)%
Transaction costs
(income), net 569 802 (233) (29)% 969 1,958 (989) (51)%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Total operating
expenses 79,776 103,438 (23,662) (23)% 135,153 199,714 (64,561) (32)%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Operating loss (22,279) (42,218) 19,939 (47)% (20,187) (78,788) 58,601 (74)%
Interest expense,
net (5,374) (7,766) 2,392 (31)% (12,070) (17,608) 5,538 (31)%
Non-operating
income
(expense), net (12,310) (33,255) 20,945 (63)% (8,478) (20,609) 12,131 (59)%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Loss before income
taxes (39,963) (83,239) 43,276 (52)% (40,735) (117,005) 76,270 (65)%
Income tax
expense
(recovery), net 3,546 2,036 1,510 74% 1,261 2,922 (1,661) (57)%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Net loss $ (43,509) $ (85,275) $ 41,766 (49)% $ (41,996) $ (119,927) $ 77,931 (65)%
=========== ========== ========== ====== =========== ========== ========== ======
Total net income
(loss) attributable
to:
Stockholders of
Tilray Brands,
Inc. (44,931) (85,342) 40,411 (47)% (45,253) (124,507) 79,254 (64)%
Non-controlling
interests 1,422 67 1,355 2,022% 3,257 4,580 (1,323) (29)%
Other comprehensive
gain (loss), net of
tax
Foreign currency
translation gain
(loss) 4,464 (8,966) 13,430 (150)% 4,276 (4,806) 9,082 (189)%
Comprehensive loss $ (39,045) $ (94,241) $ 55,196 (59)% $ (37,720) $ (124,733) $ 87,013 (70)%
=========== ========== ========== ====== =========== ========== ========== ======
Total comprehensive
income (loss)
attributable to:
Stockholders of
Tilray Brands, Inc. (40,994) (93,422) 52,428 (56)% (41,483) (128,965) 87,482 (68)%
Non-controlling
interests 1,949 (819) 2,768 (338)% 3,763 4,232 (469) (11)%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Weighted average
number of common
shares - basic(1) 110,343,368 86,497,456 23,845,912 28% 108,173,486 83,740,894 24,432,592 29%
Weighted average
number of common
shares - diluted(1) 110,343,368 86,497,456 23,845,912 28% 108,173,486 83,740,894 24,432,592 29%
----------- ---------- ---------- ------ ----------- ---------- ---------- ------
Net loss per share -
basic(1) $ (0.41) $ (0.99) $ 0.58 (59)% $ (0.42) $ (1.49) $ 1.07 (72)%
Net loss per share -
diluted(1) $ (0.41) $ (0.99) $ 0.58 (59)% $ (0.42) $ (1.49) $ 1.07 (72)%
=========== ========== ========== ====== =========== ========== ========== ======
(1) Current and prior year share amounts have been
retrospectively adjusted to reflect the Reverse Stock
Split (as defined in the November 30, 2025, Form 10-Q),
which became effective on December 2, 2025.
Condensed
Consolidated
Statements of Cash
Flows
For the six months
ended
November November
30, 30, Change % Change
(in thousands of
US dollars) 2025 2024 2025 vs. 2024
------- -------- ---------------------
Cash provided by
(used in)
operating
activities:
Net loss $(41,996) $(119,927) $ 77,931 (65)%
Adjustments for:
Deferred income
tax (recovery)
expense, net 1,261 1,529 (268) (18)%
Unrealized
foreign
exchange gain 4,899 9,627 (4,728) (49)%
Amortization 31,519 65,864 (34,345) (52)%
Accretion of
convertible
debt discount 3,964 5,985 (2,021) (34)%
Unrealized loss
on digital
assets 172 -- 172 NM
Other non-cash
items 1,767 3,281 (1,514) (46)%
Stock-based
compensation 17,335 14,154 3,181 22%
Gain on
long-term
investments 306 66 240 364%
Loss (gain) on
derivative
instruments 3,495 (1,558) 5,053 (324)%
Change in fair
value of
contingent
consideration (15,000) -- (15,000) NM
Change in non-cash
working capital:
Accounts
receivable 12,418 (9,051) 21,469 (237)%
Prepaids and
other current
assets (7,394) (13,046) 5,652 (43)%
Inventory (12,316) (8,127) (4,189) 52%
Accounts
payable and
accrued
liabilities (10,308) (24,828) 14,520 (58)%
Net cash used in
operating
activities (9,878) (76,031) 66,153 (87)%
------- -------- ------- ------
Cash provided by
(used in)
investing
activities:
Investment in
capital and
intangible
assets (19,219) (12,172) (7,047) 58%
Proceeds from
disposal of
capital and
intangible
assets 427 631 (204) (32)%
Investment in
digital
assets (1,000) -- (1,000) NM
Purchase of
marketable
securities,
net (10,151) (30,369) 20,218 (67)%
Investment in
long-term
investments (3,595) -- (3,595) NM
Business
acquisitions,
net of cash
acquired -- (18,210) 18,210 (100)%
Net cash used in
investing
activities (33,538) (60,120) 26,582 (44)%
------- -------- ------- ------
Cash provided by
(used in)
financing
activities:
Share capital
issued, net of
cash issuance
costs 73,058 111,517 (38,459) (34)%
Proceeds from
warrants
exercised 2,367 -- 2,367 NM
Repayment of
long-term
debt (6,872) (10,388) 3,516 (34)%
Repayment of
convertible
debt -- (330) 330 (100)%
Repayment of
lease
liabilities (1,991) (1,724) (267) 15%
Net decrease in
bank
indebtedness 1,386 (282) 1,668 (591)%
Net cash provided
by financing
activities 67,948 98,793 (30,845) (31)%
------- -------- ------- ------
Effect of
foreign
exchange on
cash and cash
equivalents 505 (1,284) 1,789 (139)%
------- -------- ------- ------
Net increase
(decrease) in cash
and cash
equivalents 25,037 (38,642) 63,679 (165)%
Cash and cash
equivalents,
beginning of
period 221,666 228,340 (6,674) (3)%
Cash and cash
equivalents, end
of period $246,703 $ 189,698 $ 57,005 30%
======= ======== ======= ======
Net Revenue by Operating Segment
For the three months ended For the three months ended For the six months ended For the six months ended
(In thousands
of U.S. November 30, % of Total November 30, % of Total November 30, % of Total November 30, % of Total
dollars) 2025 Revenue 2024 Revenue 2025 Revenue 2024 Revenue
------------- ----------- ------------- ----------- ------------- ----------- ------------- -----------
Beverage
business $ 50,083 23% $ 63,081 30% $105,822 25% $119,053 29%
Cannabis
business 67,532 31% 65,652 31% 132,043 31% 126,901 31%
Distribution
business 85,316 39% 67,611 32% 159,323 37% 135,682 33%
Wellness
business 14,576 7% 14,606 7% 29,820 7% 29,358 7%
Total net
revenue $217,507 100% $210,950 100% $427,008 100% $410,994 100%
======= === === ===== ======= === === ===== ======= === === ===== ======= === === =====
Net Revenue by Operating Segment in Constant Currency
For the three months ended For the three months ended For the six months ended For the six months ended
November 30, November 30, November 30, November 30,
2025 2024 2025 2024
(In thousands as reported as reported as reported as reported
of U.S. in constant % of Total in constant % of Total in constant % of Total in constant % of Total
dollars) currency Revenue currency Revenue currency Revenue currency Revenue
------------- ----------- ------------- ----------- ------------- ----------- ------------- -----------
Beverage
business $ 50,083 23% $ 63,081 30% $105,822 25% $119,053 29%
Cannabis
business 67,486 32% 65,652 31% 131,535 32% 126,901 31%
Distribution
business 79,961 38% 67,611 32% 149,667 36% 135,682 33%
Wellness
business 14,734 7% 14,606 7% 30,015 7% 29,358 7%
Total net
revenue $212,264 100% $210,950 100% $417,039 100% $410,994 100%
======= === === ===== ======= === === ===== ======= === === ===== ======= === === =====
Net Cannabis Revenue by Market Channel
For the three months ended For the three months ended For the six months ended For the six months ended
(In thousands
of U.S. November 30, % of Total November 30, % of Total November 30, % of Total November 30, % of Total
dollars) 2025 Revenue 2024 Revenue 2025 Revenue 2024 Revenue
------------- ----------- ------------- ----------- ------------- ----------- ------------- -----------
Revenue from
Canadian
medical
cannabis $ 6,234 9% $ 6,673 10% $ 12,380 9% $ 12,934 10%
Revenue from
Canadian
adult-use
cannabis 62,448 92% 59,077 90% 126,515 96% 116,312 92%
Revenue from
wholesale
cannabis 1,346 2% 6,593 10% 5,501 4% 12,100 10%
Revenue from
international
cannabis 20,180 30% 14,865 23% 33,547 26% 27,056 21%
Less excise
taxes (22,676) (33)% (21,556) (33)% (45,900) (35)% (41,501) (33)%
Total $ 67,532 100% $ 65,652 100% $132,043 100% $126,901 100%
======= === === ===== ======= === === ===== ======= === === ===== ======= === === =====
Net Cannabis Revenue by Market Channel in Constant
Currency
For the three months ended For the three months ended For the six months ended For the six months ended
November 30, November 30, November 30, November 30,
2025 2024 2025 2024
(In thousands as reported as reported as reported as reported
of U.S. in constant % of Total in constant % of Total in constant % of Total in constant % of Total
dollars) currency Revenue currency Revenue currency Revenue currency Revenue
------------- ----------- ------------- ----------- ------------- ----------- ------------- -----------
Revenue from
Canadian
medical
cannabis $ 6,380 9% $ 6,673 10% $ 12,554 10% $ 12,934 10%
Revenue from
Canadian
adult-use
cannabis 63,877 95% 59,077 90% 128,236 97% 116,312 92%
Revenue from
wholesale
cannabis 1,373 2% 6,593 10% 5,546 4% 12,100 10%
Revenue from
international
cannabis 19,053 28% 14,865 23% 31,727 24% 27,056 21%
Less excise
taxes (23,197) (34)% (21,556) (33)% (46,528) (35)% (41,501) (33)%
Total $ 67,486 100% $ 65,652 100% $131,535 100% $126,901 100%
======= === === ===== ======= === === ===== ======= === === ===== ======= === === =====
Other Financial Information: Key Operating Metrics
For the three months ended For the six months ended
November 30, November 30, November 30, November 30,
(in thousands
of U.S.
dollars) 2025 2024 2025 2024
Net beverage
revenue $ 50,083 $ 63,081 $105,822 $119,053
Net cannabis
revenue 67,532 65,652 132,043 126,901
Distribution
revenue 85,316 67,611 159,323 135,682
Wellness revenue 14,576 14,606 29,820 29,358
Beverage costs 34,351 37,925 68,764 70,975
Cannabis costs 41,398 42,475 82,639 79,529
Distribution
costs 74,334 59,207 140,342 119,345
Wellness costs 9,927 10,123 20,297 20,219
Adjusted gross
profit
(excluding PPA
step-up) 57,497 62,596 114,966 122,477
Beverage
adjusted gross
margin
(excluding PPA
step-up) 31% 42% 35% 42%
Cannabis
adjusted gross
margin
(excluding PPA
step-up) 39% 35% 37% 37%
Distribution
gross margin 13% 12% 12% 12%
Wellness gross
margin 32% 31% 32% 31%
Adjusted EBITDA $ 8,365 $ 9,017 $ 18,546 $ 18,351
Cash and
marketable
securities as
at the period
ended: 291,551 252,249 291,551 252,249
Working capital
as at the
period ended: $470,002 $428,815 $470,002 $428,815
Other Financial Information: Gross Margin and Adjusted
Gross Margin
For the three months ended November 30, 2025
(In thousands
of U.S.
dollars) Beverage Cannabis Distribution Wellness Total
Net revenue $ 50,083 $ 67,532 $ 85,316 $14,576 $217,507
Cost of goods
sold 34,351 41,398 74,334 9,927 160,010
Gross profit 15,732 26,134 10,982 4,649 57,497
------- ------- -------- ------ -------
Gross margin 31% 39% 13% 32% 26%
======= ======= ======== ====== =======
For the three months ended November 30, 2024
(In thousands
of U.S.
dollars) Beverage Cannabis Distribution Wellness Total
Net revenue $ 63,081 $ 65,652 $ 67,611 $14,606 $210,950
Cost of goods
sold 37,925 42,475 59,207 10,123 149,730
Gross profit 25,156 23,177 8,404 4,483 61,220
------- ------- -------- ------ -------
Gross margin 40% 35% 12% 31% 29%
======= ======= ======== ====== =======
Adjustments:
Purchase
price
accounting
step-up 1,376 -- -- -- 1,376
Adjusted gross
profit 26,532 23,177 8,404 4,483 62,596
------- ------- -------- ------ -------
Adjusted gross
margin 42% 35% 12% 31% 30%
For the six months ended November 30, 2025
(In thousands
of U.S.
dollars) Beverage Cannabis Distribution Wellness Total
Net revenue $105,822 $132,043 $ 159,323 $29,820 $427,008
Cost of goods
sold 68,764 82,639 140,342 20,297 312,042
Gross profit 37,058 49,404 18,981 9,523 114,966
------- ------- -------- ------ -------
Gross margin 35% 37% 12% 32% 27%
======= ======= ======== ====== =======
For the six months ended November 30, 2024
(In thousands
of U.S.
dollars) Beverage Cannabis Distribution Wellness Total
Net revenue $119,053 $126,901 $ 135,682 $29,358 $410,994
Cost of goods
sold 70,975 79,529 119,345 20,219 290,068
Gross profit 48,078 47,372 16,337 9,139 120,926
------- ------- -------- ------ -------
Gross margin 40% 37% 12% 31% 29%
======= ======= ======== ====== =======
Adjustments:
Purchase
price
accounting
step-up 1,551 -- -- -- 1,551
Adjusted gross
profit 49,629 47,372 16,337 9,139 122,477
------- ------- -------- ------ -------
Adjusted gross
margin 42% 37% 12% 31% 30%
Other Financial Information: Adjusted Earnings Before
Interest, Taxes and Amortization
For the three months For the six months
ended ended
November November November November
30, 30, Change % Change 30, 30, Change % Change
(In thousands
of U.S.
dollars) 2025 2024 2025 vs. 2024 2025 2024 2025 vs. 2024
Net loss $(43,509) $(85,275) $ 41,766 (49)% $(41,996) $(119,927) $ 77,931 (65)%
Income tax
expense
(recovery),
net 3,546 2,036 1,510 74% 1,261 2,922 (1,661) (57)%
Interest
expense, net 5,374 7,766 (2,392) (31)% 12,070 17,608 (5,538) (31)%
Non-operating
income
(expense),
net 12,310 33,255 (20,945) (63)% 8,478 20,609 (12,131) (59)%
Amortization 15,958 34,050 (18,092) (53)% 31,519 65,864 (34,345) (52)%
Stock-based
compensation 12,283 7,237 5,046 70% 17,335 14,154 3,181 22%
Change in fair
value of
contingent
consideration -- -- -- NM (15,000) -- (15,000) NM
Project 420
business
optimization -- -- -- NM 200 -- 200 NM
Purchase price
accounting
step-up -- 1,376 (1,376) (100)% -- 1,551 (1,551) (100)%
Litigation
costs, net of
recoveries 869 901 (32) (4)% 1,876 2,496 (620) (25)%
Restructuring
costs 965 6,869 (5,904) (86)% 1,834 11,116 (9,282) (84)%
Transaction
costs
(income), net 569 802 (233) (29)% 969 1,958 (989) (51)%
Adjusted EBITDA $ 8,365 $ 9,017 $ (652) (7)% $ 18,546 $ 18,351 $ 195 1%
======= ======= ======= ====== ======= ======== ======= ======
Other Financial Information: Adjusted Cash Operating
Income (Loss)
For the three months For the six months
ended ended
November November November November
30, 30, Change % Change 30, 30, Change % Change
2025 2024 2025 vs. 2024 2025 2024 2025 vs. 2024
Operating loss $(22,279) $(42,218) $ 19,939 (47)% $(20,187) $ (78,788) $ 58,601 (74)%
Change in fair
value of
contingent
consideration -- -- -- NM (15,000) -- (15,000) NM
Amortization 15,958 34,050 (18,092) (53)% 31,519 65,864 (34,345) (52)%
Stock-based
compensation 12,283 7,237 5,046 70% 17,335 14,154 3,181 22%
Adjusted cash
operating
income (loss) $ 5,962 $ (931) $ 6,893 (740)% $ 13,667 $ 1,230 $ 12,437 1,011%
======= ======= ======= ====== ======= ======== ======= ======
Other Financial Information: Adjusted Net Income (Loss)
and Adjusted Net Income (Loss) Per Share
For the three months For the six months
ended ended
November November November November
30, 30, Change % Change 30, 30, Change % Change
2025 2024 Change 2025 2024 Change
Net loss
attributable
to
stockholders
of Tilray
Brands, Inc. $(44,931) $(85,342) $ 40,411 (47)% $(45,253) $(124,507) $ 79,254 (64)%
Non-operating
income
(expense),
net 12,310 33,255 (20,945) (63)% 8,478 20,609 (12,131) (59)%
Amortization 15,958 34,050 (18,092) (53)% 31,519 65,864 (34,345) (52)%
Stock-based
compensation 12,283 7,237 5,046 70% 17,335 14,154 3,181 22%
Change in fair
value of
contingent
consideration -- -- -- NM (15,000) -- (15,000) NM
Project 420
business
optimization -- -- -- NM 200 -- 200 NM
Litigation
costs, net of
recoveries 869 901 (32) (4)% 1,876 2,496 (620) (25)%
Restructuring
costs 965 6,869 (5,904) (86)% 1,834 11,116 (9,282) (84)%
Transaction
costs
(income) 569 802 (233) (29)% 969 1,958 (989) (51)%
Adjusted net
income
(loss)(1) $ (1,977) $ (2,228) $ 251 (11)% $ 1,958 $ (8,310) $ 10,268 (124)%
======= ======= ======= ======= ======== ======= ======
Adjusted net
income (loss)
per share -
basic and
diluted(1) $ (0.02) $ (0.03) $ 0.01 (33)% $ 0.02 $ (0.10) $ 0.12 (120)%
======= ======= ======= ======= ======== ======= ======
(1) Current and prior year share amounts have been
retrospectively adjusted to reflect the Reverse Stock
Split (as defined in the November 30, 2025, Form 10-Q),
which became effective on December 2, 2025.
Other Financial Information: Adjusted Free Cash Flow
For the three months For the six months
ended ended
November November November November
30, 30, Change % Change 30, 30, Change % Change
(In thousands
of U.S.
dollars) 2025 2024 2025 vs. 2024 2025 2024 2025 vs. 2024
Net cash used
in operating
activities $ (8,537) $(40,724) $ 32,187 (79)% $ (9,878) $ (76,031) $ 66,153 (87)%
Less:
investments in
capital and
intangible
assets, net (9,562) (4,833) (4,729) 98% (18,792) (11,541) (7,251) 63%
Free cash flow $(18,099) $(45,557) $ 27,458 (60)% $(28,670) $ (87,572) $ 58,902 (67)%
======= ======= ======= ====== ======= ======== ======= ======
Add: growth
CAPEX 2,622 1,970 652 33% 5,631 4,510 1,121 25%
Add: cash paid
for litigation
settlements -- -- -- NM 2,804 -- 2,804 NM
Adjusted free
cash flow $(15,477) $(43,587) $ 28,110 (64)% $(20,235) $ (83,062) $ 62,827 (76)%
======= ======= ======= ====== ======= ======== ======= ======
(END) Dow Jones Newswires
January 08, 2026 16:05 ET (21:05 GMT)
Comments