Press Release: Canopy Growth Reports Fourth Quarter and Fiscal Year 2026 Financial Results; Delivers Q4 FY2026 Net Revenue Growth of 27% in Canada Medical and 68% in International Markets Cannabis

Dow Jones06-15

Full-year 2026 growth driven by net revenue increases of 20% in Canada adult-use cannabis and 18% in Canada medical

Completed acquisition of MTL Cannabis, positioning Canopy Growth as Canada's leading medical cannabis company by revenue

Ended the fiscal year with $131.3M of net cash following strategic recapitalization completed in January 2026

Strategic decisions and financial discipline in FY2026 establish a foundation for acceleration and growth

SMITHS FALLS, Ontario--(BUSINESS WIRE)--June 15, 2026-- 

Canopy Growth Corporation ("Canopy Growth" or the "Company") (TSX: WEED) (Nasdaq: CGC) today announced its financial results for the three months ended March 31, 2026 ("Q4 FY2026") and the fiscal year ended March 31, 2026 ("FY2026"). All financial information in this press release is reported in Canadian dollars, unless otherwise indicated.

"In fiscal 2026, we reset the business, laid a disciplined foundation, and made deliberate investments, including acquiring MTL Cannabis, that will drive the next phase of growth. We modernized our approach to innovation, and our business structure was optimized around a clear strategy. Looking ahead, the opportunity in front of us is significant. As the leading medical cannabis business in Canada by revenue, we are well positioned to extend that leadership into Europe -- a market we believe represents enormous long-term opportunity and one where our brands, products and relentless execution give us a real competitive edge. We enter fiscal 2027 with momentum, clarity, and a team that has proven it can execute."

Luc Mongeau, Chief Executive Officer

"The significant strengthening of our balance sheet during fiscal 2026 reduces risk while expanding our strategic flexibility. We took meaningful steps to reduce costs and focus resources where they can drive the best returns, and these efforts are starting to be reflected in our financial results. We are confident we have the right strategy and financial model in place to achieve our goal of delivering positive Adjusted EBITDA during fiscal 2027."

Tom Stewart, Chief Financial Officer

Fourth Quarter FY2026 and FY2026 Financial Highlights

   --  Consolidated net revenue of $71.2M in Q4 FY2026 increased 10% over the 
      same period in the prior year. Consolidated net revenue in FY2026 was 
      $284.6M, an increase of 6% compared to the fiscal year ended March 31, 
      2025 ("FY2025"). 
 
          --  Cannabis net revenue was $54.5M in Q4 FY2026 and $213.9M for the 
             full year, an increase of 20% and 15% respectively, versus the 
             prior-year periods. 
 
                 --  Canada medical cannabis net revenue in Q4 FY2026 was 
                    $25.3M, an increase of 27% versus the three months ended 
                    March 31, 2025 ("Q4 FY2025"), driven by growth in the 
                    number of insured patients and a larger assortment of 
                    cannabis product choices offered to our customers, while 
                    full-year Canada medical cannabis net revenue increased 18% 
                    over FY2025. 
 
                 --  Canada adult-use cannabis net revenue in Q4 FY2026 was 
                    $20.6M, an increase of 1% compared to Q4 FY2025 due to 
                    strong performance in vapes and infused pre-roll joints 
                    ("PRJ"). In FY2026, Canada adult-use cannabis net revenue 
                    increased 20% over FY2025 driven by growth in infused PRJ 
                    offerings and new All-In-One vaporizers launched early in 
                    the fiscal year. 
 
                 --  International markets cannabis net revenue of $8.6M in Q4 
                    FY2026 represented 68% growth compared to Q4 FY2025, as the 
                    Company addressed supply chain challenges in Europe 
                    experienced earlier in the fiscal year. Overall in FY2026, 
                    international markets cannabis net revenue decreased 7% 
                    compared to FY2025. 
 
 
 
          --  Storz & Bickel net revenue in Q4 FY2026 was $16.8M, a 14% 
             decrease compared to Q4 FY2025. In FY2026, Storz & Bickel net 
             revenue was $70.7M, 14% below FY2025. The decreases in both 
             periods are primarily attributable to lapping strong sales in the 
             prior year and continued consumer economic uncertainty, offset by 
             the new VEAZY product, which launched in September 2025. 
 
 
 
   --  Consolidated gross margin in Q4 FY2026 was 12%, compared to 16% in Q4 
      FY2025. Consolidated gross margin in FY2026 was 24%, compared to 30% in 
      FY2025. 
 
          --  The Company incurred $10.7 million of inventory charges in Q4 
             FY2026, primarily resulting from a review of the overall Cannabis 
             segment inventory levels following the acquisition of MTL Cannabis 
             Corp. ("MTL Cannabis"). Excluding the impact of the inventory 
             write-offs and the flow-through of inventory step-up relating to 
             the acquisition of MTL Cannabis, adjusted gross margin1 was 27% in 
             Q4 FY2026, as compared to adjusted gross margin of 19% in Q4 
             FY2025 (which excludes restructuring costs recorded in cost of 
             goods sold). 
 
          --  Cannabis gross margin in Q4 FY2026 was 7% compared to 8% in Q4 
             FY2025, while adjusted gross margin1 for the segment was 26% in Q4 
             FY2026 compared to 12% in Q4 FY2025. Cannabis gross margin was 22% 
             in FY2026, compared to 26% in FY2025. The decreases in the gross 
             margin percentage were primarily attributable to lower sales 
             relating to international markets, higher inventory provisions, 
             costs related to new product launches and a shift in both product 
             and geographical mix. 
 
          --  Storz & Bickel gross margin of 27% in Q4 FY2026 compared to 36% 
             in Q4 FY2025. Gross margin in FY2026 was 33%, compared to 37% in 
             FY2025. The decreases in gross margin are due to lower sales, 
             increased tariffs on imports into the United States and shifts in 
             geographic mix. 
 
 
 
   --  Selling, General and Administrative expenses ("SG&A") in Q4 FY2026 were 
      7% higher than in Q4 FY2025. SG&A in FY2026 decreased 6% compared to 
      FY2025. The year-over-year reduction was driven by continued reductions 
      in headcount and third-party costs including insurance, professional fees 
      and IT costs. 
 
   --  The Company recorded $67.1M of asset impairment and restructuring costs 
      in FY2026, primarily related to the impairment of goodwill and brands 
      associated with Storz & Bickel and employee restructuring costs. 
 
   --  Net loss from continuing operations in Q4 FY2026 was 21% lower compared 
      to Q4 FY2025. Net loss from continuing operations in FY2026 narrowed by 
      49% year-over-year. 
 
   --  Adjusted EBITDA2 loss for Q4 FY2026 was $6.3M, an improvement of $2.9M 
      or 32% compared to Q4 FY2025. Adjusted EBITDA loss of $20.2M in FY2026 
      narrowed by $3.3M or 14% compared to FY2025, primarily attributable to 
      SG&A cost savings. 
 
   --  Free cash outflow3 improved year-over-year, from $176.6M in FY2025 to 
      $69.1M in FY2026. 
 
   --  Net cash position of $131.3M at the end of FY2026 represented an 
      improvement of $303.9M compared to net debt of $172.6M at the end of 
      FY2025. 

Fiscal 2026 Highlights

   --  Completed the acquisition of MTL Cannabis, strengthening the Company's 
      global cannabis platform. 
 
   --  Established Canopy Growth as the leading medical cannabis provider in 
      Canada by revenue. 
 
   --  Launched Spectrum Reserve, a new premium medical cannabis brand 
      featuring flower selected for size, potency, and terpene levels through 
      rigorous in-house standards during cultivation and post-harvest 
      processing. 
 
   --  Implemented a combination of pricing actions, refinements to the 
      Company's product mix, and patient retention efforts to help minimize the 
      impact of the recent reduction to the medical cannabis reimbursement 
      offered by Veterans Affairs Canada. 
 
   --  Strengthened supply chain execution in the Company's European medical 
      cannabis business in response to supply constraints that affected 
      international markets cannabis revenue. 
 
   --  Expanded medical cannabis offering in Australia with two high-THC (as 
      defined below) sativa 7ACRES strains, Ultra Jack and Jack Frost, and 
      Spectrum Therapeutics softgel capsules in cannabidiol ("CBD"), THC, and 
      balanced formats. 
 
   --  Canada adult-use cannabis growth was driven by a series of product 
      innovations targeting Canada's fastest-growing adult-use categories, 
      including vapes, high-THC flower, PRJs, and edibles. 
 
   --  Introduced DeeLish, a new cannabis brand featuring 27%--33% THC flower 
      and 26%--32% THC PRJs across rotating genetics. 
 
   --  Storz & Bickel launched the new VEAZY$(TM)$ vaporizer, expanding the 
      brand's portable vaporizer portfolio while reinforcing its strategy 
      around affordability and portability. 

FY2027 Outlook

The Company expects successful execution of its strategic priorities to drive net revenue growth across the business in the fiscal year ended March 31, 2027 ("FY2027"). Implementation of strengthened cultivation practices is projected to contribute to meaningful improvements in gross margin. Ongoing cost discipline, as well as a full year of the efficiencies implemented during FY2026, are expected to lead to reduced operating expense.

As a result, the Company expects to reach positive adjusted EBITDA(2) during FY2027. With MTL Cannabis integration activities ongoing in the first half of 2027, the year-over-year improvements are expected to be more pronounced in the second half of the fiscal year.

 
(1) Adjusted gross margin is a non-GAAP measure. See "Non-GAAP Measures" and 
Schedules 5 and 6 for a reconciliation of adjusted gross margin on a 
consolidated basis and by segment. 
(2) Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP Measures" and 
Schedule 7 for a reconciliation of net loss from continuing operations to 
adjusted EBITDA. 
(3) Free cash flow is a non-GAAP measure. See "Non-GAAP Measures" and Schedule 
8 for a reconciliation of free cash flow - continuing operations. 
 

Webcast and Conference Call Information

The Company will host a conference call and audio webcast with Luc Mongeau, CEO and Tom Stewart, CFO at 10:00 AM Eastern Time on June 15, 2026.

Webcast Information

A live audio webcast will be available at:

https://onlinexperiences.com/Launch/QReg/ShowUUID=A7EE0D0C-0666-4DFD-8731-2283EDBF8C3B

Replay Information

A replay will be accessible by webcast until 11:59 PM ET on September 13, 2026 at the same URL.

Non-GAAP Measures

Adjusted EBITDA is a non-GAAP measure used by management that is not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Management believes Adjusted EBITDA is a useful measure for investors because it provides meaningful and useful financial information, as this measure demonstrates the operating performance of businesses. Adjusted EBITDA is calculated as the reported net income (loss), adjusted to exclude income tax recovery (expense); other income (expense), net; loss on equity method investments; share-based compensation expense; depreciation and amortization expense; asset impairment and restructuring costs; acquisition-related restructuring and other inventory write-downs; and charges related to the flow-through of inventory step-up on business combinations, and further adjusted to remove acquisition, divestiture, and other costs. Asset impairments related to periodic changes to the Company's supply chain processes are not excluded from Adjusted EBITDA given their occurrence through the normal course of core operational activities. Accordingly, management believes that Adjusted EBITDA provides meaningful and useful financial information as this measure demonstrates the operating performance of businesses. The Adjusted EBITDA reconciliation is presented within this press release and explained in the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2026 (the "Form 10-K") to be filed with the Securities and Exchange Commission ("SEC").

Free cash flow is a non-GAAP measure used by management that is not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Management believes that free cash flow presents meaningful information regarding the amount of cash flow required to maintain and organically expand the Company's business, and that the free cash flow measure provides meaningful information regarding the Company's liquidity requirements. This measure is calculated as net cash provided by (used in) operating activities less purchases of and deposits on property, plant and equipment. The free cash flow reconciliation is presented within this press release and explained in the Form 10-K.

Adjusted gross margin and adjusted gross margin percentage are non-GAAP measures used by management that are not defined by U.S. GAAP and may not be comparable to similar measures presented by other companies. Management believes that adjusted gross margin and adjusted gross margin percentage present meaningful and useful financial information as these measures provide insights into the gross margin performance of the business. Adjusted gross margin is calculated as gross margin excluding acquisition related restructuring and other inventory write-downs, and charges related to the flow-through of inventory step-up on business combinations. Adjusted gross margin percentage is calculated as adjusted gross margin divided by net revenue. The adjusted gross margin and adjusted gross margin percentage reconciliation is presented within this news release.

About Canopy Growth

Canopy Growth is a world-leading cannabis company dedicated to unleashing the power of cannabis to improve lives. Its portfolio of owned and licensed brands including Tweed, 7ACRES, DOJA, Deep Space, DeeLish, Claybourne, MTL Cannabis, Low Key by MTL and R'belle, as well as category defining Storz & Bickel, delivers innovative products to consumers across Canada and beyond.

Canopy Growth is Canada's leading provider of medical cannabis services through Canada House Clinics and serves patients online via Abba Medix. The Company also holds unconsolidated, non-controlling interest in Canopy USA, LLC ("Canopy USA"), which provides exposure to the U.S. THC market.

Committed to quality, responsible use, and community, Canopy Growth is shaping a future where cannabis is embraced for its potential to enhance well-being.

For more information visit www.canopygrowth.com.

Notice Regarding Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of applicable securities laws, which involve certain known and unknown risks and uncertainties. To the extent any forward-looking statements in this press release constitutes "financial outlooks" within the meaning of applicable Canadian securities laws, the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such financial outlooks. Forward-looking statements predict or describe our future operations, business plans, business and investment strategies and the performance of our investments. These forward-looking statements are generally identified by their use of such terms and phrases as "intend," "goal," "strategy," "estimate," "expect," "project," "projections," "forecasts," "plans," "seeks," "anticipates," "potential," "proposed," "will," "should," "could," "would," "may," "likely," "designed to," "foreseeable future," "believe," "scheduled" and other similar expressions. Our actual results or outcomes may differ materially from those anticipated. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made.

Forward-looking statements include, but are not limited to, statements with respect to:

   --  laws and regulations and any amendments thereto applicable to our 
      business and the impact thereof, including uncertainty regarding the 
      application of U.S. state and federal law to cannabis and hemp (including 
      CBD) products and the scope of any regulations by the U.S. Food and Drug 
      Administration, the U.S. Drug Enforcement Administration, the U.S. 
      Federal Trade Commission, the U.S. Patent and Trademark Office, the U.S. 
      Department of Agriculture and any state equivalent regulatory agencies 
      over cannabis and hemp (including CBD) products; 
 
   --  expectations regarding the amount or frequency of impairment losses, 
      including as a result of the write-down of intangible assets, including 
      goodwill; 
 
   --  our ability to refinance debt as and when required on terms favorable 
      to us and comply with covenants contained in our debt facilities and debt 
      instruments; 
 
   --  the impacts of the Company's strategy to accelerate entry into the U.S. 
      cannabis market through the creation of Canopy USA; 
 
   --  expectations for Canopy USA to capitalize on the opportunity for growth 
      in the United States cannabis sector and the anticipated benefits of such 
      strategy; 
 
   --  the timing and occurrence of the final tranche closing in connection 
      with the acquisition of Lemurian, Inc. ("Jetty") by Canopy USA pursuant 
      to the exercise of the option to acquire Jetty; 
 
   --  the issuance of additional common shares of the Company (each whole 
      share, a "Canopy Share" or a "Share") to satisfy any deferred and/or 
      option exercise payments to the shareholders of Wana Wellness, LLC, The 
      Cima Group, LLC, and Mountain High Products, LLC (collectively, "Wana") 
      and Jetty and the issuance of additional non-voting and non-participating 
      shares in the capital of Canopy USA issuable to Canopy Growth from Canopy 
      USA in consideration thereof; 
 
   --  the acquisition of additional Class A shares of Canopy USA in 
      connection with the investment in Canopy USA by the Huneeus 2017 
      Irrevocable Trust (the "Trust") in the aggregate amount of up to US$20 
      million, including any warrants of Canopy USA issued to the Trust in 
      accordance with the share purchase agreement entered into by the Trust 
      and Canopy USA; 
 
   --  expectations regarding the potential success of, and the costs and 
      benefits associated with, our acquisitions, equity investments and 
      dispositions, including our acquisition of MTL Cannabis; 
 
   --  the grant, renewal and impact of any license or supplemental license to 
      conduct activities with cannabis or any amendments thereof; 
 
   --  our international activities, including required regulatory approvals 
      and licensing, anticipated costs and timing, and expected impact; 
 
   --  our ability to successfully create and launch brands and further create, 
      launch and scale products in jurisdictions where such products are legal 
      and that we currently operate in; 
 
   --  the benefits, viability, safety, efficacy, dosing and social acceptance 
      of cannabis, including CBD and other cannabinoids; 
 
   --  our remediation plan and our ability to remediate the material weakness 
      in our internal control over financial reporting; 
 
   --  expectations regarding the use of proceeds of equity financings; 
 
   --  the legalization of the use of cannabis for medical or adult-use in 
      jurisdictions outside of Canada, the related timing and impact thereof 
      and our intentions to participate in such markets, if and when such use 
      is legalized; 
 
   --  the impact of the implementation of the rescheduling of medical 
      cannabis from a Schedule I controlled substance under the United States 
      Controlled Substances Act to a Schedule III controlled substance; 
 
   --  our ability to execute on our strategy and the anticipated benefits of 
      such strategy; 
 
   --  the ongoing impact of the legalization of additional cannabis product 
      types and forms for adult-use in Canada, including federal, provincial, 
      territorial and municipal regulations pertaining thereto, the related 
      timing and impact thereof and our intentions to participate in such 
      markets; 
 
   --  the ongoing impact of developing provincial, state, territorial and 
      municipal regulations pertaining to the sale and distribution of cannabis, 
      the related timing and impact thereof, as well as the restrictions on 
      federally regulated cannabis producers participating in certain retail 
      markets and our intentions to participate in such markets to the extent 
      permissible; 
 
   --  the timing and nature of legislative changes in the U.S. regarding the 
      regulation of cannabis including tetrahydrocannabinol ("THC"); 
 
   --  the future performance of our business and operations; 
 
   --  our competitive advantages and business strategies; 
 
   --  the competitive conditions of the industry; 
 
   --  the expected growth in the number of customers using our products; 
 
   --  expectations regarding revenues, expenses and anticipated cash needs; 
 
 
   --  expectations regarding cash flow, liquidity and sources of funding; 
 
   --  expectations regarding capital expenditures; 
 
   --  the expansion of our production and manufacturing, the costs and timing 
      associated therewith and the receipt of applicable production and sale 
      licenses; 
 
   --  expectations with respect to our growing, production and supply chain 
      capacities; 
 
   --  expectations regarding the resolution of litigation and other legal and 
      regulatory proceedings, reviews and investigations; 
 
   --  expectations with respect to future production costs; 
 
   --  the effects of tariffs and related regulatory measures, the levels of 
      inflation, interest rates and trade policy and risks relating to the 
      evolving regulatory landscape in the United States, on our costs and our 
      margins; 
 
   --  the effects of the conflict in the Middle East and its impact on global 
      commerce and shipping supply chains and potential shipping delays; 
 
   --  expectations with respect to future sales and distribution channels and 
      networks; 
 
   --  the expected methods to be used to distribute and sell our products; 
 
   --  our future product offerings; 
 
   --  the anticipated future gross margins of our operations; 
 
   --  accounting standards and estimates; 
 
   --  expectations regarding our distribution network; 
 
   --  expectations regarding the costs and benefits associated with our 
      contracts and agreements with third parties, including under our 
      third-party supply and manufacturing agreements; 
 
   --  our ability to comply with the listing requirements of the Nasdaq Stock 
      Market LLC and the Toronto Stock Exchange; and 
 
   --  expectations on price changes for products in cannabis markets. 

Certain of the forward-looking statements contained herein concerning the industries in which we conduct our business are based on estimates prepared by us using data from publicly available governmental sources, market research, industry analysis and on assumptions based on data and knowledge of these industries, which we believe to be reasonable. However, although generally indicative of relative market positions, market shares and performance characteristics, such data is inherently imprecise. The industries in which we conduct our business involve risks and uncertainties that are subject to change based on various factors, which are described further below.

The forward-looking statements contained herein are based upon certain material assumptions , including: (i) management's perceptions of historical trends, current conditions and expected future developments; (ii) our ability to generate cash flow from operations; (iii) general economic, financial market, regulatory and political conditions in which we operate; (iv) the production and manufacturing capabilities and output from our facilities, strategic alliances and equity investments; (v) consumer interest in our products; (vi) competition; (vii) anticipated and unanticipated costs; (viii) government regulation of our activities and products including but not limited to the areas of taxation and environmental protection; (ix) the timely receipt of any required regulatory authorizations, approvals, consents, permits and/or licenses; (x) our ability to obtain qualified staff, equipment and services in a timely and cost-efficient manner; (xi) our ability to conduct operations in a safe, efficient and effective manner; (xii) our ability to realize anticipated benefits, synergies or generate revenue, profits or value from our recent acquisitions into our existing operations; and (xiii) other considerations that management believes to be appropriate in the circumstances. While our management considers these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct. Financial outlooks, as with forward-looking statements generally, are, without limitation, based on the assumptions and subject to various risks as set out herein. Our actual financial position and results of operations may differ materially from management's current expectations.

By their nature, forward-looking statements are subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the forward-looking statements in this press release and other reports we file with, or furnish to, the SEC and other regulatory agencies and made by our directors, officers, other employees and other persons authorized to speak on our behalf. Such factors include, without limitation, risks related to our ability to remediate the material weakness identified in our internal control over financial reporting as of March 31, 2026, or inability to otherwise maintain an effective system of internal control; the risk that the restatement of certain of our prior financial statements could negatively affect investor confidence and raise reputation risks; our limited operating history; risks that we may be required to write down intangible assets, including goodwill, due to impairment; the adequacy of our capital resources and liquidity, including but not limited to, availability of sufficient cash flow to execute our business plan (either within the expected timeframe or at all); the diversion of management time on matters related to Canopy USA; the risks that the Trust's future ownership interest in Canopy USA is not quantifiable, and the Trust may have significant ownership and influence over Canopy USA; the risks in the event that Acreage Holdings, Inc. and Wana cannot satisfy their debt obligations as they become due; volatility in and/or degradation of general economic, market, industry or business conditions; risks relating to the overall macroeconomic environment, which may impact customer spending, our costs and our margins, including tariffs (and related retaliatory measures), the levels of inflation, interest rates and trade policy; risks relating to the evolving regulatory landscape in the United States; risks relating to our current and future operations in emerging markets; compliance with applicable environmental, economic, health and safety, energy and other policies and regulations and in particular health concerns with respect to vaping and the use of cannabis products in vaping devices; risks and uncertainty regarding future product development; changes in regulatory requirements in relation to our business and products; our reliance on licenses issued by and contractual arrangements with various federal, state and provincial governmental authorities; inherent uncertainty associated with projections; future levels of revenues and the impact of increasing levels of competition; third-party manufacturing risks; third-party transportation risks; our exposure to risks related to an agricultural business, including wholesale price volatility and variable product quality; changes in laws, regulations and guidelines and our compliance with such laws, regulations and guidelines; risks relating to inventory write downs; risks relating to our ability to refinance debt as and when required on terms favorable to us and to comply with covenants contained in our debt facilities and debt instruments; risks associated with jointly owned investments; our ability to manage disruptions in credit markets or changes to our credit ratings; the success or timing of completion of ongoing or anticipated capital or maintenance projects; risks related to the integration of acquired businesses; the timing and manner of the legalization of cannabis in the United States; business strategies, growth opportunities and expected investment; counterparty risks and liquidity risks that may impact our ability to obtain loans and other credit facilities on favorable terms; the

potential effects of judicial, regulatory or other proceedings, litigation or threatened litigation or proceedings, or reviews or investigations, on our business, financial condition, results of operations and cash flows; risks associated with divestment and restructuring; the anticipated effects of actions of third parties such as competitors, activist investors or federal, state, provincial, territorial or local regulatory authorities, self-regulatory organizations, plaintiffs in litigation or persons threatening litigation; consumer demand for cannabis products; the implementation and effectiveness of key personnel changes; risks related to stock exchange restrictions; risks related to the protection and enforcement of our intellectual property rights; the risks related to our exchangeable shares (the "Exchangeable Shares") having different rights from Canopy Shares and there may never be a trading market for the Exchangeable Shares; future levels of capital, environmental or maintenance expenditures, general and administrative and other expenses; risks related to finalization of the consideration payable by us for the acquisition by Canopy USA of the remaining interests in Jetty; and the factors discussed under the heading "Risk Factors" in the Form 10-K. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements.

Forward-looking statements are provided for the purposes of assisting the reader in understanding our financial performance, financial position and cash flows as of and for periods ended on certain dates and to present information about management's current expectations and plans relating to the future, and the reader is cautioned that the forward-looking statements may not be appropriate for any other purpose. While we believe that the assumptions and expectations reflected in the forward-looking statements are reasonable based on information currently available to management, there is no assurance that such assumptions and expectations will prove to have been correct. Forward-looking statements are made as of the date they are made and are based on the beliefs, estimates, expectations and opinions of management on that date. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, estimates or opinions, future events or results or otherwise or to explain any material difference between subsequent actual events and such forward-looking statements, except as required by law. The forward-looking statements contained in this press release and other reports we file with, or furnish to, the SEC and other regulatory agencies and made by our directors, officers, other employees and other persons authorized to speak on our behalf are expressly qualified in their entirety by these cautionary statements.

 
Schedule 1 
CANOPY GROWTH CORPORATION CONSOLIDATED BALANCE SHEETS (in thousands 
 of Canadian dollars, except number of shares and per share data, 
                            unaudited) 
                                      March 31,        March 31, 
                                         2026             2025 
                                     ------------   --------------- 
                                                     (As Restated) 
                              ASSETS 
Current assets: 
   Cash and cash equivalents         $    364,683   $       113,811 
   Short-term investments                       -            17,656 
   Restricted short-term 
    investments                             5,046             6,410 
   Amounts receivable, net                 36,289            52,780 
   Inventory                              110,513            96,373 
   Prepaid expenses and other 
    assets                                 12,935             7,544 
                                      -----------       ----------- 
Total current assets                      529,466           294,574 
Other investments                         108,010           179,977 
Property, plant and equipment             316,494           293,523 
Intangible assets                          92,411            87,200 
Goodwill                                   55,685            46,042 
Other assets                               16,666            16,385 
                                      -----------       ----------- 
   Total assets                      $  1,118,732   $       917,701 
                                      ===========       =========== 
 
               LIABILITIES AND SHAREHOLDERS' EQUITY 
Current liabilities: 
   Accounts payable                  $     34,817   $        26,099 
   Other accrued expenses and 
    liabilities                            42,999            38,613 
   Current portion of long-term 
    debt                                   16,237             4,258 
   Warrant derivative liability            27,522             8,647 
   Other liabilities                       36,868            25,434 
                                      -----------       ----------- 
Total current liabilities                 158,443           103,051 
Long-term debt                            217,123           299,811 
Deferred income tax liabilities             8,199                 - 
Other liabilities                          37,373            36,273 
                                      -----------       ----------- 
   Total liabilities                      421,138           439,135 
                                      -----------       ----------- 
Commitments and contingencies 
Canopy Growth Corporation 
shareholders' equity: 
   Share capital 
     Common shares - $nil par 
      value; Authorized - 
      unlimited; Issued and 
      outstanding - 422,068,225 
      shares and 183,865,295 
      shares, respectively. 
     Exchangeable shares - $nil par 
      value; Authorized - 
      unlimited; Issued and 
      outstanding - 26,261,474 
      shares and 26,261,474 shares, 
      respectively.                     9,233,577         8,782,405 
   Additional paid-in capital           2,591,714         2,570,945 
   Accumulated other comprehensive 
    income                                 10,530               535 
   Deficit                            (11,138,227)      (10,875,319) 
                                      -----------       ----------- 
   Total shareholders' equity             697,594           478,566 
                                      -----------       ----------- 
   Total liabilities and 
    shareholders' equity             $  1,118,732   $       917,701 
                                      ===========       =========== 
 
 
 
   Schedule 2 
  CANOPY GROWTH CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands of 
      Canadian dollars, except number of shares and per share data, unaudited) 
 
                      Three months ended March 31,        Years ended March 31, 
                     ------------------------------   ------------------------------ 
                         2026            2025             2026            2025 
                     ------------   ---------------   ------------   --------------- 
                                     (As Restated)                    (As Restated) 
Revenue              $     84,690   $        77,984   $    346,827   $       313,969 
Excise taxes               13,445            12,953         62,224            44,974 
                      -----------       -----------    -----------       ----------- 
   Net revenue             71,245            65,031        284,603           268,995 
Cost of goods sold         62,984            54,487        214,933           189,484 
                      -----------       -----------    -----------       ----------- 
   Gross margin             8,261            10,544         69,670            79,511 
Operating expenses 
   Selling, general 
    and 
    administrative 
    expenses               41,143            38,452        159,984           169,626 
   Share-based 
    compensation            1,468           (18,736)         4,266            (4,205) 
   Loss on asset 
    impairment and 
    restructuring          61,441             9,098         67,079            31,233 
                      -----------       -----------    -----------       ----------- 
      Total 
       operating 
       expenses           104,052            28,814        231,329           196,654 
                      -----------       -----------    -----------       ----------- 
Operating loss from 
 continuing 
 operations               (95,791)          (18,270)      (161,659)         (117,143) 
   Other income 
    (expense), net        (59,783)         (178,071)      (101,226)         (390,617) 
                      -----------       -----------    -----------       ----------- 
Loss from 
 continuing 
 operations before 
 income taxes            (155,574)         (196,341)      (262,885)         (507,760) 
   Income tax 
    (recovery) 
    expense                   850              (329)           (23)           (7,141) 
                      -----------       -----------    -----------       ----------- 
Net loss from 
 continuing 
 operations              (154,724)         (196,670)      (262,908)         (514,901) 
Discontinued 
 operations, net of 
 income tax                     -               713              -             6,023 
                      -----------       -----------    -----------       ----------- 
Net loss 
 attributable to 
 Canopy Growth 
 Corporation         $   (154,724)  $      (195,957)  $   (262,908)  $      (508,878) 
                      ===========       ===========    ===========       =========== 
 
Basic and diluted 
loss per share 
  Continuing 
   operations        $      (0.40)  $         (1.27)  $      (0.88)  $         (4.79) 
  Discontinued 
   operations                   -                 -              -              0.06 
                      -----------       -----------    -----------       ----------- 
Basic and diluted 
 loss per share      $      (0.40)  $         (1.27)  $      (0.88)  $         (4.73) 
                      ===========       ===========    ===========       =========== 
Basic and diluted 
 weighted average 
 common shares 
 outstanding          384,988,024       154,551,440    298,043,044       107,553,729 
 
 
 
Schedule 3 
                      CANOPY GROWTH CORPORATION 
                CONSOLIDATED STATEMENTS OF CASH FLOWS 
            (in thousands of Canadian dollars, unaudited) 
                                           Years ended March 31, 
                                      ------------------------------- 
                                          2026             2025 
                                      -------------   --------------- 
                                                       (As Restated) 
Cash flows from operating 
activities: 
   Net loss                           $    (262,908)  $      (508,878) 
   Gain (loss) from discontinued 
    operations, net of income tax                 -             6,023 
                                          ---------       ----------- 
   Net loss from continuing 
    operations                             (262,908)         (514,901) 
   Adjustments to reconcile net 
   loss to net cash used in 
   operating activities: 
      Depreciation of property, 
       plant and equipment                   19,026            21,522 
      Amortization of intangible 
       assets                                17,447            21,596 
      Share-based compensation                4,266            (4,205) 
      Loss on asset impairment and 
       restructuring                         58,055            20,285 
      Income tax expense                         23             7,141 
      Non-cash fair value 
       adjustments and charges 
       related to settlement of 
       long-term debt                        72,907           324,175 
      Change in operating assets 
      and liabilities, net of 
      effects from purchases of 
      businesses: 
          Amounts receivable                 25,685            (4,485) 
          Inventory                           3,710           (17,715) 
          Prepaid expenses and other 
           assets                            (4,367)            5,719 
          Accounts payable and 
           accrued liabilities               (4,353)          (15,484) 
      Other, including non-cash 
       foreign currency                       6,703            (9,398) 
                                          ---------       ----------- 
Net cash used in operating 
 activities                                 (63,806)         (165,750) 
                                          ---------       ----------- 
Cash flows from investing 
activities: 
   Purchases of and deposits on 
    property, plant and equipment            (5,333)          (10,813) 
   Purchases of intangible assets              (620)             (467) 
   Proceeds on sale of property, 
    plant and equipment                           5             4,932 
   Redemption of short-term 
    investments                              19,001            16,428 
   Net cash outflow on sale or 
    deconsolidation of subsidiaries               -            (6,968) 
   Net cash outflow on acquisition 
    of subsidiaries                         (41,536)                - 
   Net cash inflow on loan 
    receivable                                  153            30,308 
   Investment in other financial 
    assets                                        -           (95,335) 
   Other investing activities                 6,981                 - 
                                          ---------       ----------- 
Net cash provided by (used in) 
 investing activities - continuing 
 operations                                 (21,349)          (61,915) 
Net cash provided by investing 
 activities - discontinued 
 operations                                       -            14,127 
                                          ---------       ----------- 
Net cash provided by (used in) 
 investing activities                       (21,349)          (47,788) 
                                          ---------       ----------- 
Cash flows from financing 
activities: 
   Proceeds from issuance of common 
    shares and warrants                     374,171           385,391 
   Proceeds from exercise of stock 
    options                                       -               112 
   Proceeds from exercise of 
    warrants                                      -             8,454 
   Issuance of long-term debt and 
    convertible debentures                  207,990            68,255 
   Repayment of long-term debt             (221,508)         (289,031) 
   Debt issuance and extinguishment 
    costs                                   (11,039)             (791) 
   Other financing activities               (17,205)          (23,730) 
                                          ---------       ----------- 
Net cash provided by (used in) 
 financing activities                       332,409           148,660 
                                          ---------       ----------- 
Effect of exchange rate changes on 
 cash and cash equivalents                    3,618             8,389 
                                          ---------       ----------- 
   Net increase/(decrease) in cash 
    and cash equivalents                    250,872           (56,489) 
   Cash and cash equivalents, 
    beginning of period                     113,811           170,300 
                                          ---------       ----------- 
Cash and cash equivalents, end of 
 period                               $     364,683   $       113,811 
                                          =========       =========== 
 
 
 
Schedule 4 - 
 Segment Net 
 Revenue 
                     Three months 
Net Revenue        ended March 31, 
                   ---------------- 
(in thousands of 
Canadian 
dollars)            2026     2025    $ Change    % Change 
                   -------  -------  ---------   -------- 
Cannabis 
  Canadian 
   adult-use 
   cannabis(1)     $20,584  $20,404  $     180          1% 
  Canadian 
   medical 
   cannabis(2)      25,280   19,973      5,307         27% 
  International 
   markets 
   cannabis(3)       8,599    5,131      3,468         68% 
                    ------   ------   --------   -------- 
                   $54,463  $45,508  $   8,955         20% 
                    ------   ------   --------   -------- 
 
Storz & Bickel     $16,782  $19,523  $  (2,741)       (14%) 
                    ------   ------   --------   -------- 
 
Net revenue        $71,245  $65,031  $   6,214         10% 
                    ======   ======   ========   ======== 
(1) Includes excise taxes of $10,616 and other revenue 
 adjustments, representing our determination of returns 
 and pricing adjustments, of $2,675 for the three months 
 ended March 31, 2026 (three months ended March 31, 2025 
 - excise taxes of $10,687 and other revenue adjustments 
 of $742). 
(2) Includes excise taxes of $2,829 for the three months 
 ended March 31, 2026 (three months ended March 31, 2025 
 - $2,266). 
(3) Reflects other revenue adjustments of -$70 for the 
 three months ended March 31, 2026 (three months ended 
 March 31, 2025 - $50). 
 
 
                    Year ended March 
Net Revenue               31, 
                   ------------------ 
(in thousands of 
Canadian 
dollars)             2026      2025    $ Change    % Change 
                   --------  --------  ---------   -------- 
Cannabis 
  Canadian 
   adult-use 
   cannabis(1)     $ 94,472  $ 78,828  $  15,644         20% 
  Canadian 
   medical 
   cannabis(2)       90,818    77,032     13,786         18% 
  International 
   markets 
   cannabis(3)       28,654    30,866     (2,212)        (7%) 
                    -------   -------   --------   -------- 
                   $213,944  $186,726  $  27,218         15% 
                    -------   -------   --------   -------- 
 
Storz & Bickel     $ 70,659  $ 82,269  $ (11,610)       (14%) 
                    -------   -------   --------   -------- 
 
Net revenue        $284,603  $268,995  $  15,608          6% 
                    =======   =======   ========   ======== 
(1) Reflects excise taxes of $51,856 and other revenue 
 adjustments, representing our determination of returns and 
 pricing adjustments, of $3,885 for the year ended March 
 31, 2026 (year ended March 31, 2025 - excise taxes of 
 $36,442 and other revenue adjustments of $4,166). 
(2) Reflects excise taxes of $10,368 for the year ended 
 March 31, 2026 (year ended March 31, 2025 - $8,532). 
(3) Reflects other revenue adjustments of $1,222 for the 
 year ended March 31, 2026 (year ended March 31, 2025 - 
 $100). 
 
 
 
Schedule 5 - Consolidated Gross 
 Margin and Adjusted Gross 
 Margin 
                                     Three months ended March 31, 
                                  ---------------------------------- 
(in thousands of Canadian 
dollars except where indicated; 
unaudited)                             2026                 2025 
                                  ---------------        ----------- 
Net revenue                       $        71,245        $    65,031 
                                      ===========         ========== 
Gross margin, as reported                   8,261             10,544 
                                      ===========         ========== 
Gross margin percentage, as 
 reported                                      12%                16% 
                                      ===========   ===   ========== 
Adjustments to gross margin: 
  Acquisition related 
   restructuring and other 
   inventory write-downs                    9,878              1,991 
  Charges related to the 
   flow-through of inventory 
   step-up on business 
   combinations                               849                  - 
                                      -----------         ---------- 
Adjusted gross margin(1)          $        18,988        $    12,535 
                                      ===========         ========== 
Adjusted gross margin 
 percentage(1)                                 27%                19% 
                                      ===========   ===   ========== 
(1) Adjusted gross margin and adjusted gross margin percentage are 
 non-GAAP measures. See "Non-GAAP Measures". 
 
 
                                            Years ended March 31, 
                                         --------------------------- 
(in thousands of Canadian dollars 
except where indicated; unaudited)           2026            2025 
                                         ------------      --------- 
Net revenue                              $    284,603      $ 268,995 
                                             ========       ======== 
Gross margin, as reported                      69,670         79,511 
                                             ========       ======== 
Gross margin percentage, as reported               24%            30% 
                                             ========       ======== 
Adjustments to gross margin: 
  Acquisition related restructuring and 
   other inventory write-downs                  9,878          1,991 
  Charges related to the flow-through 
   of inventory step-up on business 
   combinations                                   849              - 
                                             --------       -------- 
Adjusted gross margin(1)                 $     80,397      $  81,502 
                                             ========       ======== 
Adjusted gross margin percentage(1)                28%            30% 
                                             ========       ======== 
(1) Adjusted gross margin and adjusted gross margin percentage are 
 non-GAAP measures. See "Non-GAAP Measures". 
 
 
 
Schedule 6 - Gross Margin and 
 Adjusted Gross Margin by 
 Segment 
                                     Three months ended March 31, 
                                  ---------------------------------- 
(in thousands of Canadian 
dollars except where indicated; 
unaudited)                             2026                 2025 
                                  ---------------        ----------- 
Cannabis segment 
Net revenue                       $        54,463        $    45,508 
                                      ===========         ========== 
Gross margin, as reported                   3,652              3,467 
                                      ===========         ========== 
Gross margin percentage, as 
 reported                                       7%                 8% 
                                      ===========   ===   ========== 
Adjustments to gross margin: 
  Acquisition related 
   restructuring and other 
   inventory write-downs                    9,878              1,991 
  Charges related to the 
   flow-through of inventory 
   step-up on business 
   combinations                               849                  - 
                                      -----------         ---------- 
Adjusted gross margin(1)          $        14,379        $     5,458 
                                      ===========         ========== 
Adjusted gross margin 
 percentage(1)                                 26%                12% 
                                      ===========   ===   ========== 
 
Storz & Bickel segment 
Revenue                           $        16,782        $    19,523 
                                      ===========         ========== 
Gross margin, as reported                   4,609              7,077 
                                      ===========         ========== 
Gross margin percentage, as 
 reported                                      27%                36% 
                                      ===========   ===   ========== 
(1) Adjusted gross margin and adjusted gross margin percentage are 
 non-GAAP measures. See "Non-GAAP Measures". 
 
 
                                             Year ended March 31, 
                                          -------------------------- 
(in thousands of Canadian dollars except 
where indicated; unaudited)                   2026            2025 
                                          ------------      -------- 
Cannabis segment 
Net revenue                               $    213,944      $186,726 
                                              ========       ======= 
Gross margin, as reported                       46,092        48,995 
                                              ========       ======= 
Gross margin percentage, as reported                22%           26% 
                                              ========       ======= 
Adjustments to gross margin: 
  Acquisition related restructuring and 
   other inventory write-downs                   9,878         1,991 
  Charges related to the flow-through of 
   inventory step-up on business 
   combinations                                    849             - 
                                              --------       ------- 
Adjusted gross margin(1)                  $     56,819      $ 50,986 
                                              ========       ======= 
Adjusted gross margin percentage(1)                 27%           27% 
                                              ========       ======= 
 
Storz & Bickel segment 
Revenue                                   $     70,659      $ 82,269 
                                              ========       ======= 
Gross margin, as reported                       23,578        30,516 
                                              ========       ======= 
Gross margin percentage, as reported                33%           37% 
                                              ========       ======= 
(1) Adjusted gross margin and adjusted gross margin percentage are 
 non-GAAP measures. See "Non-GAAP Measures". 
 
 
 
Schedule 7 - Adjusted EBITDA 
                                      Three months ended March 31, 
                                  ------------------------------------- 
(in thousands of Canadian 
dollars, unaudited)                     2026                 2025 
                                  ----------------      --------------- 
                                                         (As Restated) 
Net loss from continuing 
 operations                       $       (154,724)     $      (196,670) 
  Income tax expense                          (850)                 329 
  Other (income) expense, net               59,783              178,071 
  Share-based compensation                   1,468              (18,736) 
  Acquisition, divestiture, and 
   other costs(1)                            7,168                5,202 
  Depreciation and amortization              8,653               11,467 
  Loss on asset impairment and 
   restructuring                            61,441                9,098 
  Acquisition related 
   restructuring and other 
   inventory write-downs                     9,878                1,991 
  Charges related to the 
   flow-through of inventory 
   step-up on business 
   combinations                                849                    - 
                                      ------------          ----------- 
Adjusted EBITDA(2)                $         (6,334)     $        (9,248) 
                                      ============          =========== 
(1) Acquisition, divestiture, and other costs include discrete 
 transaction and litigation costs. 
(2) Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP Measures". 
 
 
                                           Years ended March 31, 
                                      ------------------------------- 
(in thousands of Canadian dollars, 
unaudited)                                2026             2025 
                                      -------------   --------------- 
                                                       (As Restated) 
Net loss from continuing operations   $    (262,908)  $      (514,901) 
  Income tax expense                             23             7,141 
  Other (income) expense, net               101,226           390,617 
  Share-based compensation                    4,266            (4,205) 
  Acquisition, divestiture, and 
   other costs(1)                            22,944            21,502 
  Depreciation and amortization              36,473            43,118 
  Loss on asset impairment and 
   restructuring                             67,079            31,233 
  Acquisition related restructuring 
   and other inventory write-downs            9,878             1,991 
  Charges related to the 
   flow-through of inventory step-up 
   on business combinations                     849                 - 
                                          ---------       ----------- 
Adjusted EBITDA(2)                    $     (20,170)  $       (23,504) 
                                          =========       =========== 
(1) Acquisition, divestiture, and other costs include discrete 
 transaction and litigation costs. 
(2) Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP Measures". 
 
 
 
Schedule 8 - Free Cash Flow 
 
Free Cash Flow(1) Reconciliation 
(Non-GAAP Measure) 
                                      Three months ended March 31, 
                                   ---------------------------------- 
(in thousands of Canadian 
dollars, unaudited)                      2026                2025 
                                   ----------------      ------------ 
Net cash used in operating 
 activities - continuing 
 operations                        $        (18,254)     $    (33,152) 
Purchases of and deposits on 
 property, plant and equipment - 
 continuing operations                       (1,000)           (3,089) 
                                       ------------       ----------- 
Free cash flow(1) - continuing 
 operations                        $        (19,254)     $    (36,241) 
                                       ============       =========== 
(1) Free cash flow is a non-GAAP measure. See "Non-GAAP Measures". 
 
 

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