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Canopy Growth Recapitalizes Balance Sheet – New Cannabis Ventures

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Canopy Growth Recapitalizes Balance Sheet – New Cannabis Ventures

Canopy Growth Announces Strategic Recapitalization Transactions That Significantly Strengthen Balance Sheet to Support Growth Strategy

Refinancing in 2027 The loan and exchange is due in 2029. redeemable convertible bonds, extending the maturity dates of all outstanding debts until 2031. beginning of January while expanding the liquidity profile.

SMITHS FALLS, ON. January 8, 2026 — Canopy Growth Corporation (“Canopy Growth” or the “Company”) (TSX: WEED) (Nasdaq: CGC), a leading global cannabis company dedicated to unleashing the life-enhancing power of hemp, today announced that the Company has entered into a series of transactions to recapitalize its balance sheet and extend maturity through January 13. Upon completion of these Transactions (as defined below), Canopy Growth is expected to have approximately C$425 million in cash, providing additional flexibility to support the Company’s long-term priorities.

“Today, Canopy Growth is moving forward from a strong position supported by a strong balance sheet, enhanced liquidity, extended debt maturities and clear strategic direction,” said Tom Stewart, Canopy Growth’s Chief Financial Officer. “We have created a financial runway through 2031, which allows us to take advantage of growth opportunities based on the momentum of our previously announced acquisition of MTL Cannabis Corp.”

“As we continue to execute on our strategy focused on disciplined growth, operational excellence and financial stewardship, these Transactions enable the strategic expansion needed to strengthen Canopy Growth’s leadership position, support growing demand in the European medical market, and drive our path to sustainable Adjusted EBITDA profitability,” said Chicrowef Excrowef Growth’s office.

Term loan transaction

Pursuant to the terms of the Term Loan Agreement (the “Loan Agreement”), the Company will receive US$150 million in net proceeds (the “Term Loan”) in connection with the Loan Agreement (the “Loan Transaction”) from a group of lenders led by JGB Management Inc. (the “Lenders”), with the Term Loan repayable between January 20 and G33. Term Loan to (i) repay its existing senior secured debt in a principal amount of approximately $101 million due in September 2027; (ii) for working capital and general corporate purposes; and (iii) finance any potential future acquisitions.

The Term Loan will bear an annual interest rate equal to the applicable Term SOFR Rate (minimum 3.25%) plus 6.25%, representing a reduction in the Company’s cash interest rate compared to its current existing senior secured debt.

Exchange of convertible bonds

Concurrent with the execution of the Credit Agreement, Canopy Growth also entered into an exchange agreement (the “Exchange Agreement”) with one institutional investor (the “Investor”) pursuant to which Canopy Growth will exchange approximately C$96.4 million of existing convertible notes due May 2029 (the “2029 Transaction” and, together with the Credit Transaction, the “Transactions”), which includes: (b) C$10.5 million in cash; c) 9,493,670 common shares of the Company (“Common Shares”). and (d) warrants to purchase 12,731,481 common shares of the Company (the “Investor Warrants”). The notes will bear interest at 7.50% per annum, payable semi-annually in cash, and may be converted into common stock at the option of the holder at a conversion price equal to C$1.83 per common share.

The transactions are expected to close on or about January 8, 2026 (the “Closing Date”), subject to customary closing conditions.

Additional transaction details

The aggregate principal amount of the term loan is approximately $162 million, reflecting the original issue discount. Interest on the term loan will be paid in monthly installments in cash. After the first anniversary of the first interest payment date, each Lender shall have the option to require the borrowers to pay such Lender’s pro rata share of up to $3 million of principal after each payment date of one calendar month. Prepayments and repayments of the Term Loan are subject to (i) interest equal to 12 monthly interest payments less interest payments made by the borrowers up to the date of such prepayment for prepayments or repayments made during the first year of the Term Loan, and (ii) an exit fee of approximately $5 million. Credit, only a pro rata portion of such exit fee will be payable at the time of each such partial payment. The Term Loan and the obligations under the Credit Agreement and other related credit documents will be secured by substantially all of the assets of the Company and each of its Material Subsidiaries.

The credit agreement also includes certain prepayments, a minimum of $90 million in cash or principal amount of the term loan, and various other covenants, guarantees, covenants and conditions customary for such financings.

In connection with the Credit Agreement, on the Closing Date, the Company will issue warrants to the Lenders to purchase 18,705,577 common shares of the Company (the “Loan Warrants”). Each Loan Warrant will entitle the holder to acquire one Common Share at an exercise price of $1.30 per Common Share for a period of five years from the Closing Date. Pursuant to the Exchange Transaction, each Investor Warrant will entitle the holder to acquire one Common Share at an exercise price of C$2.16 per Common Share for a period of five years from the Closing Date.

On the Closing Date, the Company will enter into registration rights agreements with the Investor and the Lenders, respectively, pursuant to which the Company will agree to file registration statements with the U.S. Securities and Exchange Commission (“SEC”) that will include the resale of the Common Shares issued to the Investor in the Exchange Transaction, as well as the Deben the Investor Common Shares and the Common Shares underlying them. Warranties, as applicable.

This news release shall not constitute an offer to sell or an offer to buy such securities, nor shall there be a sale of such securities in any state or other jurisdiction where such offer, solicitation or sale would be illegal pending registration or qualification under the securities laws of such state or other jurisdiction.

Canaccord Genuity Corp. acted as exclusive financial advisor and Cassels Brock & Blackwell LLP acted as Canadian advisor to Canopy Growth in connection with the transactions. Goodwin Procter LLP and Paul Hastings LLP acted as US counsel to Canopy Growth in connection with the Credit Transaction and the Exchange Transaction, respectively. Haynes and Boone, LLP and Stikeman Elliott LLP acted as counsel to JGB Management Inc. in connection with the Credit Transaction.

About the growth of canopies

Canopy Growth is a leading global cannabis company dedicated to bringing the power of hemp to life.

Through an unwavering commitment to consumers, Canopy Growth delivers innovative products from owned and licensed brands including Tweed, 7ACRES, DOJA, Deep Space and Claybourne, as well as category vaporizers by Storz & Bickel. In addition, Canopy Growth serves medical cannabis patients worldwide, with major operations in Canada, Europe and Australia.

Canopy Growth has also built a comprehensive ecosystem to realize the opportunities presented by the US THC market through the unconsolidated, non-controlling interests of Canopy USA, LLC (“Canopy USA”). Canopy USA’s portfolio includes ownership of Acreage Holdings, Inc., a vertically integrated multipurpose hemp operator operating in the Northeast and Midwest US, as well as the owner of Wana Wellness, LLC, The Cima Group, LLC and Mountain High Products, LLC, a leading North American edible brand majority owned by Lemurian. hemp extracts and pure vape technology.

At Canopy Growth, we’re building a future where cannabis is embraced for its potential to enhance well-being and improve lives. With high-quality products, a commitment to responsible use, and a focus on improving the communities where we live and work, we’re paving the way for all that hemp has to offer.

For more information, visit www.canopygrowth.com.

Original press release

Published by NCV Newswire

NCV Newswire

New Cannabis Ventures’ NCV Newswire aims to gather high-quality content and information about leading cannabis companies to help our readers filter through the noise and stay on top of the most important cannabis business news. The NCV Newswire is edited by an editor and is not, however, automated. Got a secret news tip? Get in touch.

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Canadian Cannabis News

Tilray Brands Reports Q2 Cannabis Revenue Grew 5% – New Cannabis Ventures

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Tilray Cannabis Sales Fall 5% Sequentially in Q1 – New Cannabis Ventures

Tilray Brands Delivers Record Q2 FY2026 Net Income of $218 Million, Moves to Net Cash Position and Reaffirms Full-Year Adjusted EBITDA Guidance.
  • International Medical Cannabis Revenue Increases 36%; Cannabis income by Canadian adults increased by 6%
  • Tilray Pharma achieves record quarterly revenue
  • US Federal Cannabis Reregulation Expected to Open New Market Opportunity for Tilray’s Medical Expansion in the US
  • Strong financial position with $292 million in cash and marketable securities¹ and ~$30 million in 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, a leader in the cannabis, beverage and health industries, today reported financial results for its second fiscal quarter ended November 30, 2025.

Irwin D. Simon, Chairman and Chief Executive Officer, commented: “We delivered another record quarter with net revenue of $218 million driven by orderly execution across our diversified portfolio spanning the cannabis, beverage, health and distribution industries. Our business model supports our scalability, market value creation, adaptability as well as long-term performance. Strengthening our core operations The quarter ended with a strong balance sheet and strong liquidity, underscoring our prudent financial management and giving us the flexibility to make selective investments in strategic growth initiatives.

Mr. Simon continued. “We believe federal realignment will mark an important step forward for medical cannabis in the United States, paving the way for more research, broader physician involvement, and better patient access. Tilray has invested over the years in developing the infrastructure, expertise and discipline necessary to operate successfully in the highly regulated medical markets. With a key role in building a responsible, research-oriented national medical cannabis industry with the team and platform already in place with Tilray Medical US, we intend to leverage the infrastructure, expertise and knowledge developed with Tilray Medical’s expected $150 million medical cannabis business and our new $300 million Tilray Pharma medical distribution platform. trials and partnerships for product development”.

_________________________
¹Cash and marketable securities and net (borrowed) cash are non-GAAP financial measures. See “Use of Non-GAAP Measures” below for further discussion of these non-GAAP measures and a reconciliation of this non-GAAP measure to our most comparable GAAP measure.

Financial milestones
All comparisons with the previous year period

  • Net income rose 3% in the second quarter to $217.5 million from $211.0 million.
  • Gross profit in the second quarter was 57.5 million dollars, against 61.2 million dollars.
  • Gross margin was 26% in the second quarter, up from 29%.
  • Cannabis net revenue increased 3% to $67.5 million in the second quarter, compared to $65.7 million, driven by 36% growth in international cannabis and 6% growth in Canadian adult cannabis, offset by a lower presence of Canadian bulk cannabis in anticipation of deployment in international markets.
    • Cannabis’ gross profit rose to $26.1 million in the second quarter, up from $23.2 million.
    • In the second quarter, hemp gross margin increased to 39% from 35%.
  • Beverage net revenue in the second quarter was $50.1 million, compared to $63.1 million.
    • Beverages gross profit in the second quarter was $15.7 million, compared to $25.2 million.
    • Beverages gross margin was 31% in the second quarter, up from 40%.
  • Wellness net income was flat at $14.6 million in the second quarter.
    • Wellness’s gross profit rose to $4.6 million in the second quarter from $4.5 million.
    • Health’s gross margin increased to 32% from 31% in the second quarter.
  • Net distribution income, which includes Tilray Pharma, increased to our highest revenue quarter ever to $85.3 million in the second quarter, up from $67.6 million in the second quarter.
    • The distribution’s gross profit increased to $11.0 million in the second quarter, compared to $8.4 million.
    • In the second quarter, gross distribution margin increased to 13% from 12%.
  • Second-quarter net loss improved to $43.5 million from $41.8 million, compared to a net loss of $85.3 million, and second-quarter net loss per share improved to $0 ($0.41) 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 $(0.02) and 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 have been $1.6 million and $0.01.
  • Adjusted EBITDA³ was $8.4 million in the second quarter, compared to $9.0 million.

Cash flows. Cash used in operations improved from $32.2 million to $8.5 million from $40.7 million.

Balance update. In the second quarter, we increased our cash and marketable securities balance to $291.6 million, providing flexibility for strategic opportunities. In addition, we reduced our total outstanding debt by $4.2 million, further strengthening the balance sheet.

Net (debit) Cash position. Our Q1 net debt position of $3.8 million improved sequentially by $31.2 million to a total net cash position of $27.4 million.

Adjusted EBITDA guidance for fiscal 2026 restated to $62 million – $72 million

Original press release

Published by NCV Newswire

NCV Newswire

New Cannabis Ventures’ NCV Newswire aims to gather high-quality content and information about leading cannabis companies to help our readers filter through the noise and stay on top of the most important cannabis business news. The NCV Newswire is edited by an editor and is not, however, automated. Got a secret news tip? Get in touch.

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American Cannabis News

Curaleaf’s Debt Is Now a Short-Term Obligation – New Cannabis Ventures

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The Big MSO to Buy – New Cannabis Ventures

You are reading this week’s edition of New Cannabis Ventures, a weekly magazine we have published since October 2015. The newsletter includes unique insight to help our readers stay ahead of the curve, as well as links to the most important news of the week. We no longer email them like we used to, but post this and all newsletters on our website here.

friends,

I warned about it here four weeks ago Curaleaf is overrated compared to his peers. Shares had closed at $2.44 and immediately more than doubled two weeks later to a high of $5.05 in 12/18 trading, after closing at $4.70 the day before. On December 12, President Trump’s move to issue an Executive Order to regulate hemp fueled this wild price increase.

Although the conclusion of the 12/4 newsletter was very wrong at first, it turned out as I expected in less than a month. Curaleaf garnered just 3.3%, while the other four major MSOs garnered 25.2% to 50.8%. MSOS, which has a lot of Curaleaf in it, scored 27.9%.

Of course, Curaleaf stock has had a fantastic year, up 61.5% in 2025. Since 11/05/24 (election), it’s down 19.2%, the smallest decline of the five largest MSOs. Looking at the action since 4/30/24, the peak of the cannabis sector and the day the DEA said it was moving forward with the reclassification process, it took out the second of the five largest MSOs. Compared to its two peers, which join CURLF and represent 67.8% of MSOS, it fared the worst and performed slightly worse than MSOS’ decline of 58.1%.

Curaleaf has a worse balance sheet than its peers, and the company was unable to refinance its 2026 debt. At the end of the third quarter, Curaleaf had $456.8 million due on 12/15/26, and suggested on the Q2 conference call in August that it would refinance by the end of the year.

I would like to provide an update on our upcoming debt refinancing. Over the past few months, we have partnered with a wide range of investors, including public and private credit funds, as well as regional banks. Initial feedback has been very encouraging, with strong indicative interest and constructive dialogue.

Boris Jordan, President and CEO of Curaleaf

We remain focused on securing the most favorable outcome for Curaleaf consistent with our long-term capital strategy. We are on track to complete the refinancing by the end of the year and are confident that it will increase our financial flexibility and support our growth priorities.

Curaleaf announced a new debt deal in October, increasing its revolving credit facility with Needham Bank by $60 million to $100 million. Its third-quarter SEDAR filings showed cash of $107.5 million and total borrowings of $551 million. The uncertain tax position of 510.7 million dollars is not included in the loans. Taking all its assets and liabilities into account, Curaleaf reported equity of $814.8 million, but intangible assets of $1.03 billion and goodwill of $634.0 million. Taking these into account equity, Curaleaf had tangible equity of -$853.6 million. It’s unclear why Curaleaf hasn’t announced a 2026 extension of this large debt, but perhaps lenders were concerned about the balance sheet. Of course, it may have been refinanced, but it has not been announced yet. Also, maybe the company is waiting because the realignment, if it goes through, will do away with 280E taxation. Investors, however, should be prepared for a decline in the current ratio. At the end of Q3, Curaleaf had current assets of 1.5X current liabilities, but the ratio will be well below 1X in Q4. This may alarm investors.

As I said, maybe they have dealt with the issue of debt and haven’t announced it yet, or maybe they will soon. If the reshuffle doesn’t go through, this could be a big challenge for Curaleaf. Its peers have done a decent job of extending their debt maturities. If Curaleaf cannot find a lender, it may sell shares to raise funds. The company reported 772.2 million shares outstanding in early November, and I estimate 803.1 million shares outstanding on a fully diluted cash basis. If they sold 200 million shares at $2.52, that would pay off the debt and leave the balance sheet in much better shape. The stock is well off its all-time low of $0.68 set earlier this year, and it looks very expensive relative to its peers, currently trading at an enterprise value of 8X forecast 2026 adjusted EBITDA.

I hope the 280E taxation goes away, and this would be great for Curaleaf if it does, but investors should be aware of the potential risks of the stock. Investors looking to buy an MSO have better options than Curaleaf, which is quite risky.

Happy New Year!

Sincerely,

Alan:


New Cannabis Ventures publishes curated articles as well as exclusive news. Here is what we published last week.

Exclusives

Hemp stocks increase in December, but end 2025 and decrease again

Follow Alan for real-time updates X.com:. Share and discover industry news with like-minded people on the largest group of cannabis investors and entrepreneurs LinkedIn:.

View: Public Hemp Company Revenue and Earnings Trackingwhich ranks the highest-earning hemp stocks.

Stay on top of the most important communications from public companies by watching what’s coming cannabis investor calendar.

Alan Brochstein, CFA

Based in Houston, Alan leverages his experience as an online community founder 420 Investorthe first and still the largest due diligence platform focused on publicly traded stocks in the cannabis industry. With his extensive network in the cannabis community, Alan continues to find new ways to connect the industry and facilitate its sustainable growth. time New Cannabis Ventureshe is responsible for content development and strategic alliances. Before turning his attention to the cannabis industry in early 2013, Alan, who began his career on Wall Street in 1986, worked as an independent research analyst with more than two decades of research and portfolio management experience. A prolific writer, with over 650 articles published since 2007 Looking for Alphawhere he has 70,000 followers, Alan is a frequent speaker at industry conferences and frequent source Media including the NY Times, Wall Street Journal, Fox Business and Bloomberg TV. Contact Alan. Twitter: |: Facebook |: LinkedIn: |: El

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aawh

Cannabis Stocks Rally in December But End 2025 Down Yet Again – New Cannabis Ventures

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Cannabis Stocks Rocketed Higher in August – New Cannabis Ventures

Hemp stocks, as measured by the Global Hemp Stock Index, were quite volatile in 2024 and then again in 2025 as well. The index fell 7.5% in December last year to close 15.2% lower for the year, and it was also a poor start to 2025. It hit a new all-time high of 4.97 on the last day of March, before falling back in early April. The index gained 11.5% in April, but ended the second quarter from there, closing at 5.02. Q3 was strong with increases in July and August, and September, which started with a pullback, ended with another increase before pulling back on the last day. The index ended September down just a little, before falling in October and even lower in November. It rose sharply in December, rising 8.4% to 6.59. While stocks rose, 13 of the index’s 28 names declined for the month.

After collapsing 21.8% in late 2024 to 6.88 in Q4, the index fell heavily in Q1 and then marginally in Q2. The global hemp stock index, which now has 28 members, fell 27% year-to-date in June. After a 53.0 percent rally in the third quarter, the index increased by 11.6 percent compared to last year. It fell 14.2% in the 4th quarter and was down 4.2% for the full year.

Since its peak in February 2021, the global hemp stock index is down 92.9% from a closing high of 92.48.

The 3 strongest names in December, each an MSO, are all up more than 58%;

Each of these stocks were significantly up year-over-year, and Q4 earnings were positive for Trulieve.

December’s 3 weakest names are all down more than 8%;

All of these stocks were down year-over-year, and Q4 was brutal for each.

The index has been recalculated as of the close of 12/31/31 and is based on data as of 12/23/23. For Q1, the index will have 27 names, down from 28 names, with three removals and two additions. AFCG, LIEN and SHFS are excluded from the index. Akanda (AKAN) and cbdMD (YCBD) are rejoining the index.

We will summarize the performance of the index again in a month. In April, we historically combined the two articles, and we update here the other indexes that New Cannabis Ventures continues to maintain: the American Cannabis Operator Index, the Ancillary Cannabis Index, and the Canadian Cannabis LP Index.

American Hemp Operator Index

ACOI rallied in December, rising 43.7% to 13.18. It rose 123.6% to 12.99 in the third quarter and ended the year up 57.7% year to date from 8.36. The large AdvisorShares Pure US Cannabis ETF ( MSOS ) was a big laggard, up 23.9%.

December’s strongest stock was Trulieve, which gained 61.2%. The weakest, Curaleaf (OTC: CURLF ) (TSX: CURA ), rose 10.4%.

In January, the index will have eleven members, with the additions of Ascend Wellness (OTC: AAWH ), Grown Rogue (GRUSF ), and Vireo Health (OTC: VREOF ).

Auxiliary cannabis index

Ancillary commodities rose 2.4% in December as the index reached 11.09. The index, which rose 14.5% to 12.72 in the third quarter, fell 12.8% in the fourth quarter. It decreased by 19.5% from 13.77 in 2025.

The strongest performing stock in December was NewLake Capital (OTC: NLCP ), which rose 24.1%. The weakest, Chicago Atlantic Real Estate Finance (NASDAQ: REFI ), fell 3.9%.

In January, the index will have the same eight members and two that are returning: iPower (NASDAQ: IPW ) and Chicago Atlantic BDC (NASDAQ: LIEN ).

Canadian Hemp LP Index

Canadian LPs rose 5.4% in December as the index fell to 59.01. The index, which increased by 78.4% in the third quarter, reaching 73.56. Declined 19.8% in Q4, but rose 17.8% in 2025 from 50.11.

The strongest Canadian LP in December was MTL Cannabis (CSE: MTL ), which jumped 62.5% after receiving a buy order. The weakest performer was Aurora Cannabis, down 10.3%.

In January, the index will have the same thirteen members.

Based in Houston, Alan leverages his experience as an online community founder 420 Investorthe first and still the largest due diligence platform focused on publicly traded stocks in the cannabis industry. With his extensive network in the cannabis community, Alan continues to find new ways to connect the industry and facilitate its sustainable growth. time New Cannabis Ventureshe is responsible for content development and strategic alliances. Before turning his attention to the cannabis industry in early 2013, Alan, who began his career on Wall Street in 1986, worked as an independent research analyst with more than two decades of research and portfolio management experience. A prolific writer, with over 650 articles published since 2007 Looking for Alphawhere he has 70,000 followers, Alan is a frequent speaker at industry conferences and frequent source Media including the NY Times, Wall Street Journal, Fox Business and Bloomberg TV. Contact Alan. Twitter: |: Facebook |: LinkedIn: |: El

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