Delivers double digit net revenue growth in Canada Cannabis contributing to a narrowing net loss; financial strength of $371M in cash and cash equivalents with a net cash position of $146M at December 31, 2025

Net loss in Q3 FY2026 narrowed by 49% year-over-year; Adjusted EBITDA(1) loss narrowed by 17% year-over-year, resulting from strong sales execution and SG&A cost savings

Acquisition of MTL Cannabis remains on track to close in the current quarter. Transaction is expected to strengthen Canopy Growth's global cannabis platform

Strategic recapitalization completed in January 2026 further strengthened balance sheet, with maturity dates for all outstanding indebtedness in 2031

SMITHS FALLS, Ontario--(BUSINESS WIRE)--February 06, 2026-- 

Canopy Growth Corporation ("Canopy Growth" or the "Company") (TSX: WEED) (Nasdaq: CGC) today announced its financial results for the three months ended December 31, 2025 ("Q3 FY2026"). All financial information in this press release is reported in Canadian dollars, unless otherwise indicated.

"The third quarter of fiscal 2026 reflects improving fundamentals and a more focused, integrated operating model across the business, led by strength in Canada. As we continue sharpening execution and move toward closing the acquisition of MTL Cannabis, we see a clear opportunity to further strengthen our platform over time."

Luc Mongeau, Chief Executive Officer

"The decisive cost reduction actions that we have taken to date in fiscal 2026 have strengthened our current year financial performance and will ensure we are well positioned as we close out the fiscal year. With the right-sizing of our cost structure and the expected growth across our core businesses, we are confident that we can achieve our goal of delivering positive Adjusted EBITDA during fiscal 2027."

Tom Stewart, Chief Financial Officer

Third Quarter Fiscal 2026 Financial Highlights

   --  Consolidated net revenue in Q3 FY2026 was $75M, flat compared to the 
      three months ended December 31, 2024 ("Q3 FY2025"). 
 
          --  Cannabis net revenue in Q3 FY2026 was $52M, representing an 
             increase of 4% compared to Q3 FY2025. 
 
                 --  Canada medical cannabis net revenue in Q3 FY2026 was $23M, 
                    representing an increase of 15% compared to Q3 FY2025 
                    driven by an increase in the number of insured patients and 
                    increased order sizes. 
 
                 --  Canada adult-use cannabis net revenue in Q3 FY2026 was 
                    $23M, representing an increase of 8% compared to Q3 FY2025. 
                    The increase was primarily attributable to growth in 
                    infused pre-roll joints ("PRJ") and new All--In--One 
                    ("AIO") vapes from Tweed and 7ACRES as well as new 
                    Claybourne AIO vapes launched in Q3 FY2026, partially 
                    offset by declines in edibles and non-infused PRJs. 
 
                 --  International markets cannabis net revenue in Q3 FY2026 
                    decreased 31% compared to Q3 FY2025. The year-over-year 
                    decrease is primarily attributable to supply chain 
                    challenges in Europe. International markets cannabis net 
                    revenue increased sequentially by 22% compared to the three 
                    months ended September 30, 2025 ("Q2 FY2026") as shipments 
                    into Europe, which began to improve in the second half of 
                    Q3 FY2026, benefited from efforts to retool elements of the 
                    European supply chain to reduce process bottlenecks. 
 
 
 
          --  Storz & Bickel net revenue in Q3 FY2026 was $23M, representing 
             an increase of 45% sequentially compared to Q2 FY2026. Growth was 
             primarily attributable to traditionally strong seasonal sales and 
             the first full quarter of sales of the new VEAZYTM vaporizer. 
             Compared to Q3 FY2025, Storz & Bickel net revenue decreased 9%, 
             primarily attributable to lapping strong sales and continued 
             consumer economic uncertainty. 
 
 
 
   --  Consolidated gross margin in Q3 FY2026 was 29%, representing a decrease 
      of 300 basis points compared to Q3 FY2025. 
 
          --  Cannabis gross margin was 25% in Q3 FY2026 as compared to 28% in 
             Q3 FY2025. The year-over-year decrease in the gross margin 
             percentage was primarily attributable to lower sales relating to 
             international markets cannabis and change in sales mix. 
 
          --  Storz & Bickel gross margin in Q3 FY2026 was 37%, compared to 
             40% in Q3 FY2025. Gross margin in Q3 FY2026 was lower due to lower 
             sales and increased tariffs on imports into the United States. 
 
 
 
   --  Selling, General and Administrative ("SG&A") expenses increased 7% 
      year-over-year in Q3 FY2026 compared to Q3 FY2025. Excluding the impact 
      of acquisition, divestiture, and other costs, which includes litigation 
      costs and recoveries associated with previously divested businesses, SG&A 
      expenses decreased 12% year-over-year in Q3 FY2026 compared to Q3 FY2025, 
      driven primarily by reductions in headcount and lower third-party costs. 
 
 
   --  Since March 1, 2025, the Company has captured $29M of annualized 
      savings and continues to look for additional efficiencies. 
 
   --  Net loss in Q3 FY2026 narrowed by 49% year-over-year. Adjusted EBITDA1 
      loss in Q3 FY2026 narrowed 17% to $3M compared to Q3 FY2025, representing 
      the third consecutive quarter of improvement, primarily attributable to 
      SG&A cost savings. 
 
   --  Free cash outflow2 improved year-over-year, from $28M in Q3 FY2025 to 
      $19M in Q3 FY2026. 

Business Highlights

   --  The Company continues to focus its Canada adult-use business on 
      execution and high margin product segments. Strong consumer demand for 
      Claybourne infused PRJs and Gassers AIO vapes supported performance 
      during Q3 FY2026. 
 
   --  The Company continues to strengthen engagement with cannabis retailers 
      in Canada. Partnerships with provincial retailers have expanded product 
      assortments which has significantly increased sales velocity. In addition, 
      robust product offerings drove improved distribution with independent 
      retailers nationwide. 
 
   --  The Company's Canada medical cannabis segment continued to deliver 
      strong performance, supported by focus on delivering a high quality, 
      reliable patient experience, particularly among insured patients, 
      consistent product availability and disciplined execution. 
 
   --  Improved product supply into international markets led to sequential 
      growth in Q3 FY2026 compared to Q2 FY2026. 
 
   --  Storz & Bickel benefited from strong seasonal demand and continued 
      momentum from VEAZY during Q3 FY2026. Online Black Friday sales increased 
      16% year-over-year, and VEAZY became the Company's best-selling device 
      with the fastest ramp to 20,000 units sold of any of Storz & Bickel's 
      historical device launches. 
 
1 Adjusted EBITDA is a non-GAAP measure. See "Non-GAAP Measures" and Schedule 
6 for a reconciliation of net loss from continuing operations to adjusted 
EBITDA. 
2 Free cash flow is a non-GAAP measure. See "Non-GAAP Measures" and Schedule 7 
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 February 6, 2026.

Webcast Information

A live audio webcast will be available at:

https://onlinexperiences.com/Launch/QReg/ShowUUID=45C34153-5530-4D6A-A742-BC34AD2534FA

Replay Information

A replay will be accessible by webcast until 11:59 PM ET on May 7, 2026 at:

https://onlinexperiences.com/Launch/QReg/ShowUUID=45C34153-5530-4D6A-A742-BC34AD2534FA

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; restructuring costs recorded in cost of goods sold; 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 Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2025 (the "Form 10-Q") 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-Q filed with the SEC.

About Canopy Growth

Canopy Growth is a world-leading cannabis company dedicated to unleashing the power of cannabis to improve lives.

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 defining vaporization devices by Storz & Bickel. In addition, Canopy Growth serves medical cannabis patients globally with principal operations in Canada, Europe and Australia.

Canopy Growth has also established a comprehensive ecosystem to realize the opportunities presented by the U.S. THC market through an unconsolidated, non-controlling interest in Canopy USA, LLC ("Canopy USA"). Canopy USA's portfolio includes ownership of Acreage Holdings, Inc ("Acreage"), a vertically integrated multi--state cannabis operator with operations throughout the U.S. Northeast and Midwest, as well as ownership of Wana Wellness, LLC, The Cima Group, LLC, and Mountain High Products, LLC (collectively "Wana"), a leading North American edibles brand, and majority ownership of Lemurian, Inc. ("Jetty"), a California-based producer of high-quality cannabis extracts and clean vape technology.

At Canopy Growth, we're shaping 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 enhancing the communities where we live and work, we're paving the way for a better understanding of all that cannabis can offer.

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 potential acquisition of MTL Cannabis Corp. ("MTL Cannabis"), 
      including the timing of closing of the potential MTL Cannabis acquisition, 
      the satisfaction or waiver of the conditions to closing the MTL Cannabis 
      acquisition and the outcome and anticipated benefits of such 
      transaction; 
 
   --  the timing and occurrence of the final tranche closing in connection 
      with the acquisition of Jetty 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 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 (including the potential 
      acquisition of MTL Cannabis), equity investments and dispositions; 
 
   --  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 ability to maintain effective 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 timing and occurrence of the implementation of the Government of 
      Canada's proposed 2025 federal budget released on November 4, 2025, 
      including the proposed adjustment to the medical cannabis benefit program 
      as well as the expected impact thereof; 
 
   --  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; 
 
   --  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; 
 
   --  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, 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); our ability to maintain an effective system of internal control; 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 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 Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2025 filed with the SEC and the risk factors discussed under the heading "Item 1A. Risk Factors" in the Form 10-Q. 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 CONDENSED INTERIM CONSOLIDATED BALANCE 
 SHEETS (in thousands of Canadian dollars, except number of shares 
                   and per share data, unaudited) 
 
                                      December 31,    March 31, 
                                          2025           2025 
                                      ------------   ------------ 

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