Tilray Brands Delivers Record Q1 Fiscal 2027 Revenue and Record Q1 Gross Profit, Demonstrating the Power of Its Global Platform, Driven by Double-Digit Year-Over-Year Growth Across International Cannabis, Beverage and Pharmaceutical Distribution

Beverage growth reflected the BrewDog acquisition, while cannabis revenue declined and quarterly results swung to a net loss.

Rhea-AI Summary

Tilray Brands (TLRY) reported record first-quarter fiscal 2027 net revenue of $257.1 million, up 23% from the prior-year quarter. For the quarter ended August 31, 2026, gross profit rose 35% to $77.5 million, and gross margin increased to 30% from 27%. Beverage revenue rose 82% to $101.5 million, reflecting the BrewDog acquisition; distribution revenue increased 14% to $84.3 million. Cannabis revenue fell to $56.1 million from $64.5 million.

Net loss was $40.0 million, versus net income of $1.513 million a year earlier; loss per share was $0.32. Adjusted EBITDA, a non-GAAP earnings measure, declined to $9.2 million from $10.2 million. Tilray reduced outstanding debt by $42 million fiscal year-to-date and ended the quarter with $221.4 million in cash, restricted cash and marketable securities. The company reaffirmed its $68 million to $75 million adjusted EBITDA expectation for the fiscal year ending May 31, 2027.

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Positive

• Moderate pointQ1 fiscal 2027 revenue increased 23% year-over-year to $257.1 million.
• Moderate pointGross profit rose 35% year-over-year to $77.5 million; gross margin increased to 30% from 27%.
• Moderate pointBeverage revenue increased 82% year-over-year to $101.5 million, reflecting the BrewDog acquisition.
• Moderate pointBeverage gross profit increased to $42.0 million from $21.3 million year-over-year.
• Moderate pointDistribution revenue increased 14% year-over-year to $84.3 million.
• Moderate pointCannabis gross margin expanded to 39% from 36% year-over-year.
• Moderate pointOutstanding debt decreased by $42 million fiscal year-to-date. 7.7% of market cap
• Moderate point. Forward-looking: it has not happened yet and may not happen.Fiscal 2027 adjusted EBITDA expectation remains $68 million to $75 million, representing double-digit growth versus fiscal 2026.
• Moderate point. Forward-looking: it has not happened yet and may not happen.Carlsberg partnership provides for Tilray to begin producing and selling its brands in the U.S. January 1, 2027.

6 minor points

• Minor pointBeverage gross margin expanded to 41% from 38% year-over-year.
• Minor pointBrewDog achieved profitability in Q1 fiscal 2027.
• Minor pointEMEA revenue increased 71% year-over-year.
• Minor pointDistribution gross profit increased to $9.1 million from $8.0 million year-over-year.
• Minor pointNet cash position was positive at the end of Q1 fiscal 2027.
• Minor pointNet interest expense decreased 3% year-over-year to $6.480 million.

Negative

• Moderate pointQ1 net loss was $40.0 million versus $1.513 million net income a year earlier; loss per share was $0.32.
• Moderate pointAdjusted EBITDA declined to $9.2 million from $10.2 million year-over-year.
• Moderate pointCannabis revenue declined to $56.1 million from $64.5 million year-over-year.
• Moderate pointCommon shares outstanding increased to 144,936,074 at August 31, 2026, from 131,683,075 at May 31, 2026.
• Moderate pointCurrent liabilities increased to $430.686 million at August 31, 2026, from $358.380 million at May 31, 2026.

10 minor points

• Minor pointOperating loss was $24.053 million versus $2.092 million operating income a year earlier.
• Minor pointOperating expenses increased 83% year-over-year to $101.562 million.
• Minor pointGlobal fuel surcharges burdened quarterly adjusted EBITDA by approximately $1.7 million.
• Minor pointAdjusted net loss was $3.0 million, or $0.02 per share, in Q1 fiscal 2027.
• Minor pointCannabis gross profit declined to $22.0 million from $23.3 million year-over-year.
• Minor pointWellness gross profit declined to $4.4 million from $4.9 million year-over-year.
• Minor pointWellness gross margin declined to 29% from 32% year-over-year.
• Minor pointNon-operating expense was $7.773 million versus $3.832 million non-operating income a year earlier.
• Minor pointIncome tax expense was $1.725 million versus a $2.285 million recovery a year earlier.
• Minor pointCash and cash equivalents decreased to $214.960 million at August 31, 2026, from $225.977 million at May 31, 2026.

News Explained

The release pairs a $40.0 million GAAP net loss with a $3.0 million adjusted net loss and says non-cash charges predominantly drove the GAAP loss.

Tilray reported completed first-quarter results for the quarter ended August 31, 2026; operating activities used $16,541 thousand, versus $1,341 thousand in the prior-year quarter.

Key Figures

Net revenue: $257.1 million, up 23% year-over-year Gross profit: $77.5 million, up 35% year-over-year Gross margin: 30%, compared with 27% +5 more

Net revenue

$257.1 million, up 23% year-over-year

Q1 fiscal 2027

Gross profit

$77.5 million, up 35% year-over-year

Q1 fiscal 2027

Gross margin

30%, compared with 27%

Q1 fiscal 2027

Beverage net revenue

$101.5 million, up 82% year-over-year

Q1 fiscal 2027; increase reflected the BrewDog acquisition

Net loss

$40.0 million

Q1 fiscal 2027

Adjusted EBITDA

$9.2 million, compared with $10.2 million

Q1 fiscal 2027

Debt reduction

$42 million

Fiscal year to date

Adjusted EBITDA guidance

$68 million to $75 million

Fiscal year 2027; reaffirmed

Key Terms

adjusted ebitda, non-gaap financial measure, eu-gmp, convertible notes receivable, +1 more

5 terms

adjusted ebitda financial

"Adjusted EBITDA was $9.2 million in the first quarter compared to $10.2 million"

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

non-gaap financial measure financial

"Net (debt) cash is a non-GAAP financial measure."

A non-GAAP financial measure is a way companies present their financial results that excludes certain expenses or income to show how they believe their core business is performing. It matters because it can give a clearer picture of how the company is really doing, but it can also be used to make results look better than they actually are.

eu-gmp regulatory

"supported by one of the largest EU-GMP certified footprints in the world."

EU‑GMP is a regulatory standard that certifies pharmaceutical and related manufacturing facilities in the European Union meet strict quality and safety rules for producing medicines and medical products. For investors, an EU‑GMP certificate is like a trusted food‑safety rating for a factory: it signals lower regulatory and supply risk, access to EU markets, and greater confidence that products are consistently made to required specifications.

convertible notes receivable financial

"other than temporary change in fair value of convertible notes receivable;"

A convertible notes receivable is a debt instrument that a company holds as an asset: a promissory note issued by another party that pays interest and can, at the holder’s option or upon a triggering event, be converted into equity (usually common or preferred shares) of the issuing borrower. It is recorded as a receivable (or investment) until converted and typically generates interest income while outstanding; the embedded conversion feature can affect how the instrument is measured and presented for accounting and disclosure (for example, requiring split accounting between debt and equity components or fair‑value measurement under applicable standards). This is distinct from convertible notes payable, which are liabilities the company issues to third parties.

u.s. gaap financial

"prepared in accordance with U.S. GAAP."

U.S. GAAP is a set of rules and standards that companies in the United States follow to prepare their financial reports. It helps ensure that financial information is consistent and clear, so investors and others can compare and understand a company's financial health easily.

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First-Quarter Results Reinforce Tilray’s Progress Converting Global Scale, Disciplined Execution and Category Leadership into Higher Revenue, Expanded Gross Profit and Continued Momentum

Record First-Quarter Net Revenue of $257 Million, Up 23% Year-Over-Year, with Gross Margin Expanding by ~300 bps to 30%

International Business Accelerates as EMEA Revenue Increases 71%, Growth Led by Medical Cannabis, Beverage and Pharmaceutical Distribution

Tilray’s Global Beverage Business Delivers $101 Million in Revenue, Expands Gross Margin to 41% and BrewDog Achieves Profitability in Q1

Reduced Outstanding Debt by $42 Million Fiscal Year-to-Date and Ended the Q1 with a Net Cash¹ Position, Strengthening Financial Flexibility and the Balance Sheet

Tilray Reaffirms Fiscal 2027 Adjusted EBITDA³ Guidance of $68 Million to $75 Million

NEW YORK and LONDON and LEAMINGTON, Ontario, Oct. 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 with leading positions across cannabis, beverage, hospitality and wellness, today reported financial results for its first fiscal quarter ended August 31, 2026. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.

Irwin D. Simon, Chairman and Chief Executive Officer, Tilray Brands, stated: “Tilray’s record first-quarter revenue and gross profit demonstrate the power of the diversified platform we have built and the momentum we are creating across cannabis, beverage, hospitality, wellness and pharmaceutical distribution. We are no longer dependent on a single market or regulatory catalyst. We have multiple engines of growth, a scaled international footprint and the ability to convert scale into stronger margins, greater efficiency and sustainable, profitable growth.”

Mr. Simon continued, “Our global platform is translating into leadership positions across our core categories. In cannabis, Tilray is a leading cannabis producer, with more than 6 million square feet of cultivation capacity across Canada, Portugal and Germany, and a leading low-cost production base in the world’s largest legally regulated markets, supported by one of the largest EU-GMP certified footprints in the world. In beer, the world’s largest consumed alcoholic beverage category, we are the #4 craft brewer in the U.S. and #1 in the U.K., and we are very proud that Carlsberg has partnered with Tilray to begin producing and selling its iconic brands in the U.S. market starting January 1, 2027. Across beverage and wellness, we are accelerating innovation and staying closer to consumers. These leadership positions reflect the work we have done to integrate our businesses, sharpen operations and build a more focused, profitable company. Tilray is building a category-defining global platform for the next generation of wellness, healthcare and consumer products, with the brands, infrastructure and scale to lead as these markets evolve.”

The quarter’s performance reflects Tilray’s focus on building durable growth across multiple categories, strengthening profitability and maintaining a disciplined balance sheet while investing behind the long-term opportunities we believe will define the future of cannabis, beverage, wellness and healthcare.

Financial Highlights
All comparisons made to the prior year period

• Net revenue increased 23% year-over-year to $257.1 million in the first quarter, compared to $209.5 million.
• Gross profit increased 35% year-over-year to $77.5 million in the first quarter, compared to $57.5 million, while gross margin expanded to 30% from 27%.
• Cannabis net revenue was $56.1 million in the first quarter compared to $64.5 million.
  • Cannabis gross profit was $22.0 million in the first quarter compared to $23.3 million.
  • Cannabis gross margin expanded to 39% in the first quarter compared to 36%.
• Beverage net revenue increased 82% year-over-year to $101.5 million in the first quarter, compared to $55.7 million, reflecting the acquisition of BrewDog.
  • Beverage gross profit increased to $42.0 million in the first quarter compared to $21.3 million.
  • Beverage gross margin expanded to 41% in the first quarter compared to 38%.
• Distribution net revenue increased 14% to $84.3 million in the first quarter compared to $74.0 million.
  • Distribution gross profit increased $9.1 million in the first quarter compared to $8.0 million.
  • Distribution gross margin was 11% in the first quarter and was unchanged.
• Wellness net revenue was $15.3 million, consistent with the previous year period.
  • Wellness gross profit was $4.4 million in the first quarter compared to $4.9 million.
  • Wellness gross margin was 29% in the first quarter compared to 32%.
• Driven predominantly by non-cash charges, net loss was $40.0 million in the first quarter and net loss per share was $0.32. Adjusted net loss²  was $3.0 million in the first quarter and adjusted net loss per share or adjusted EPS² was $0.02.
• Adjusted EBITDA³ was $9.2 million in the first quarter compared to $10.2 million; burdened by approximately $1.7 million of global fuel surcharges in this quarter.

Balance Sheet Update: Tilray’s balance sheet remains strong, supported by cash, restricted cash and marketable securities⁴ of $221.4 million at the end of the first quarter. This position gives the Company financial flexibility to invest behind strategic growth opportunities, support integration priorities and maintain disciplined capital allocation. Fiscal year to date, Tilray also reduced total outstanding debt by $42 million.

Fiscal Year 2027 Guidance
For its fiscal year ending May 31, 2027, the Company reaffirms its expectation to achieve adjusted EBITDA³ of $68 million to $75 million, representing double-digit growth as compared to fiscal year 2026. Historically, due to the seasonality of our business, financial results are typically more weighted toward the second half of the fiscal year, with results strengthening significantly in the fourth quarter.

Management’s guidance for adjusted EBITDA³ is provided on a non-GAAP basis and excludes stock-based compensation; change in fair value of contingent consideration; purchase price accounting step-up; impairments of intangible assets and goodwill; other than temporary change in fair value of convertible notes receivable; litigation costs; integration and restructuring costs; transaction-related costs; and other non-operating income (expenses) and non-recurring items that may be incurred during the Company’s fiscal year 2027, which the Company will continue to identify as it reports its future financial results.

The Company cannot reconcile its expected adjusted EBITDA³ to net income under “Fiscal Year 2027 Guidance” without unreasonable effort because certain items that impact net income and other reconciling metrics are out of the Company’s control and/or cannot be reasonably predicted at this time.

____________________________________________________________________________________________________

^{(1) Net (debt) cash is a non-GAAP financial measure. See “Use of Non-GAAP Measures” below for additional discussion regarding these non-GAAP measures and for a reconciliation of such Non-GAAP Measures to our most comparable GAAP measure.
(2) Adjusted net income (loss) and adjusted net income (loss) per share/Adjusted EPS are a non-GAAP financial measure. See “Use of Non-GAAP Measures” below for additional discussion regarding these non-GAAP measures and for a reconciliation of such Non-GAAP Measures to our most comparable GAAP measure.
(3) Adjusted EBITDA is a non-GAAP financial measure. See “Use of Non-GAAP Measures” below for additional discussion regarding these non-GAAP measures and for a reconciliation of such Non-GAAP Measures to our most comparable GAAP measure.
(4) Cash, restricted cash and Marketable Securities is a non-GAAP financial measure. See “Use of Non-GAAP Measures” below for additional discussion regarding these non-GAAP measures and for a reconciliation of such Non-GAAP Measures to our most comparable GAAP measure.}

Live Audio Webcast
Tilray Brands will host a webcast to discuss these results today at 8:30 AM Eastern Time. Investors may access the live webcast through the Events and Presentations section of Tilray’s Investor Relations website, where a replay will also be available and archived.

About Tilray Brands
Tilray Brands, Inc. (“Tilray”) (Nasdaq: TLRY; TSX: TLRY), is a leading global lifestyle and consumer packaged goods company with operations in Canada, the United States, Europe, Australia and Latin America that is leading as a transformative force at the nexus of cannabis, beverage, wellness, and entertainment elevating lives through moments of connection. Tilray’s mission is to be a leading premium lifestyle company with a house of brands and innovative products that inspire joy and create memorable experiences. Tilray’s unprecedented platform supports over 40 brands in over 20 countries, including comprehensive cannabis offerings, hemp-based foods, and craft beverages.

For more information on how we are elevating lives through moments of connection, visit Tilray.com and follow @Tilray on all social platforms.

Cautionary Statement Concerning Forward-Looking Statements
Certain statements in this press release constitute forward-looking information or forward-looking statements (together, “forward-looking statements”) under Canadian securities laws and within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are intended to be subject to the “safe harbor” created by those sections and other applicable laws. Forward-looking statements can be identified by words such as “forecast,” “future,” “should,” “could,” “enable,” “potential,” “contemplate,” “believe,” “anticipate,” “estimate,” “plan,” “expect,” “intend,” “position,” “may,” “project,” “will,” “would” and the negative of these terms or similar expressions, although not all forward-looking statements contain these identifying words. Certain material factors, estimates, goals, projections or assumptions were used in drawing the conclusions contained in the forward-looking statements throughout this communication.

Forward-looking statements include statements regarding our intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things: the Company’s ability to become a leading lifestyle consumer packaged goods company; the Company’s ability to become a leading beverage alcohol Company; the Company’s ability to achieve long term profitability; the Company’s ability to achieve operational scale, market share, distribution, profitability and revenue growth in particular business lines and markets; the Company’s ability to successfully achieve revenue growth, margin and profitability improvements, production and supply chain efficiencies, synergies and cost savings; the Company’s ability to achieve fiscal year 2027 financial guidance, including expected Adjusted EBITDA³ of $68 to $75 million and synergy optimizations; the Company’s expected revenue growth, sales volume, profitability, synergies and accretion related to any of its acquisitions; expected opportunities in the U.S., including upon U.S. federal cannabis legalization or rescheduling and the Company’s ability to leverage its platform in connection therewith; the Company’s ability to successfully leverage artificial intelligence strategies; the Company’s anticipated investments and acquisitions, including in organic and strategic growth, partnership efforts, product offerings and other initiatives; and the Company’s ability to commercialize new and innovative products.

Many factors could cause actual results, performance or achievement to be materially different from any forward-looking statements, and other risks and uncertainties not presently known to the Company or that the Company deems immaterial could also cause actual results or events to differ materially from those expressed in the forward-looking statements contained herein. For a more detailed discussion of these risks and other factors, see the most recently filed annual information form of the Company and the Annual Report on Form 10-K (and other periodic reports filed with the SEC) of the Company made with the SEC and available on EDGAR. The forward-looking statements included in this communication are made as of the date of this communication and the Company does not undertake any obligation to publicly update such forward-looking statements to reflect new information, subsequent events or otherwise unless required by applicable securities laws.

Use of Non-U.S. GAAP Financial Measures
This press release and the accompanying tables include non-GAAP financial measures, including Adjusted EBITDA³, Adjusted cash operating income (loss), Adjusted net income (loss), Adjusted net income (loss) per share and or (“Adjusted EPS”), free cash flow, adjusted free cash flow, constant currency presentations of revenue, cash, restricted cash and marketable securities, and net (debt) cash. Management believes that the non-GAAP financial measures presented provide useful additional information to investors about current trends in the Company's operations and are useful for period-over-period comparisons of operations. These non-GAAP financial measures should not be considered in isolation or as a substitute for the comparable GAAP measures, nor should adjusted net income (loss) per share be used as a measure of liquidity. In addition, these non-GAAP measures may not be the same as similar measures provided by other companies due to potential differences in methods of calculation and items being excluded. They should be read only in connection with the Company's Consolidated Statements of Operations and Cash Flows presented in accordance with GAAP.

Certain forward-looking non-GAAP financial measures included in this press release are not reconciled to the comparable forward-looking GAAP financial measures. The Company is not able to reconcile these forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures without unreasonable efforts because the Company is unable to predict with a reasonable degree of certainty the type and extent of certain items that would be expected to impact GAAP measures but would not impact the non-GAAP measures. Such items may include litigation and related expenses, transaction costs, impairments of intangible assets and goodwill, foreign exchange movements and other items. The unavailable information could have a significant impact on the Company's GAAP financial results.

The Company believes presenting net sales at constant currency provides useful information to investors because it provides transparency to underlying performance in the Company's consolidated net sales by excluding the effect that foreign currency exchange rate fluctuations have on period-to-period comparability given the volatility in foreign currency exchange markets. To present this information for historical periods, current period net sales for entities reporting in currencies other than the U.S. dollar are translated into U.S. dollars at the average monthly exchange rates in effect during the corresponding period of the prior fiscal year, rather than at the actual average monthly exchange rate in effect during the current period of the current fiscal year. As a result, the foreign currency impact is equal to the current year results in local currencies multiplied by the change in average foreign currency exchange rate between the current fiscal period and the corresponding period of the prior fiscal year. A reconciliation of prior year revenue to constant currency revenue, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release.

Adjusted EBITDA³ is calculated as net income (loss) before income tax expense (recovery), net; interest expense, net; non-operating income (expense), net; amortization; stock-based compensation; change in fair value of contingent consideration; project 420 optimization costs; litigation costs; restructuring costs, and transaction costs, net. A reconciliation of Adjusted EBITDA³ to net income (loss), the most directly comparable GAAP measure, has been provided in the financial statement tables included below in this press release.

Adjusted cash operating income (loss) is calculated as operating loss, less; amortization; stock-based compensation; and change in fair value of contingent consideration. A reconciliation of adjusted cash operating income (loss) to operating loss, the most directly comparable GAAP measure, has been included below in this press release. Adjusted cash operating income (loss) is not calculated in accordance with GAAP and should not be considered an alternative for GAAP operating income or as a measure of liquidity.

Adjusted net income (loss) is calculated as net loss attributable to stockholders of Tilray Brands, Inc., less; non-operating income (expense), net; amortization; deferred income tax expense (benefits), net; stock-based compensation; Accretion of convertible debt discount; change in fair value of contingent consideration; project 420 optimization costs; litigation costs; restructuring costs and transaction costs, net. A reconciliation of Adjusted net income (loss) to net loss attributable to stockholders of Tilray Brands, Inc., the most directly comparable GAAP measure, has been included below in this press release.

Adjusted net income (loss) per share (and or adjusted EPS) is calculated as adjusted net income (loss) divided by weighted average number of common shares outstanding. A reconciliation of Adjusted net income (loss) per share to net loss attributable to stockholders of Tilray Brands, Inc., the most directly comparable GAAP measure, has been included below in this press release. Adjusted net income (loss) per share is not calculated in accordance with GAAP and should not be considered an alternative for GAAP net income (loss) per share or as a measure of liquidity.

Free cash flow is comprised of two GAAP measures which are net cash flow provided by (used in) operating activities less investments in capital and intangible assets, net. A reconciliation of net cash flow provided by (used in) operating activities to free cash flow, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release. Adjusted free cash flow is comprised of two GAAP measures which are net cash flow provided by (used in) operating activities less investments in capital and intangible assets, net, and the exclusion of growth CAPEX from investments in capital and intangible assets, net, which excludes the amount of capital expenditures that are considered to be associated with growth of future operations rather than to maintain the existing operations of the Company, and excludes cash paid for litigation settlements. A reconciliation of net cash flow provided by (used in) operating activities to adjusted free cash flow, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release.

Cash, restricted cash and marketable securities are comprised of three GAAP measures, cash and cash equivalents and restricted cash added to marketable securities. The Company’s management believes that this presentation provides useful information to management, analysts and investors regarding certain additional financial and business trends relating to its short-term liquidity position by combining these three GAAP metrics.

Net (debt) cash is comprised of GAAP measures and reduces bank indebtedness, current and non-current portions of long-term debt, the principal balance of convertible debt by cash and cash equivalents and marketable securities. The Company believes this metric provides useful information to management, analysts, and investors regarding its liquidity and the Company’s ability to repay all of its debt.

Contacts:
Investor Relations
investors@tilray.com
Pro-TLRY@prosek.com

Media
news@tilray.com

The accompanying excerpts of the interim condensed consolidated financial statements are unaudited and have been prepared in accordance with U.S. GAAP. 

Consolidated Statements of Financial Position
	August 31,				May 31,
(in thousands of US dollars)	2026				2026
Assets
Current assets
Cash and cash equivalents	$	214,960			$	225,977
Restricted cash		3,383				3,365
Marketable securities		3,047				5,289
Accounts receivable, net		190,617				189,170
Inventory		328,973				301,192
Prepaids and other current assets		64,160				64,692
Assets held for sale		2,449				2,449
Total current assets		807,589				792,134
Capital assets		665,923				680,225
Operating lease, right-of-use assets		42,030				42,318
Digital assets		720				674
Intangible assets		42,468				42,779
Goodwill		752,350				752,350
Long-term investments		6,365				6,551
Other assets		10,509				10,981
Total assets	$	2,327,954			$	2,328,012
Liabilities
Current liabilities
Bank indebtedness	$	8,688			$	8,775
Accounts payable and accrued liabilities		335,415				318,088
Current portion of lease liabilities		11,902				13,357
Current portion of long-term debt		15,457				18,160
Current portion of convertible debentures payable		59,224				—
Total current liabilities		430,686				358,380
Long - term liabilities
Lease liabilities		158,610				158,155
Long-term debt		118,046				120,425
Convertible debentures payable		—				79,529
Deferred tax liabilities, net		9,746				12,256
Other liabilities		4,192				4,400
Total liabilities		721,280				733,145
Stockholders' equity
Common stock ($0.0001 par value; 1,416,000,000 common shares authorized; 144,936,074 and 131,683,075 common shares issued and outstanding, respectively)		145				132
Treasury Stock (1,124,869 and 589,217 treasury shares issued and outstanding, respectively)		—				—
Preferred shares ($0.0001 par value; 10,000,000 preferred shares authorized; nil and nil preferred shares issued and outstanding, respectively)		—				—
Additional paid-in capital		6,674,469				6,627,056
Accumulated other comprehensive loss		(39,492	)			(44,233	)
Accumulated deficit		(5,011,764	)			(4,968,623	)
Total Tilray Brands, Inc. stockholders' equity		1,623,358				1,614,332
Non-controlling interests		(16,684	)			(19,465	)
Total stockholders' equity		1,606,674				1,594,867
Total liabilities and stockholders' equity	$	2,327,954			$	2,328,012

Condensed Consolidated Statements of Net Income (Loss) and Comprehensive Income (Loss)
	For the three months ended
	August 31,				August 31,				Change				% Change
(in thousands of U.S. dollars, except for per share data)	2026				2025				2026 vs. 2025
Net revenue	$	257,147			$	209,501			$	47,646			23	%
Cost of goods sold		179,638				152,032				27,606			18	%
Gross profit		77,509				57,469				20,040			35	%
Operating expenses:
General and administrative		57,608				41,053				16,555			40	%
Selling		13,593				12,923				670			5	%
Amortization		6,500				3,929				2,571			65	%
Marketing and promotion		15,736				10,155				5,581			55	%
Research and development		89				41				48			117	%
Change in fair value of contingent consideration		—				(15,000	)			15,000			(100	)%
Litigation costs, net of recoveries		787				1,007				(220	)		(22	)%
Restructuring costs		2,447				869				1,578			182	%
Transaction costs, net		4,802				400				4,402			1101	%
Total operating expenses		101,562				55,377				46,185			83	%
Operating income (loss)		(24,053	)			2,092				(26,145	)		(1250	)%
Interest expense, net		(6,480	)			(6,696	)			216			(3	)%
Non-operating income (expense), net		(7,773	)			3,832				(11,605	)		(303	)%
(Loss) before income taxes		(38,306	)			(772	)			(37,534	)		4862	%
Income tax expense (recovery), net		1,725				(2,285	)			4,010			(175	)%
Net income (loss)	$	(40,031	)		$	1,513			$	(41,544	)		(2746	)%
Total net income (loss) attributable to:
Stockholders of Tilray Brands, Inc.		(43,141	)			(322	)			(42,819	)		13298	%
Non-controlling interests		3,110				1,835				1,275			69	%
Other comprehensive gain (loss), net of tax
Foreign currency translation gain (loss)		4,412				(188	)			4,600			(2447	)%
Comprehensive income (loss)	$	(35,619	)		$	1,325			$	(36,944	)		(2788	)%
Total comprehensive income (loss) attributable to:
Stockholders of Tilray Brands, Inc.		(38,400	)			(489	)			(37,911	)		7753	%
Non-controlling interests		2,781				1,814				967			53	%
Weighted average number of common shares - basic1		133,340,533				106,027,190				27,313,343			26	%
Weighted average number of common shares - diluted1		133,340,533				106,027,190				27,313,343			26	%
Net loss per share - basic1	$	(0.32	)		$	(0.00	)		$	(0.32	)		10553	%
Net loss per share - diluted1	$	(0.32	)		$	(0.00	)		$	(0.32	)		10553	%
1The prior year share and amounts have been retrospectively adjusted to reflect the Reverse Stock Split, which became effective on December 2, 2025. See Note 1 (Basis of presentation and summary of significant accounting policies) within the Form 10-Q for the period ended August 31, 2026.

Condensed Consolidated Statements of Cash Flows
	For the three months ended
	August 31,				August 31,				Change				% Change
(in thousands of US dollars)	2026				2025				2026 vs. 2025
Cash provided by (used in) operating activities:
Net income (loss)	$	(40,031	)		$	1,513			$	(41,544	)		(2746	)%
Adjustments for:
Income tax expense (recovery), net		1,725				(2,285	)			4,010			(175	)%
Unrealized foreign exchange (gain) loss		4,524				(2,328	)			6,852			(294	)%
Amortization		18,638				15,561				3,077			20	%
Accretion of convertible debt discount		1,465				1,976				(511	)		(26	)%
Unrealized (gain) loss on digital assets		(46	)			8				(54	)		(675	)%
Other non-cash items		(1,745	)			282				(2,027	)		(719	)%
Stock-based compensation		6,584				5,052				1,532			30	%
Loss (gain) on long-term investments		27				(39	)			66			(169	)%
Loss on derivative instruments		—				3,670				(3,670	)		(100	)%
Change in fair value of contingent consideration		—				(15,000	)			15,000			(100	)%
Change in non-cash working capital:
Accounts receivable		(1,319	)			14,414				(15,733	)		(109	)%
Prepaids and other current assets		1,004				(7,133	)			8,137			(114	)%
Inventory		(27,781	)			(11,905	)			(15,876	)		133	%
Accounts payable and accrued liabilities		20,414				(5,127	)			25,541			(498	)%
Net cash used in operating activities		(16,541	)			(1,341	)			(15,200	)		1133	%
Cash provided by (used in) investing activities:
Investment in capital and intangible assets		(11,009	)			(9,523	)			(1,486	)		16	%
Proceeds from disposal of capital and intangible assets		101				293				(192	)		(66	)%
Investment in digital assets		—				(1,000	)			1,000			(100	)%
Sale (purchase) of marketable securities, net		2,242				34,697				(32,455	)		(94	)%
Proceeds from long-term investments		133				—				133			NM
Business acquisitions, net of cash acquired		(720	)			—				(720	)		NM
Net cash used in investing activities		(9,253	)			24,467				(33,720	)		(138	)%
Cash provided by (used in) financing activities:
Share capital issued, net of cash issuance costs		22,338				22,491				(153	)		(1	)%
Repayment of long-term debt		(5,846	)			(2,653	)			(3,193	)		120	%
Repayment of lease liabilities		(2,438	)			(994	)			(1,444	)		145	%
Net (increase) decrease in bank indebtedness		(87	)			1,004				(1,091	)		(109	)%
Net cash provided by financing activities		13,967				19,848				(5,881	)		(30	)%
Effect of foreign exchange on cash and cash equivalents		828				188				640			340	%
Net increase (decrease) in cash and cash equivalents		(10,999	)			43,162				(54,161	)		(125	)%
Cash and cash equivalents, beginning of period		229,342				221,666				7,676			3	%
Cash and cash equivalents and restricted cash, end of period	$	218,343			$	264,828			$	(46,485	)		(18	)%

Net Revenue by Operating Segment
	For the three months ended						For the three months ended
(In thousands of U.S. dollars)	August 31, 2026				% of Total Revenue		August 31, 2025				% of Total Revenue
Beverage business	$	101,496			39%		$	55,739			27%
Cannabis business		56,109			22%			64,511			31%
Distribution business		84,266			33%			74,007			35%
Wellness business		15,276			6%			15,244			7%
Total net revenue	$	257,147			100%		$	209,501			100%
Net Revenue by Operating Segment in Constant Currency
	For the three months ended						For the three months ended
	August 31, 2026						August 31, 2025
(In thousands of U.S. dollars)	as reported in constant currency				% of Total Revenue		as reported in constant currency				% of Total Revenue
Beverage business	$	101,777			39%		$	55,739			27%
Cannabis business		56,873			22%			64,511			31%
Distribution business		85,188			33%			74,007			35%
Wellness business		15,433			6%			15,244			7%
Total net revenue	$	259,271			100%		$	209,501			100%
Net Cannabis Revenue by Market Channel
	For the three months ended						For the three months ended
(In thousands of U.S. dollars)	August 31, 2026				% of Total Revenue		August 31, 2025				% of Total Revenue
Revenue from Canadian medical cannabis	$	4,717			8%		$	6,146			10%
Revenue from Canadian adult-use cannabis		53,564			95%			64,067			99%
Revenue from wholesale cannabis		673			1%			4,155			6%
Revenue from international cannabis		16,237			29%			13,367			21%
Less excise taxes		(19,082	)		(33)%			(23,224	)		(36)%
Total	$	56,109			100%		$	64,511			100%
Net Cannabis Revenue by Market Channel in Constant Currency
	For the three months ended						For the three months ended
	August 31, 2026						August 31, 2025
(In thousands of U.S. dollars)	as reported in constant currency				% of Total Revenue		as reported in constant currency				% of Total Revenue
Revenue from Canadian medical cannabis	$	4,804			8%		$	6,146			10%
Revenue from Canadian adult-use cannabis		54,575			96%			64,067			99%
Revenue from wholesale cannabis		685			1%			4,155			6%
Revenue from international cannabis		16,252			29%			13,367			21%
Less excise taxes		(19,443	)		(34)%			(23,224	)		(36)%
Total	$	56,873			100%		$	64,511			100%

Other Financial Information: Key Operating Metrics
	For the three months ended
	August 31,				August 31,
(in thousands of U.S. dollars)	2026				2025
Net beverage revenue	$	101,496			$	55,739
Net cannabis revenue		56,109				64,511
Distribution revenue		84,266				74,007
Wellness revenue		15,276				15,244
Beverage costs		59,489				34,413
Cannabis costs		34,087				41,241
Distribution costs		75,143				66,008
Wellness costs		10,919				10,370
Gross profit		77,509				57,469
Beverage gross margin		41	%			38	%
Cannabis gross margin		39	%			36	%
Distribution gross margin		11	%			11	%
Wellness gross margin		29	%			32	%
Adjusted EBITDA	$	9,205			$	10,181
Cash and cash equivalents, restricted cash and marketable securities as at the period ended:		221,390				264,828
Working capital as at the period ended:	$	376,903			$	433,508

Other Financial Information: Gross Margin and Adjusted Gross Margin
	For the three months ended August 31, 2026
(In thousands of U.S. dollars)	Beverage				Cannabis				Distribution				Wellness				Total
Net revenue	$	101,496			$	56,109			$	84,266			$	15,276			$	257,147
Cost of goods sold		59,489				34,087				75,143				10,919				179,638
Gross profit		42,007				22,022				9,123				4,357				77,509
Gross margin		41	%			39	%			11	%			29	%			30	%
	For the three months ended August 31, 2025
(In thousands of U.S. dollars)	Beverage				Cannabis				Distribution				Wellness				Total
Net revenue	$	55,739			$	64,511			$	74,007			$	15,244			$	209,501
Cost of goods sold		34,413				41,241				66,008				10,370				152,032
Gross profit		21,326				23,270				7,999				4,874				57,469
Gross margin		38	%			36	%			11	%			32	%			27	%

Other Financial Information: Adjusted Earnings Before Interest, Taxes and Amortization
	For the three months ended
	August 31,				August 31,				Change				% Change
(In thousands of U.S. dollars)	2026				2025				2026 vs. 2025
Net income (loss)	$	(40,031	)		$	1,513			$	(41,544	)		(2746	)%
Income tax expense (recovery), net		1,725				(2,285	)			4,010			(175	)%
Interest expense, net		6,480				6,696				(216	)		(3	)%
Non-operating expense (income), net		7,773				(3,832	)			11,605			(303	)%
Amortization		18,638				15,561				3,077			20	%
Stock-based compensation		6,584				5,052				1,532			30	%
Change in fair value of contingent consideration		—				(15,000	)			15,000			(100	)%
Project 420 business optimization		—				200				(200	)		(100	)%
Litigation costs, net of recoveries		787				1,007				(220	)		(22	)%
Restructuring costs		2,447				869				1,578			182	%
Transaction costs, net		4,802				400				4,402			1101	%
Adjusted EBITDA	$	9,205			$	10,181			$	(976	)		(10	)%
Other Financial Information: Adjusted cash operating income (loss)
	For the three months ended
	August 31,				August 31,				Change				% Change
	2026				2025				2026 vs. 2025
Operating income (loss)	$	(24,053	)		$	2,092			$	(26,145	)		(1250	)%
Change in fair value of contingent consideration		—				(15,000	)			15,000			(100	)%
Amortization		18,638				15,561				3,077			20	%
Stock-based compensation		6,584				5,052				1,532			30	%
Adjusted cash operating income (loss)	$	1,169			$	7,705			$	(6,536	)		(85	)%
Other Financial Information: Adjusted net income (loss) and Adjusted net income (loss) per share ("Adjusted EPS")
	August 31,				August 31,				Change				% Change
	2026				2025				Change
Net loss attributable to stockholders of Tilray Brands, Inc.	$	(43,141	)		$	(322	)		$	(42,819	)		13298	%
Non-operating expense (income), net		7,773				(3,832	)			11,605			(303	)%
Amortization		18,638				15,561				3,077			20	%
Stock-based compensation		6,584				5,052				1,532			30	%
Deferred income tax expense (benefits), net		(2,344	)			(2,537	)			193			(8	)%
Accretion of convertible debt discount		1,465				1,976				(511	)		(26	)%
Change in fair value of contingent consideration		—				(15,000	)			15,000			(100	)%
Project 420 business optimization		—				200				(200	)		(100	)%
Litigation costs, net of recoveries		787				1,007				(220	)		(22	)%
Restructuring costs		2,447				869				1,578			182	%
Transaction costs, net		4,802				400				4,402			1101	%
Adjusted net income (loss)	$	(2,989	)		$	3,374			$	(6,363	)		(189	)%
Adjusted net income (loss) per share - basic and diluted	$	(0.02	)		$	0.03			$	(0.05	)		(167	)%
Other Financial Information: Free Cash Flow
	For the three months ended
	August 31,				August 31,				Change				% Change
(In thousands of U.S. dollars)	2026				2025				2026 vs. 2025
Net cash used in operating activities	$	(16,541	)		$	(1,341	)		$	(15,200	)		1133	%
Less: investments in capital and intangible assets, net		(10,908	)			(9,230	)			(1,678	)		18	%
Free cash flow	$	(27,449	)		$	(10,571	)		$	(16,878	)		160	%
Add: growth CAPEX		3,025				3,009				16			1	%
Add: cash paid for litigation settlements		1,000				2,804				(1,804	)		(64	)%
Adjusted free cash flow	$	(23,424	)		$	(4,758	)		$	(18,666	)		392	%

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were Tilray's Q1 fiscal 2027 revenue and earnings?

Tilray reported $257.1 million in net revenue and a $40.0 million net loss for the quarter ended August 31, 2026. Revenue increased 23% year-over-year, while the prior-year quarter had $1.513 million in net income. Net loss per share was $0.32.

What is Tilray's fiscal 2027 adjusted EBITDA guidance?

Tilray reaffirmed its expectation of $68 million to $75 million in adjusted EBITDA for the fiscal year ending May 31, 2027. The company expects double-digit growth compared with fiscal 2026. Adjusted EBITDA is a non-GAAP earnings measure.

How does seasonality affect Tilray's fiscal 2027 outlook?

Tilray says its financial results historically are more weighted toward the second half of the fiscal year, with results strengthening in the fourth quarter. This is the seasonal pattern described alongside its annual outlook, not a separate quarterly forecast.