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TerrAscend Reports First Quarter 2024 Financial Results

TerrAscend
TerrAscend

Net Revenue of $80.6 million, an increase of 16.1% year-over-year

Cash Flow from operations of $13.3 million and Free Cash Flow1 of $10.5 million in the quarter

TORONTO, May 09, 2024 (GLOBE NEWSWIRE) -- TerrAscend Corp. (“TerrAscend” or the “Company”) (TSX: TSND, OTCQX: TSNDF), a leading North American cannabis company, today reported its financial results for the first quarter ended March 31, 2024. All amounts are expressed in U.S. dollars and are prepared under U.S. Generally Accepted Accounting Principles (GAAP), unless indicated otherwise.

The following financial measures are reported as results from continuing operations due to the shutdown of the licensed producer business in Canada, which is reported as discontinued operations through September 30, 2023. All historical periods have been restated accordingly.

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First Quarter 2024 Financial Highlights

  • Net Revenue was $80.6 million, an increase of 16.1% year-over-year.

  • Gross Profit Margin was 48.0%, compared to 48.8% in Q1 2023.

  • Net loss from continuing operations was $14.9 million, compared to a net loss of $19.2 million in Q1 2023.

  • EBITDA from continuing operations1 was $8.7 million, compared to $6.1 million in Q1 2023.

  • Adjusted EBITDA from continuing operations1 was $16.2 million, compared to $12.2 million in Q1 2023, an increase of 33.0% year-over-year.

  • Adjusted EBITDA Margin from continuing operations1 was 20.1%, compared to 17.6% in Q1 2023.

  • Cash flow provided by operating activities from continuing operations was $13.3 million compared to $10.5 million in Q1 2023.

  • Free Cash Flow1 was $10.5 million compared to $8.0 million in Q1 2023.

“For the first quarter, revenue and Adjusted EBITDA increased materially year-over-year and we delivered another quarter of strong positive Free Cash Flow,” stated Jason Wild, Executive Chairman of TerrAscend. “Independent of reform, we enter this exciting stretch with the right team and high-performing assets. There are also multiple catalysts on the horizon that would further amplify our results going forward. In Pennsylvania, adult use appears to be closer than ever given recent legislative activities and comments from the Governor. At the federal level, the recent news around DEA rescheduling is encouraging and, if implemented, would dramatically improve our balance sheet and profitability.   Finally, one of TerrAscend’s major differentiators is our ‘wide open map’. This enables us to strike extremely accretive deals to enter additional attractive states via best in breed operators. We can’t wait to share more details on this front when appropriate.”

Financial Summary Q1 2024 and Comparative Periods
All figures are restated for the Canadian business recorded as discontinued operations through Q3 2023.

(in millions of U.S. Dollars)

 

Q1 2024

 

 

Q1 2023

 

Revenue, net

 

80.6

 

 

69.4

 

Year-over-Year increase

 

16.1

%

 

42.8

%

 

 

 

 

 

 

 

Gross profit

 

38.7

 

 

33.9

 

Gross profit margin

 

48.0

%

 

48.8

%

 

 

 

 

 

 

 

General & Administrative expenses

 

28.0

 

 

27.7

 

Share-based compensation expense (included in G&A expenses above)

 

1.5

 

 

1.7

 

G&A as a % of revenue, net

 

34.7

%

 

39.9

%

 

 

 

 

 

 

 

Net loss from continuing operations

 

(14.9

)

 

(19.2

)

 

 

 

 

 

 

 

EBITDA from continuing operations

 

8.7

 

 

6.1

 

 

 

 

 

 

 

 

Adjusted EBITDA from continuing operations1

 

16.2

 

 

12.2

 

Adjusted EBITDA Margin from continuing operations1

 

20.1

%

 

17.6

%

 

 

 

 

 

 

 

Net cash provided by (used in) operations- continuing operations

 

13.3

 

 

10.5

 

 

 

 

 

 

 

 

Free Cash Flow1

 

10.5

 

 

8.0

 

1 EBITDA from continuing operations, Adjusted EBITDA from continuing operations, Adjusted EBITDA Margin from continuing operations, and Free Cash Flow are non-GAAP measures defined in the section titled “Definition and Reconciliation of Non-GAAP Measures” below and reconciled to the most directly comparable GAAP measure, at the end of this release.

First Quarter 2024 Business and Operational Highlights

  • Seventh consecutive quarter of positive cash flow provided by continuing operations.

  • Paid down $9.8 million in debt.

  • Grew Pennsylvania wholesale sales 80% year-over-year.

  • Michigan achieved 40% gross margin for the second consecutive quarter.

  • Acquired the remaining 50.1% equity in State Flower and three Apothecarium dispensaries in California, all of which were already previously consolidated into financial results.

  • Expanded Valhalla product lineup to include one of the first 100mg edibles in Pennsylvania resulting in Valhalla brand growth of 54% sequentially.

  • Won two Cannademix Community Awards for New Jersey Best Flower and New Jersey Best Extract.

First Quarter 2024 Financial Results
Net revenue for the first quarter of 2024 was $80.6 million as compared to $69.4 million for the first quarter of 2023, representing year-over-year growth of 16.1%. This growth was driven by the acquisition of four dispensaries and commencement of adult-use sales in Maryland, a doubling of the Company’s wholesale business due to increased demand for the Company’s brands across the new store openings in New Jersey, and an 80% increase in Pennsylvania wholesale driven by performance of the Legend flower and Valhalla edibles brands, partially offset by retail declines in New Jersey and Michigan.

Gross profit margin for the first quarter of 2024 was 48.0% as compared to 48.8% in the first quarter of 2023. The year-over-year decrease of 80 basis points was driven by channel mix shift in New Jersey and scale-up related costs in Maryland, partially offset by improvements in Michigan.

General & Administrative expenses (G&A) for the first quarter of 2024 were $28.0 million as compared to $27.7 million in the first quarter of 2023. G&A expenses, excluding stock-based compensation, were $26.5 million compared to $26.0 million in the first quarter of 2023. G&A as a percent of revenue, excluding stock-based compensation, was 32.9% in the first quarter, compared to 37.5% in the first quarter of 2023.

Net loss from continuing operations was $14.9 million, compared to a net loss of $19.2 million in the first quarter of 2023. The improvement was driven by revenue and gross margin growth while maintaining G&A expenses relatively flat.

Adjusted EBITDA from continuing operations grew 33% year-over-year to $16.2 million, representing a 20.1% Adjusted EBITDA margin, as compared to $12.2 million and 17.6% in the first quarter of 2023. The year-over-year improvement of 250 basis points was driven by G&A expense leverage, partially offset by an 80 basis point decline in gross margin.

Balance Sheet and Cash Flow
Cash and cash equivalents, including restricted cash, were $25.7 million as of March 31, 2024, compared to $25.3 million as of December 31, 2023. Net cash provided by operating activities from continuing operations was $13.3 million for the first quarter of 2024 compared to $10.5 million in the first quarter of 2023. This represented the Company’s seventh consecutive quarter of positive cash flow from continuing operations. Capex spending was $2.8 million in the first quarter of 2024 related to the Company’s Hagerstown, Maryland expansion. Free cash flow was $10.5 million as compared to $8.0 million in the first quarter of 2023. During the quarter, payments were made related to $9.8 million of additional debt paydown.

As of May 8, 2024, there were 368 million basic shares outstanding including 291 million common shares, 13 million preferred shares as converted, and 63 million exchangeable shares. Additionally, there are 42 million warrants and options outstanding at a weighted average price of $3.93.

Conference Call
TerrAscend will host a conference call today, May 9, 2024, to discuss these results. Jason Wild, Executive Chairman, Ziad Ghanem, President and Chief Operating Officer, and Keith Stauffer, Chief Financial Officer, will host the call starting at 5:00 p.m. Eastern time. A question-and-answer session will follow management's presentation.

Date:

Thursday, May 9, 2024

Time:

5:00 p.m. Eastern Time

Webcast:

https://ir.terrascend.com/news-events/ir-calendar

Dial-in Number:

1-888-664-6392

Replay:



416-764-8677 or 1-888-390-0541

Available until 12:00 midnight Eastern Time Thursday, May 23, 2024
Replay Entry Code: 100922#

Financial results and analyses are available on the Company’s website (www.terrascend.com) and SEDAR+ (www.sedarplus.ca).

The Toronto Stock Exchange (“TSX”) has neither approved nor disapproved the contents of this news release. Neither the TSX nor any securities regulator accepts responsibility for the adequacy or accuracy of this release.

About TerrAscend
TerrAscend is a leading TSX-listed cannabis company with interests across the North American cannabis sector, including vertically integrated operations in Pennsylvania, New Jersey, Maryland, Michigan and California through TerrAscend Growth Corp. and retail operations in Canada through TerrAscend Canada Inc. (“TerrAscend”). TerrAscend operates The Apothecarium, Gage and other dispensary retail locations as well as scaled cultivation, processing, and manufacturing facilities in its core markets. TerrAscend’s cultivation and manufacturing practices yield consistent, high-quality cannabis, providing industry-leading product selection to both the medical and legal adult-use markets. The Company owns or licenses several synergistic businesses and brands including Gage Cannabis, The Apothecarium, Cookies, Lemonnade, Ilera Healthcare, Kind Tree, Legend, State Flower, Wana, and Valhalla Confections. For more information visit www.terrascend.com.

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

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

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

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ materially from those projected in the forward-looking information. Such risks and uncertainties include, but are not limited to, current and future market conditions; risks related to federal, state, provincial, territorial, local and foreign government laws, rules and regulations, including federal and state laws in the United States relating to cannabis operations in the United States; and the risk factors set out in the Company’s most recently filed MD&A, filed with the Canadian securities regulators and available under the Company’s profile on SEDAR+ at www.sedarplus.ca and in the section titled “Risk Factors” in the Company’s Annual Report for the year ended December 31, 2023 filed with the Securities and Exchange Commission on March 14, 2024.

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

Definition and Reconciliation of Non-GAAP Measures
In addition to reporting the financial results in accordance with GAAP, the Company reports certain financial results that differ from what is reported under GAAP. Non-GAAP measures used by management do not have any standardized meaning prescribed by GAAP and may not be comparable to similar measures presented by other companies. The Company believes that certain investors and analysts use these measures to measure a company’s ability to meet other payment obligations or as a common measurement to value companies in the cannabis industry, and the Company calculates: (i) EBITDA from continuing operations and Adjusted EBITDA from continuing operations as net income (loss), adjusted to exclude [provision for income taxes, finance expenses, depreciation and amortization, relief of fair value upon acquisition, share-based compensation, gain on extinguishment of debt, restructuring related charges, impairment of good will and intangible assets and certain other items which management believes are not reflective of the ongoing operations and performance, (ii) Adjusted EBITDA Margin from continuing operations as EBITDA from continuing operations adjusted for certain material non-cash items such as inventory write downs outside of the normal course of operations, share based compensation expense, impairment charges taken on goodwill, intangible assets and property and equipment, the gain or loss recognized on the revaluation of our contingent consideration liabilities, the gain or loss recognized on the remeasurement of the fair value of the U.S denominated preferred share warrants and other warrants liabilities, one time fees incurred in connection with our acquisitions and certain other adjustments management believes are not reflective of the ongoing operations and performance, (iii) Free Cash Flow as net cash provided by operating activities from continuing operations as presented in the Consolidated Statements of Cash Flows, less capital expenditures for property and equipment, and (iv) General & Administrative expenses excluding stock-based compensation as a percentage of Revenue, net. Such information is intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. The Company believes this definition is a useful measure to assess the performance of the Company as it provides more meaningful operating results by excluding the effects of expenses that are not reflective of the Company’s underlying business performance and other one-time or non-recurring expenses.

For more information regarding TerrAscend:
Keith Stauffer
Chief Financial Officer
ir@terrascend.com
855-837-7295

TerrAscend Corp.
Consolidated Balance Sheet
(Amounts expressed in thousands of United States dollars, except for share and per share amounts)

 

 

At

 

 

At

 

 

 

March 31, 2024

 

 

December 31, 2023

 

Assets

 

 

 

 

 

 

Current Assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

22,664

 

 

$

22,241

 

Restricted cash

 

 

3,110

 

 

 

3,106

 

Accounts receivable, net

 

 

17,013

 

 

 

19,048

 

Investments

 

 

1,965

 

 

 

1,913

 

Inventory

 

 

49,199

 

 

 

51,683

 

Prepaid expenses and other current assets

 

 

3,704

 

 

 

4,898

 

 

 

 

97,655

 

 

 

102,889

 

Non-Current Assets

 

 

 

 

 

 

Property and equipment, net

 

 

194,256

 

 

 

196,215

 

Deposits

 

 

284

 

 

 

337

 

Operating lease right of use assets

 

 

41,488

 

 

 

43,440

 

Intangible assets, net

 

 

214,060

 

 

 

215,854

 

Goodwill

 

 

106,929

 

 

 

106,929

 

Other non-current assets

 

 

867

 

 

 

854

 

 

 

 

557,884

 

 

 

563,629

 

Total Assets

 

$

655,539

 

 

$

666,518

 

 

 

 

 

 

 

 

Liabilities and Shareholders' Equity

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$

49,673

 

 

$

49,897

 

Deferred revenue

 

 

4,510

 

 

 

4,154

 

Loans payable, current

 

 

133,668

 

 

 

137,737

 

Contingent consideration payable, current

 

 

1,490

 

 

 

6,446

 

Operating lease liability, current

 

 

1,816

 

 

 

1,244

 

Lease obligations under finance leases, current

 

 

2,079

 

 

 

2,030

 

Corporate income tax payable

 

 

5,143

 

 

 

4,775

 

Other current liabilities

 

 

737

 

 

 

717

 

 

 

 

199,116

 

 

 

207,000

 

Non-Current Liabilities

 

 

 

 

 

 

Loans payable, non-current

 

 

58,409

 

 

 

61,633

 

Operating lease liability, non-current

 

 

43,967

 

 

 

45,384

 

Lease obligations under finance leases, non-current

 

 

383

 

 

 

407

 

Derivative liability

 

 

6,075

 

 

 

5,162

 

Convertible debt

 

 

7,682

 

 

 

7,266

 

Deferred income tax liability

 

 

16,919

 

 

 

17,175

 

Contingent consideration payable, non-current

 

 

1,424

 

 

 

 

Liability on uncertain tax position and other long term liabilities

 

 

89,455

 

 

 

81,751

 

 

 

 

224,314

 

 

 

218,778

 

Total Liabilities

 

 

423,430

 

 

 

425,778

 

Commitments and Contingencies

 

 

 

 

 

 

Shareholders' Equity

 

 

 

 

 

 

Share Capital

 

 

 

 

 

 

Series A, convertible preferred stock, no par value, unlimited shares authorized; 12,350 and 12,350 shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Series B, convertible preferred stock, no par value, unlimited shares authorized; 600 and 600 shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Series C, convertible preferred stock, no par value, unlimited shares authorized; nil and nil shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Series D, convertible preferred stock, no par value, unlimited shares authorized; nil and nil shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Proportionate voting shares, no par value, unlimited shares authorized; nil and nil shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Exchangeable shares, no par value, unlimited shares authorized; 63,492,038 and 63,492,038 shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Common shares, no par value, unlimited shares authorized; 291,284,814 and 288,327,497 shares outstanding as of March 31, 2024 and December 31, 2023, respectively

 

 

 

 

 

 

Additional paid in capital

 

 

945,825

 

 

 

944,859

 

Accumulated other comprehensive income

 

 

2,197

 

 

 

1,799

 

Accumulated deficit

 

 

(717,398

)

 

 

(704,162

)

Non-controlling interest

 

 

1,485

 

 

 

(1,756

)

Total Shareholders' Equity

 

 

232,109

 

 

 

240,740

 

Total Liabilities and Shareholders' Equity

 

$

655,539

 

 

$

666,518

 

 

TerrAscend Corp.
Consolidated Statements of Operations and Comprehensive Loss
(Amounts expressed in thousands of United States dollars, except for share and per share amounts)

 

 

For the Three Months Ended

 

 

 

March 31, 2024

 

 

March 31, 2023

 

Revenue, net

 

80,633

 

 

69,398

 

 

 

 

 

 

 

 

Cost of Sales

 

41,902

 

 

35,498

 

 

 

 

 

 

 

 

Gross profit

 

38,731

 

 

33,900

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

General and administrative

 

28,008

 

 

27,730

 

Amortization and depreciation

 

2,215

 

 

2,029

 

Impairment of property and equipment and right of use assets

 

2,438

 

 

335

 

Total operating expenses

 

32,661

 

 

30,094

 

 

 

 

 

 

 

 

Income from operations

 

6,070

 

 

3,806

 

 

 

 

 

 

 

 

Other (income) expense

 

 

 

 

   

 

Loss from revaluation of contingent consideration

 

1,393

 

 

 

Loss (gain) on fair value of warrants and purchase option derivative assets

 

983

 

 

(438

)

Finance and other expenses

 

8,589

 

 

10,087

 

Transaction and restructuring costs

 

 

 

3

 

Unrealized and realized foreign exchange loss (gain)

 

285

 

 

(31

)

Unrealized and realized loss on investments

 

 

 

699

 

Loss from continuing operations before provision for income taxes

 

(5,180

)

 

(6,514

)

Provision for income taxes

 

9,671

 

 

12,664

 

Net loss from continuing operations

 

(14,851

)

 

(19,178

)

 

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

 

Loss from discontinued operations, net of tax

 

 

 

(3,591

)

Net loss

 

(14,851

)

 

(22,769

)

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

(398

)

 

347

 

Comprehensive loss

 

(14,453

)

 

(23,116

)

 

 

 

 

 

 

 

Net loss from continuing operations attributable to:

 

 

 

 

 

 

Common and proportionate Shareholders of the Company

 

(17,055

)

 

(21,364

)

Non-controlling interests

 

2,204

 

 

2,186

 

 

 

 

 

 

 

 

Comprehensive loss attributable to:

 

 

 

 

 

 

Common and proportionate Shareholders of the Company

 

(16,657

)

 

(25,302

)

Non-controlling interests

 

2,204

 

 

2,186

 

 

 

 

 

 

 

 

Net loss per share

 

 

 

 

 

 

Net loss per share - basic:

 

 

 

 

 

 

Continuing operations

 

(0.06

)

 

(0.08

)

Discontinued operations

 

 

 

(0.01

)

Net loss per share - basic

 

(0.06

)

 

(0.09

)

Weighted average number of outstanding common shares

 

290,618,567

 

 

267,211,093

 

 

 

 

 

 

 

 

Net loss per share - diluted:

 

 

 

 

 

 

Continuing operations

 

(0.06

)

 

(0.08

)

Discontinued operations

 

 

 

(0.01

)

Net loss per share - diluted

 

(0.06

)

 

(0.09

)

Weighted average number of outstanding common shares, assuming dilution

 

290,618,567

 

 

267,211,093

 

 

TerrAscend Corp.
Consolidated Statements of Cash Flows
(Amounts expressed in thousands of United States dollars, except for share and per share amounts)

 

For the Three Months Ended

 

 

March 31, 2024

 

 

March 31, 2023

 

Operating activities

 

 

 

 

 

Net loss from continuing operations

$

(14,851

)

 

$

(19,178

)

Adjustments to reconcile net loss to net cash provided by operating activities

 

 

 

 

 

Non-cash adjustments of inventory

 

 

 

 

797

 

Accretion expense

 

5,875

 

 

 

4,763

 

Depreciation of property and equipment and amortization of intangible assets

 

5,000

 

 

 

4,771

 

Amortization of operating right-of-use assets

 

716

 

 

 

454

 

Share-based compensation

 

1,485

 

 

 

1,713

 

Deferred income tax expense

 

(256

)

 

 

1,446

 

Loss (gain) on fair value of warrants and purchase option derivative

 

983

 

 

 

(438

)

Gain on disposal of fixed assets

 

 

 

 

307

 

Loss from revaluation of contingent consideration

 

1,393

 

 

 

 

Impairment of property and equipment and right of use assets

 

2,439

 

 

 

 

Loss on derecognition of right of use assets and lease termination

 

 

 

 

205

 

Bad debt expense

 

67

 

 

 

 

Unrealized and realized foreign exchange loss (gain)

 

285

 

 

 

(31

)

Unrealized and realized loss on investments

 

 

 

 

699

 

Changes in operating assets and liabilities

 

 

 

 

 

Receivables

 

1,954

 

 

 

773

 

Inventory

 

2,476

 

 

 

(4,969

)

Prepaid expense and other current assets

 

1,189

 

 

 

1,203

 

Deposits

 

 

 

 

97

 

Other assets

 

(12

)

 

 

(131

)

Accounts payable and accrued liabilities and other payables

 

(3,512

)

 

 

6,882

 

Operating lease liability

 

(670

)

 

 

(473

)

Other liability

 

(537

)

 

 

(14

)

Uncertain tax position liabilities

 

8,503

 

 

 

 

Corporate income tax payable

 

368

 

 

 

11,773

 

Deferred revenue

 

356

 

 

 

(195

)

Net cash provided by operating activities- continuing operations

 

13,251

 

 

 

10,454

 

Net cash used in operating activities - discontinued operations

 

 

 

 

(2,020

)

Net cash provided by operating activities

 

13,251

 

 

 

8,434

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

Investment in property and equipment

 

(2,796

)

 

 

(2,497

)

Investment in intangible assets

 

(127

)

 

 

(14

)

Principal payments received on lease receivable

 

 

 

 

111

 

Success fees related to ATC and other investment

 

 

 

 

738

 

Payment for land contracts

 

(250

)

 

 

(308

)

Cash portion of consideration paid in acquisitions, net of cash of acquired

 

(250

)

 

 

(9,611

)

Net cash used in investing activities - continuing operations

 

(3,423

)

 

 

(11,581

)

Net cash provided investing activities - discontinued operations

 

 

 

 

 

Net cash used in investing activities

 

(3,423

)

 

 

(11,581

)

 

 

 

 

 

 

Financing activities

 

 

 

 

 

Transfer of Employee Retention Credit

 

 

 

 

12,677

 

Proceeds from loan payable, net of transaction costs

 

3,137

 

 

 

 

Proceeds from options and warrants exercised

 

 

 

 

81

 

Loan principal paid

 

(12,215

)

 

 

(1,204

)

Capital distributions paid to non-controlling interests

 

(337

)

 

 

(1,884

)

Proceeds from private placement, net of share issuance costs

 

 

 

 

 

Payments made for financing obligations and finance lease

 

(184

)

 

 

(157

)

Net cash (used in) provided by financing activities- continuing operations

 

(9,599

)

 

 

9,513

 

Net cash used in financing activities- discontinued operations

 

 

 

 

(115

)

Net cash (used in) provided by financing activities

 

(9,599

)

 

 

9,398

 

 

 

 

 

 

 

Net increase in cash and cash equivalents and restricted cash during the period

 

229

 

 

 

6,251

 

Net effects of foreign exchange

 

198

 

 

 

523

 

Cash and cash equivalents and restricted cash, beginning of the period

 

25,347

 

 

 

26,763

 

Cash and cash equivalents and restricted cash, end of the period

$

25,774

 

 

$

33,537

 

 

 

 

 

 

 

Supplemental disclosure with respect to cash flows

 

 

 

 

 

Income taxes paid (refund received)

$

1,013

 

 

$

(551

)

Interest paid

$

6,264

 

 

$

2,456

 

Lease termination fee paid

$

163

 

 

$

 

Non-cash transactions

 

 

 

 

 

Equity and warrant liability issued for acquisitions and non-controlling interest

$

4,674

 

 

$

750

 

Shares issued for Canopy USA arrangement

$

 

 

$

593

 

Accrued capital purchases

$

1,253

 

 

$

555

 

 

 

 

 

 

 

 

 

TerrAscend Corp.
Reconciliation of GAAP to Non-GAAP Financial Measures
(Amounts expressed in thousands of United States dollars, except for percentages)(unaudited)

The table below reconciles net loss from continuing operations to EBITDA from continuing operations and Adjusted EBITDA from continuing operations:

 

 

For the Three Months Ended

 

 

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Revenue, net

 

$

80,633

 

 

$

86,566

 

 

 

69,398

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

(14,851

)

 

 

(41,814

)

 

$

(22,769

)

Net loss margin %

 

 

-18.4

%

 

 

-48.3

%

 

 

-32.8

%

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations

 

 

 

 

 

 

 

 

3,591

 

Loss from continuing operations

 

 

(14,851

)

 

 

(41,814

)

 

 

(19,178

)

 

 

 

 

 

 

 

 

 

 

Add (deduct) the impact of:

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

 

9,671

 

 

 

(9,202

)

 

 

12,664

 

Finance expenses

 

 

8,872

 

 

 

9,065

 

 

 

7,875

 

Amortization and depreciation

 

 

5,000

 

 

 

5,203

 

 

 

4,771

 

EBITDA from continuing operations

 

 

8,692

 

 

 

(36,748

)

 

 

6,132

 

Add (deduct) the impact of:

 

 

 

 

 

 

 

 

 

Share-based compensation

 

 

1,485

 

 

 

2,238

 

 

 

1,713

 

Impairment of goodwill and intangible assets

 

 

 

 

 

55,993

 

 

 

 

Loss from revaluation of contingent consideration

 

 

1,393

 

 

 

 

 

 

 

Restructuring and executive severance

 

 

 

 

 

186

 

 

 

 

Other one-time items

 

 

958

 

 

 

2

 

 

 

1,358

 

Employee Retention Credits Transfer Fee

 

 

 

 

 

 

 

 

2,235

 

Loss (gain) on lease termination and derecognition of right of use assets

 

 

 

 

 

(1,217

)

 

 

205

 

Loss (gain) on fair value of warrants and purchase option derivative asset

 

 

983

 

 

 

(2,886

)

 

 

(437

)

Impairment of property and equipment and impairment of right of use assets

 

 

2,438

 

 

 

1,734

 

 

 

334

 

Gain on disposal of fixed assets

 

 

 

 

 

(35

)

 

 

 

Unrealized and realized loss on investments

 

 

 

 

 

238

 

 

 

699

 

Unrealized and realized foreign exchange loss (gain)

 

 

285

 

 

 

122

 

 

 

(31

)

Adjusted EBITDA from continuing operations

 

$

16,234

 

 

$

19,627

 

 

$

12,208

 

Adjusted EBITDA Margin from continuing operations

 

 

20.1

%

 

 

22.7

%

 

 

17.6

%

 

The table below reconciles Net cash provided by (used in) operating activities – continuing operations to Free Cash Flow:

 

 

For the Three Months Ended

 

 

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Net cash provided by operating activities- continuing operations

 

$

13,251

 

 

$

9,420

 

 

$

10,454

 

Capital expenditures for property and equipment

 

 

(2,796

)

 

 

(1,538

)

 

 

(2,497

)

Free Cash Flow

 

$

10,455

 

 

$

7,882

 

 

$

7,957

 

The table below reconciles Revenue, net to General & Administrative expenses excluding stock-based compensation as a percentage of revenue, net:

 

 

For the Three Months Ended

 

 

 

March 31, 2024

 

 

December 31, 2023

 

 

March 31, 2023

 

Revenue, net

 

$

80,633

 

 

$

86,566

 

 

$

69,398

 

 

 

 

 

 

 

 

 

 

 

General & Administrative expenses

 

 

28,008

 

 

 

27,684

 

 

 

27,730

 

Less: stock-based compensation

 

 

1,485

 

 

 

2,238

 

 

 

1,713

 

General & Administrative expenses excluding stock-based compensation

 

$

26,523

 

 

$

25,446

 

 

$

26,017

 

 

 

 

 

 

 

 

 

 

 

G&A excluding stock-based compensation as a % of revenue, net

 

 

32.9

%

 

 

29.4

%

 

 

37.5

%