Tilray Brands Delivers Record Q2 Fiscal 2026 Net Revenue of $218 Million, Moves to Net Cash Position and Reaffirms Full-Year Adjusted EBITDA Guidance

Rhea-AI Summary

Tilray Brands (Nasdaq: TLRY) reported a record Q2 fiscal 2026 with net revenue of $217.5M ($218M rounded), driven by a 36% increase in international cannabis and a 6% rise in Canadian adult‑use cannabis. Distribution (including Tilray Pharma) hit a quarterly high of $85.3M. Gross profit was $57.5M and adjusted EBITDA was $8.4M. The company improved its net loss to $(43.5)M and reported $291.6M in cash and marketable securities, moving to a net cash position of $27.4M. Tilray reaffirmed full‑year adjusted EBITDA guidance of $62M–$72M.

Positive

• Record net revenue of $217.5M in Q2 fiscal 2026
• Distribution revenue reached a quarterly high of $85.3M
• International cannabis revenue up 36%
• Company holds $291.6M in cash and marketable securities and $27.4M net cash

Negative

• Gross profit declined to $57.5M from $61.2M prior year
• Overall gross margin decreased to 26% from 29%
• Beverage net revenue fell to $50.1M from $63.1M year over year

News Market Reaction

+1.56%

26 alerts

+1.56% News Effect

+9.8% Peak in 16 hr 11 min

+$16M Valuation Impact

$1.06B Market Cap

0.4x Rel. Volume

On the day this news was published, TLRY gained 1.56%, reflecting a mild positive market reaction. Argus tracked a peak move of +9.8% during that session. Our momentum scanner triggered 26 alerts that day, indicating elevated trading interest and price volatility. This price movement added approximately $16M to the company's valuation, bringing the market cap to $1.06B at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Net revenue: $217.5M Gross profit: $57.5M Cannabis net revenue: $67.5M +5 more

8 metrics

Net revenue $217.5M Q2 FY2026 vs $211.0M prior-year quarter

Gross profit $57.5M Q2 FY2026 vs $61.2M prior-year quarter

Cannabis net revenue $67.5M Q2 FY2026, up 3% vs $65.7M

Beverage net revenue $50.1M Q2 FY2026 vs $63.1M prior-year quarter

Net loss $(43.5)M Q2 FY2026 vs $(85.3)M prior-year quarter

Adjusted EBITDA $8.4M Q2 FY2026 vs $9.0M prior-year quarter

Cash & securities $291.6M Cash and marketable securities balance in Q2 FY2026

Net cash position $27.4M Q2 FY2026 net cash vs Q1 net debt of $3.8M

Market Reality Check

Price: $7.51 Vol: Volume 5,020,246 is below...

low vol

$7.51 Last Close

Volume Volume 5,020,246 is below the 20-day average of 19,690,331, suggesting muted trading interest ahead of earnings. low

Technical Shares at 8.99 are trading slightly above the 200-day MA near 8.76, after a -2.92% move today.

Peers on Argus

Peers show mixed moves: AMPH -1.8%, DVAX -0.16%, HROW -6.35%, while EVO +1.4% an...

Peers show mixed moves: AMPH -1.8%, DVAX -0.16%, HROW -6.35%, while EVO +1.4% and PCRX +2.16%. TLRY’s -2.92% move appears stock-specific rather than a coordinated sector rotation.

Common Catalyst Some peers reported company-specific news (e.g., PCRX revenues, EVO AI grant), but there is no clear, shared catalyst aligning with TLRY’s earnings release.

Historical Context

5 past events · Latest: Jan 06 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Jan 06	Product launch	Positive	-2.5%	Launch of Dry January zero-proof and THC beverages across multiple brands.
Jan 05	Product launch	Positive	-2.3%	Rollout of Mollo and XMG cannabis beverages for Dry January in Canada.
Dec 22	Earnings date notice	Neutral	-6.6%	Announcement of timing for Q2 FY26 financial results and investor webcast.
Dec 18	Strategic expansion	Positive	-4.2%	Creation of Tilray Medical USA to capitalize on U.S. federal cannabis rescheduling.
Dec 11	Product launch	Positive	+2.1%	Launch of Redecan Amped Live Resin Liquid Diamond vape cartridges in Canada.

Pattern Detected

Recent positive product and strategic announcements have often been met with negative price reactions, indicating a pattern of selling into good news.

Recent Company History

Over the past month, Tilray has focused on product innovation and U.S. medical expansion. Dry January beverage launches on Jan 5–6, 2026 and Redecan’s vape launch on Dec 11, 2025 highlighted brand depth, while the Dec 18, 2025 formation of Tilray Medical USA underscored its medical strategy. An earnings-date notice on Dec 22, 2025 set expectations for today’s Q2 FY26 results. Despite largely constructive news, shares often traded lower after these updates.

Regulatory & Risk Context

Active S-3 Shelf · $51,597,980

Shelf Active

Active S-3 Shelf Registration 2025-10-09

$51,597,980 registered capacity

An effective S-3ASR filed on Oct 9, 2025 permits Tilray to sell registered securities, including up to $51,597,980 of common stock via a forward ATM program and additional registered shares. This structure provides flexibility to raise capital over time under the existing shelf registration.

Market Pulse Summary

This announcement highlights record Q2 FY26 net revenue of $217.5M, improved net loss of $(43.5)M, a...

Analysis

This announcement highlights record Q2 FY26 net revenue of $217.5M, improved net loss of $(43.5)M, and a move to a $27.4M net cash position, while reaffirming full-year adjusted EBITDA guidance. Segment trends are mixed, with cannabis and distribution growth offset by weaker beverage revenue. Historically, Tilray’s earnings have triggered sizable moves around 16.33%. Investors may watch progress toward its $62–72M adjusted EBITDA goal and any future use of its effective ATM program.

Key Terms

non-gaap, adjusted net loss, adjusted ebita, fda

4 terms

non-gaap financial

"Cash and marketable securities and net (debt) cash are non-GAAP financial measures."

Non-GAAP refers to financial measures that companies use to show their earnings or performance without including certain expenses or income that are often added back to give a different picture. It matters because it can make a company's results look better or more favorable, but it may also hide important costs, so investors need to look at both GAAP (official rules) and non-GAAP numbers to get a full understanding.

adjusted net loss financial

"Adjusted net loss2 and adjusted net loss per share2 improved to $(2.0) million..."

Adjusted net loss is the company’s reported net loss after removing one-time, non-cash, or unusual items that management says obscure underlying results, such as restructuring charges, asset write-downs, or stock-based pay. Investors use it to focus on the business’s core profitability — like smoothing out potholes to judge road quality — but should be cautious because choices about what to exclude can make performance look better than it really is.

adjusted ebita financial

"Adjusted EBITDA3 was $8.4 million in the second quarter compared to $9.0 million."

Adjusted EBITA is a measure of a company’s operating profit before interest, taxes and amortization, further modified to remove one-time or unusual items so it reflects ongoing business earnings. It matters to investors because it aims to show the company’s core cash-making ability — like listening to an engine without road noise — making comparisons across periods or peers easier, though companies may differ in what they exclude.

fda regulatory

"...as well as initiating new FDA trials and partnerships for product development."

The FDA is the U.S. federal agency that evaluates and approves medical drugs, devices, biological therapies and certain foods; think of it as the gatekeeper that decides whether a medical product is safe and effective for patients. For investors, FDA decisions determine whether a company can sell a product, affect expected revenue and introduce regulatory risk, so approvals, rejections or safety warnings can quickly move a company's valuation and stock price.

AI-generated analysis. Not financial advice.

International Medical Cannabis Revenue Increases 36%; Canadian Adult-Use Cannabis Revenue Grows 6%

Tilray Pharma Achieves Record Quarterly Revenue

U.S. Federal Cannabis Rescheduling Expected to Unlock New Market Opportunity for Tilray Medical Expansion into the U.S.

Strong Financial Position with $292 Million in Cash and Marketable Securities¹ and ~$30 Million Net Cash

NEW YORK and LONDON and LEAMINGTON, Ontario, Jan. 08, 2026 (GLOBE NEWSWIRE) -- Tilray Brands, Inc. (“Tilray”, “our”, “we” or the “Company”) (Nasdaq: TLRY; TSX: TLRY), a global lifestyle and consumer packaged goods company at the forefront of the cannabis, beverage, and wellness industries, today reported financial results for its second fiscal quarter ended November 30, 2025. All financial information in this press release is reported in U.S. dollars, unless otherwise indicated.

Irwin D. Simon, Chairman and Chief Executive Officer, commented, "We achieved another record quarter with net revenue reaching $218 million, a result of disciplined execution within our diversified portfolio spanning cannabis, beverage, wellness and distribution sectors. Our business model supports scalability, adaptability in challenging markets, and long-term value creation, as demonstrated by our ability to perform while reinforcing our core operations. The quarter concluded with a strong balance sheet and ample liquidity, highlighting our prudent financial management and affording us flexibility for selective investment in strategic growth initiatives. As we continue expanding our operations and pursuing our priorities, we remain committed to achieving sustainable profitability and enhancing long-term shareholder value."

Mr. Simon, continued, “We believe federal rescheduling would mark an important advancement for medical cannabis in the United States, paving the way for more research, wider physician involvement, and better patient access. Tilray has invested for years in developing the infrastructure, expertise, and discipline needed to operate successfully in tightly regulated medical markets worldwide. As the U.S. regulatory landscape progresses, Tilray is prepared to leverage its experience to play a key role in building a responsible, research-oriented national medical cannabis industry. With a dedicated team and platform already in place with Tilray Medical U.S., we intend to leverage the infrastructure, expertise and know-how developed in conjunction with Tilray Medical’s expected $150 million global medical cannabis business and our $300 million Tilray Pharma medical distribution platform in order to rollout our repeatable medical model and expand upon our current research, as well as initiating new FDA trials and partnerships for product development.”

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

Financial Highlights
All comparisons made to the prior year period

• Net revenue increased 3% to $217.5 million in the second quarter compared to $211.0 million.
• Gross profit was $57.5 million in the second quarter compared to $61.2 million.
• Gross margin was 26% in the second quarter compared to 29%.
• Cannabis net revenue increased 3% to $67.5 million in the second quarter compared to $65.7 million as a result of a 36% increase in international cannabis and a 6% increase in Canadian adult-use cannabis, offset by a lower presence in Canadian wholesale cannabis in anticipation of deployment in international markets.
  • Cannabis gross profit increased to $26.1 million in the second quarter compared to $23.2 million.
  • Cannabis gross margin increased to 39% in the second quarter compared to 35%.
• Beverage net revenue was $50.1 million in the second quarter compared to $63.1 million.
  • Beverage gross profit was $15.7 million in the second quarter compared to $25.2 million.
  • Beverage gross margin was 31% in the second quarter compared to 40%.
• Wellness net revenue was $14.6 million in the second quarter and was flat.
  • Wellness gross profit increased to $4.6 million in the second quarter compared to $4.5 million.
  • Wellness gross margin increased to 32% in the second quarter compared to 31%.
• Distribution net revenue, which includes Tilray Pharma, grew to our highest revenue quarter ever to $85.3 million in the second quarter compared to $67.6 million.
  • Distribution gross profit increased to $11.0 million in the second quarter compared to $8.4 million.
  • Distribution gross margin increased to 13% in the second quarter compared to 12%.
• Net loss improved $41.8 million to $(43.5) million in the second quarter compared to a net loss of $(85.3) million and net loss per share improved to $(0.41) in the second quarter from $(0.99).
• Adjusted net loss² and adjusted net loss per share² improved to $(2.0) million and $(0.02) in the second quarter compared to adjusted net loss of $(2.2) million and $(0.03). Excluding non-cash income tax charges, adjusted net income and adjusted net income per share would be $1.6 million and $0.01.
• Adjusted EBITDA³ was $8.4 million in the second quarter compared to $9.0 million.

Cash Flow: Cash used in operations improved $32.2 million to $(8.5) million from $(40.7) million.

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

Net (Debt) Cash Position: Our Q1 net debt position of $3.8 million improved $31.2 million sequentially to an overall net cash position of $27.4 million.⁴

Adjusted EBITDA Outlook for Fiscal 2026 Reaffirmed at $62 Million – $72 Million

Live Audio Webcast

Tilray Brands will host a webcast to discuss these results today at 4:30 p.m. Eastern Time. Investors may join the live webcast available on the Events & Presentations section of Tilray’s Investor Relations website. A replay will be available and archived on the Company’s website.

_________________________
2 Adjusted net loss and adjusted net loss per share are non-GAAP financial measures. 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 a discussion of these Non-GAAP measures and for a reconciliation of this Non-GAAP Measure to our most comparable GAAP measure.
4 Net (debt) cash are non-GAAP financial measures. See “Use of Non-GAAP Measures” below for a discussion of these Non-GAAP measures and for a reconciliation of this Non-GAAP Measure to our most comparable GAAP measure.

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 2026 financial guidance, including expected Adjusted EBITDA of $62 to $72 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 gross margin (consolidated and for each of our reporting segments), Adjusted gross profit (consolidated and for each of our reporting segments), Adjusted EBITDA, Adjusted cash operating income (loss), Adjusted net income (loss), Adjusted net income (loss) per share, free cash flow, adjusted free cash flow, constant currency presentations of revenue, 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 EBITDA 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; purchase price accounting step-up; project 420 optimization costs; litigation costs; restructuring costs, and transaction (income) costs, net. A reconciliation of Adjusted EBITDA to net 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; stock-based compensation; change in fair value of contingent consideration; project 420 optimization costs; litigation costs; restructuring costs and transaction (income) 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 is calculated as net loss attributable to stockholders of Tilray Brands, Inc., 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 (income) costs, 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.

Adjusted gross profit (consolidated and for each of our reporting segments), is calculated as gross profit adjusted to exclude the impact of purchase price accounting valuation step-up. A reconciliation of Adjusted gross profit, excluding purchase price accounting valuation step-up, to gross profit, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release. Adjusted gross margin (consolidated and for each of our reporting segments), excluding purchase price accounting valuation step-up, is calculated as revenue less cost of sales adjusted to add back amortization of inventory step-up, divided by revenue. A reconciliation of Adjusted gross margin, excluding purchase price accounting valuation step-up, to gross margin, the most directly comparable GAAP measure, has been provided in the financial statement tables included above in this press release.

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 and marketable securities are comprised of two GAAP measures, cash and cash equivalents 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 combing these two 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

Consolidated Statements of Financial Position
		November 30,				May 31,
(in thousands of US dollars)			2025				2025
Assets
Current assets
Cash and cash equivalents		$	246,703			$	221,666
Marketable securities			44,848				34,697
Accounts receivable, net			109,071				121,489
Inventory			283,198				270,882
Prepaids and other current assets			41,497				34,092
Assets held for sale			4,000				5,800
Total current assets			729,317				688,626
Capital assets			550,101				568,433
Operating lease, right-of-use assets			19,802				22,279
Digital assets			828				—
Intangible assets			21,735				21,423
Goodwill			752,350				752,350
Long-term investments			13,393				10,132
Other assets			11,073				11,084
Total assets		$	2,098,599			$	2,074,327
Liabilities
Current liabilities
Bank indebtedness		$	8,567			$	7,181
Accounts payable and accrued liabilities			226,422				235,322
Contingent consideration			—				15,000
Warrant liability			—				1,092
Current portion of lease liabilities			7,437				6,941
Current portion of long-term debt			16,889				14,767
Total current liabilities			259,315				280,303
Long - term liabilities
Lease liabilities			61,742				64,925
Long-term debt			138,739				148,493
Convertible debentures payable			86,255				86,428
Deferred tax liabilities, net			5,622				3,748
Other liabilities			417				855
Total liabilities			552,090				584,752
Stockholders' equity
Common stock ($0.0001 par value; 1,416,000,000 common shares authorized; 116,522,600 and 106,067,875 common shares issued and outstanding, respectively)1			116				106
Treasury Stock (321,391 and 200,422 treasury shares issued and outstanding, respectively)1			—				—
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			6,511,483				6,401,657
Accumulated other comprehensive loss			(39,293	)			(43,063	)
Accumulated deficit			(4,892,479	)			(4,847,226	)
Total Tilray Brands, Inc. stockholders' equity			1,579,827				1,511,474
Non-controlling interests			(33,318	)			(21,899	)
Total stockholders' equity			1,546,509				1,489,575
Total liabilities and stockholders' equity		$	2,098,599			$	2,074,327
1Current and prior year share amounts have been retrospectively adjusted to reflect the Reverse Stock Split (as defined in the November 30, 2025, Form 10-Q), which became effective on December 2, 2025.

Condensed Consolidated Statements of Net Loss and Comprehensive Loss
		For the three months ended															For the six months ended
		November 30,				November 30,				Change				% Change			November 30,				November 30,				Change				% Change
(in thousands of U.S. dollars, except for per share data)			2025				2024			2025 vs. 2024								2025				2024			2025 vs. 2024
Net revenue		$	217,507			$	210,950			$	6,557			3	%		$	427,008			$	410,994			$	16,014			4	%
Cost of goods sold			160,010				149,730				10,280			7	%			312,042				290,068				21,974			8	%
Gross profit			57,497				61,220				(3,723	)		(6	)%			114,966				120,926				(5,960	)		(5	)%
Operating expenses:
General and administrative			51,175				45,997				5,178			11	%			92,228				90,110				2,118			2	%
Selling			11,781				16,162				(4,381	)		(27	)%			24,704				27,852				(3,148	)		(11	)%
Amortization			4,358				22,927				(18,569	)		(81	)%			8,287				44,731				(36,444	)		(81	)%
Marketing and promotion			9,981				9,720				261			3	%			20,136				21,286				(1,150	)		(5	)%
Research and development			78				60				18			30	%			119				165				(46	)		(28	)%
Change in fair value of contingent consideration			—				—				—			NM				(15,000	)			—				(15,000	)		NM
Litigation costs, net of recoveries			869				901				(32	)		(4	)%			1,876				2,496				(620	)		(25	)%
Restructuring costs			965				6,869				(5,904	)		(86	)%			1,834				11,116				(9,282	)		(84	)%
Transaction costs (income), net			569				802				(233	)		(29	)%			969				1,958				(989	)		(51	)%
Total operating expenses			79,776				103,438				(23,662	)		(23	)%			135,153				199,714				(64,561	)		(32	)%
Operating loss			(22,279	)			(42,218	)			19,939			(47	)%			(20,187	)			(78,788	)			58,601			(74	)%
Interest expense, net			(5,374	)			(7,766	)			2,392			(31	)%			(12,070	)			(17,608	)			5,538			(31	)%
Non-operating income (expense), net			(12,310	)			(33,255	)			20,945			(63	)%			(8,478	)			(20,609	)			12,131			(59	)%
Loss before income taxes			(39,963	)			(83,239	)			43,276			(52	)%			(40,735	)			(117,005	)			76,270			(65	)%
Income tax expense (recovery), net			3,546				2,036				1,510			74	%			1,261				2,922				(1,661	)		(57	)%
Net loss		$	(43,509	)		$	(85,275	)		$	41,766			(49	)%		$	(41,996	)		$	(119,927	)		$	77,931			(65	)%
Total net income (loss) attributable to:
Stockholders of Tilray Brands, Inc.			(44,931	)			(85,342	)			40,411			(47	)%			(45,253	)			(124,507	)			79,254			(64	)%
Non-controlling interests			1,422				67				1,355			2,022	%			3,257				4,580				(1,323	)		(29	)%
Other comprehensive gain (loss), net of tax
Foreign currency translation gain (loss)			4,464				(8,966	)			13,430			(150	)%			4,276				(4,806	)			9,082			(189	)%
Comprehensive loss		$	(39,045	)		$	(94,241	)		$	55,196			(59	)%		$	(37,720	)		$	(124,733	)		$	87,013			(70	)%
Total comprehensive income (loss) attributable to:
Stockholders of Tilray Brands, Inc.			(40,994	)			(93,422	)			52,428			(56	)%			(41,483	)			(128,965	)			87,482			(68	)%
Non-controlling interests			1,949				(819	)			2,768			(338	)%			3,763				4,232				(469	)		(11	)%
Weighted average number of common shares - basic1			110,343,368				86,497,456				23,845,912			28	%			108,173,486				83,740,894				24,432,592			29	%
Weighted average number of common shares - diluted1			110,343,368				86,497,456				23,845,912			28	%			108,173,486				83,740,894				24,432,592			29	%
Net loss per share - basic1		$	(0.41	)		$	(0.99	)		$	0.58			(59	)%		$	(0.42	)		$	(1.49	)		$	1.07			(72	)%
Net loss per share - diluted1		$	(0.41	)		$	(0.99	)		$	0.58			(59	)%		$	(0.42	)		$	(1.49	)		$	1.07			(72	)%
1Current and prior year share amounts have been retrospectively adjusted to reflect the Reverse Stock Split (as defined in the November 30, 2025, Form 10-Q), which became effective on December 2, 2025.

Condensed Consolidated Statements of Cash Flows
		For the six months ended
		November 30,				November 30,				Change				% Change
(in thousands of US dollars)			2025				2024			2025 vs. 2024
Cash provided by (used in) operating activities:
Net loss		$	(41,996	)		$	(119,927	)		$	77,931			(65	)%
Adjustments for:
Deferred income tax (recovery) expense, net			1,261				1,529				(268	)		(18	)%
Unrealized foreign exchange gain			4,899				9,627				(4,728	)		(49	)%
Amortization			31,519				65,864				(34,345	)		(52	)%
Accretion of convertible debt discount			3,964				5,985				(2,021	)		(34	)%
Unrealized loss on digital assets			172				—				172			NM
Other non-cash items			1,767				3,281				(1,514	)		(46	)%
Stock-based compensation			17,335				14,154				3,181			22	%
Gain on long-term investments			306				66				240			364	%
Loss (gain) on derivative instruments			3,495				(1,558	)			5,053			(324	)%
Change in fair value of contingent consideration			(15,000	)			—				(15,000	)		NM
Change in non-cash working capital:
Accounts receivable			12,418				(9,051	)			21,469			(237	)%
Prepaids and other current assets			(7,394	)			(13,046	)			5,652			(43	)%
Inventory			(12,316	)			(8,127	)			(4,189	)		52	%
Accounts payable and accrued liabilities			(10,308	)			(24,828	)			14,520			(58	)%
Net cash used in operating activities			(9,878	)			(76,031	)			66,153			(87	)%
Cash provided by (used in) investing activities:
Investment in capital and intangible assets			(19,219	)			(12,172	)			(7,047	)		58	%
Proceeds from disposal of capital and intangible assets			427				631				(204	)		(32	)%
Investment in digital assets			(1,000	)			—				(1,000	)		NM
Purchase of marketable securities, net			(10,151	)			(30,369	)			20,218			(67	)%
Investment in long-term investments			(3,595	)			—				(3,595	)		NM
Business acquisitions, net of cash acquired			—				(18,210	)			18,210			(100	)%
Net cash used in investing activities			(33,538	)			(60,120	)			26,582			(44	)%
Cash provided by (used in) financing activities:
Share capital issued, net of cash issuance costs			73,058				111,517				(38,459	)		(34	)%
Proceeds from warrants exercised			2,367				—				2,367			NM
Repayment of long-term debt			(6,872	)			(10,388	)			3,516			(34	)%
Repayment of convertible debt			—				(330	)			330			(100	)%
Repayment of lease liabilities			(1,991	)			(1,724	)			(267	)		15	%
Net decrease in bank indebtedness			1,386				(282	)			1,668			(591	)%
Net cash provided by financing activities			67,948				98,793				(30,845	)		(31	)%
Effect of foreign exchange on cash and cash equivalents			505				(1,284	)			1,789			(139	)%
Net increase (decrease) in cash and cash equivalents			25,037				(38,642	)			63,679			(165	)%
Cash and cash equivalents, beginning of period			221,666				228,340				(6,674	)		(3	)%
Cash and cash equivalents, end of period		$	246,703			$	189,698			$	57,005			30	%

Net Revenue by Operating Segment
		For the three months ended							For the three months ended							For the six months ended							For the six months ended
(In thousands of U.S. dollars)		November 30, 2025				% of Total Revenue			November 30, 2024				% of Total Revenue			November 30, 2025				% of Total Revenue			November 30, 2024				% of Total Revenue
Beverage business		$	50,083			23	%		$	63,081			30	%		$	105,822			25	%		$	119,053			29	%
Cannabis business			67,532			31	%			65,652			31	%			132,043			31	%			126,901			31	%
Distribution business			85,316			39	%			67,611			32	%			159,323			37	%			135,682			33	%
Wellness business			14,576			7	%			14,606			7	%			29,820			7	%			29,358			7	%
Total net revenue		$	217,507			100	%		$	210,950			100	%		$	427,008			100	%		$	410,994			100	%
Net Revenue by Operating Segment in Constant Currency
		For the three months ended							For the three months ended							For the six months ended							For the six months ended
		November 30, 2025							November 30, 2024							November 30, 2025							November 30, 2024
(In thousands of U.S. dollars)		as reported in constant currency				% of Total Revenue			as reported in constant currency				% of Total Revenue			as reported in constant currency				% of Total Revenue			as reported in constant currency				% of Total Revenue
Beverage business		$	50,083			23	%		$	63,081			30	%		$	105,822			25	%		$	119,053			29	%
Cannabis business			67,486			32	%			65,652			31	%			131,535			32	%			126,901			31	%
Distribution business			79,961			38	%			67,611			32	%			149,667			36	%			135,682			33	%
Wellness business			14,734			7	%			14,606			7	%			30,015			7	%			29,358			7	%
Total net revenue		$	212,264			100	%		$	210,950			100	%		$	417,039			100	%		$	410,994			100	%
Net Cannabis Revenue by Market Channel
		For the three months ended							For the three months ended							For the six months ended							For the six months ended
(In thousands of U.S. dollars)		November 30, 2025				% of Total Revenue			November 30, 2024				% of Total Revenue			November 30, 2025				% of Total Revenue			November 30, 2024				% of Total Revenue
Revenue from Canadian medical cannabis		$	6,234			9	%		$	6,673			10	%		$	12,380			9	%		$	12,934			10	%
Revenue from Canadian adult-use cannabis			62,448			92	%			59,077			90	%			126,515			96	%			116,312			92	%
Revenue from wholesale cannabis			1,346			2	%			6,593			10	%			5,501			4	%			12,100			10	%
Revenue from international cannabis			20,180			30	%			14,865			23	%			33,547			26	%			27,056			21	%
Less excise taxes			(22,676	)		(33	)%			(21,556	)		(33	)%			(45,900	)		(35	)%			(41,501	)		(33	)%
Total		$	67,532			100	%		$	65,652			100	%		$	132,043			100	%		$	126,901			100	%
Net Cannabis Revenue by Market Channel in Constant Currency
		For the three months ended							For the three months ended							For the six months ended							For the six months ended
		November 30, 2025							November 30, 2024							November 30, 2025							November 30, 2024
(In thousands of U.S. dollars)		as reported in constant currency				% of Total Revenue			as reported in constant currency				% of Total Revenue			as reported in constant currency				% of Total Revenue			as reported in constant currency				% of Total Revenue
Revenue from Canadian medical cannabis		$	6,380			9	%		$	6,673			10	%		$	12,554			10	%		$	12,934			10	%
Revenue from Canadian adult-use cannabis			63,877			95	%			59,077			90	%			128,236			97	%			116,312			92	%
Revenue from wholesale cannabis			1,373			2	%			6,593			10	%			5,546			4	%			12,100			10	%
Revenue from international cannabis			19,053			28	%			14,865			23	%			31,727			24	%			27,056			21	%
Less excise taxes			(23,197	)		(34	)%			(21,556	)		(33	)%			(46,528	)		(35	)%			(41,501	)		(33	)%
Total		$	67,486			100	%		$	65,652			100	%		$	131,535			100	%		$	126,901			100	%

Other Financial Information: Key Operating Metrics
		For the three months ended								For the six months ended
		November 30,				November 30,				November 30,				November 30,
(in thousands of U.S. dollars)			2025				2024				2025				2024
Net beverage revenue		$	50,083			$	63,081			$	105,822			$	119,053
Net cannabis revenue			67,532				65,652				132,043				126,901
Distribution revenue			85,316				67,611				159,323				135,682
Wellness revenue			14,576				14,606				29,820				29,358
Beverage costs			34,351				37,925				68,764				70,975
Cannabis costs			41,398				42,475				82,639				79,529
Distribution costs			74,334				59,207				140,342				119,345
Wellness costs			9,927				10,123				20,297				20,219
Adjusted gross profit (excluding PPA step-up)			57,497				62,596				114,966				122,477
Beverage adjusted gross margin (excluding PPA step-up)			31	%			42	%			35	%			42	%
Cannabis adjusted gross margin (excluding PPA step-up)			39	%			35	%			37	%			37	%
Distribution gross margin			13	%			12	%			12	%			12	%
Wellness gross margin			32	%			31	%			32	%			31	%
Adjusted EBITDA		$	8,365			$	9,017			$	18,546			$	18,351
Cash and marketable securities as at the period ended:			291,551				252,249				291,551				252,249
Working capital as at the period ended:		$	470,002			$	428,815			$	470,002			$	428,815

Other Financial Information: Gross Margin and Adjusted Gross Margin
		For the three months ended November 30, 2025
(In thousands of U.S. dollars)		Beverage				Cannabis				Distribution				Wellness				Total
Net revenue		$	50,083			$	67,532			$	85,316			$	14,576			$	217,507
Cost of goods sold			34,351				41,398				74,334				9,927				160,010
Gross profit			15,732				26,134				10,982				4,649				57,497
Gross margin			31	%			39	%			13	%			32	%			26	%
		For the three months ended November 30, 2024
(In thousands of U.S. dollars)		Beverage				Cannabis				Distribution				Wellness				Total
Net revenue		$	63,081			$	65,652			$	67,611			$	14,606			$	210,950
Cost of goods sold			37,925				42,475				59,207				10,123				149,730
Gross profit			25,156				23,177				8,404				4,483				61,220
Gross margin			40	%			35	%			12	%			31	%			29	%
Adjustments:
Purchase price accounting step-up			1,376				—				—				—				1,376
Adjusted gross profit			26,532				23,177				8,404				4,483				62,596
Adjusted gross margin			42	%			35	%			12	%			31	%			30	%
		For the six months ended November 30, 2025
(In thousands of U.S. dollars)		Beverage				Cannabis				Distribution				Wellness				Total
Net revenue		$	105,822			$	132,043			$	159,323			$	29,820			$	427,008
Cost of goods sold			68,764				82,639				140,342				20,297				312,042
Gross profit			37,058				49,404				18,981				9,523				114,966
Gross margin			35	%			37	%			12	%			32	%			27	%
		For the six months ended November 30, 2024
(In thousands of U.S. dollars)		Beverage				Cannabis				Distribution				Wellness				Total
Net revenue		$	119,053			$	126,901			$	135,682			$	29,358			$	410,994
Cost of goods sold			70,975				79,529				119,345				20,219				290,068
Gross profit			48,078				47,372				16,337				9,139				120,926
Gross margin			40	%			37	%			12	%			31	%			29	%
Adjustments:
Purchase price accounting step-up			1,551				—				—				—				1,551
Adjusted gross profit			49,629				47,372				16,337				9,139				122,477
Adjusted gross margin			42	%			37	%			12	%			31	%			30	%

Other Financial Information: Adjusted Earnings Before Interest, Taxes and Amortization
		For the three months ended															For the six months ended
		November 30,				November 30,				Change				% Change			November 30,				November 30,				Change				% Change
(In thousands of U.S. dollars)			2025				2024			2025 vs. 2024								2025				2024			2025 vs. 2024
Net loss		$	(43,509	)		$	(85,275	)		$	41,766			(49	)%		$	(41,996	)		$	(119,927	)		$	77,931			(65	)%
Income tax expense (recovery), net			3,546				2,036				1,510			74	%			1,261				2,922				(1,661	)		(57	)%
Interest expense, net			5,374				7,766				(2,392	)		(31	)%			12,070				17,608				(5,538	)		(31	)%
Non-operating income (expense), net			12,310				33,255				(20,945	)		(63	)%			8,478				20,609				(12,131	)		(59	)%
Amortization			15,958				34,050				(18,092	)		(53	)%			31,519				65,864				(34,345	)		(52	)%
Stock-based compensation			12,283				7,237				5,046			70	%			17,335				14,154				3,181			22	%
Change in fair value of contingent consideration			—				—				—			NM				(15,000	)			—				(15,000	)		NM
Project 420 business optimization			—				—				—			NM				200				—				200			NM
Purchase price accounting step-up			—				1,376				(1,376	)		(100	)%			—				1,551				(1,551	)		(100	)%
Litigation costs, net of recoveries			869				901				(32	)		(4	)%			1,876				2,496				(620	)		(25	)%
Restructuring costs			965				6,869				(5,904	)		(86	)%			1,834				11,116				(9,282	)		(84	)%
Transaction costs (income), net			569				802				(233	)		(29	)%			969				1,958				(989	)		(51	)%
Adjusted EBITDA		$	8,365			$	9,017			$	(652	)		(7	)%		$	18,546			$	18,351			$	195			1	%
Other Financial Information: Adjusted Cash Operating Income (Loss)
		For the three months ended															For the six months ended
		November 30,				November 30,				Change				% Change			November 30,				November 30,				Change				% Change
			2025				2024			2025 vs. 2024								2025				2024			2025 vs. 2024
Operating loss		$	(22,279	)		$	(42,218	)		$	19,939			(47	)%		$	(20,187	)		$	(78,788	)		$	58,601			(74	)%
Change in fair value of contingent consideration			—				—				—			NM				(15,000	)			—				(15,000	)		NM
Amortization			15,958				34,050				(18,092	)		(53	)%			31,519				65,864				(34,345	)		(52	)%
Stock-based compensation			12,283				7,237				5,046			70	%			17,335				14,154				3,181			22	%
Adjusted cash operating income (loss)		$	5,962			$	(931	)		$	6,893			(740	)%		$	13,667			$	1,230			$	12,437			1,011	%
Other Financial Information: Adjusted Net Income (Loss) and Adjusted Net Income (Loss) Per Share
		For the three months ended															For the six months ended
		November 30,				November 30,				Change				% Change			November 30,				November 30,				Change				% Change
			2025				2024			Change								2025				2024			Change
Net loss attributable to stockholders of Tilray Brands, Inc.		$	(44,931	)		$	(85,342	)		$	40,411			(47	)%		$	(45,253	)		$	(124,507	)		$	79,254			(64	)%
Non-operating income (expense), net			12,310				33,255				(20,945	)		(63	)%			8,478				20,609				(12,131	)		(59	)%
Amortization			15,958				34,050				(18,092	)		(53	)%			31,519				65,864				(34,345	)		(52	)%
Stock-based compensation			12,283				7,237				5,046			70	%			17,335				14,154				3,181			22	%
Change in fair value of contingent consideration			—				—				—			NM				(15,000	)			—				(15,000	)		NM
Project 420 business optimization			—				—				—			NM				200				—				200			NM
Litigation costs, net of recoveries			869				901				(32	)		(4	)%			1,876				2,496				(620	)		(25	)%
Restructuring costs			965				6,869				(5,904	)		(86	)%			1,834				11,116				(9,282	)		(84	)%
Transaction costs (income)			569				802				(233	)		(29	)%			969				1,958				(989	)		(51	)%
Adjusted net income (loss)1		$	(1,977	)		$	(2,228	)		$	251			(11	)%		$	1,958			$	(8,310	)		$	10,268			(124	)%
Adjusted net income (loss) per share - basic and diluted1		$	(0.02	)		$	(0.03	)		$	0.01			(33	)%		$	0.02			$	(0.10	)		$	0.12			(120	)%
1Current and prior year share amounts have been retrospectively adjusted to reflect the Reverse Stock Split (as defined in the November 30, 2025, Form 10-Q), which became effective on December 2, 2025.
Other Financial Information: Adjusted Free Cash Flow
		For the three months ended															For the six months ended
		November 30,				November 30,				Change				% Change			November 30,				November 30,				Change				% Change
(In thousands of U.S. dollars)			2025				2024			2025 vs. 2024								2025				2024			2025 vs. 2024
Net cash used in operating activities		$	(8,537	)		$	(40,724	)		$	32,187			(79	)%		$	(9,878	)		$	(76,031	)		$	66,153			(87	)%
Less: investments in capital and intangible assets, net			(9,562	)			(4,833	)			(4,729	)		98	%			(18,792	)			(11,541	)			(7,251	)		63	%
Free cash flow		$	(18,099	)		$	(45,557	)		$	27,458			(60	)%		$	(28,670	)		$	(87,572	)		$	58,902			(67	)%
Add: growth CAPEX			2,622				1,970				652			33	%			5,631				4,510				1,121			25	%
Add: cash paid for litigation settlements			—				—				—			NM				2,804				—				2,804			NM
Adjusted free cash flow		$	(15,477	)		$	(43,587	)		$	28,110			(64	)%		$	(20,235	)		$	(83,062	)		$	62,827			(76	)%

FAQ

What were Tilray's reported net revenues for Q2 fiscal 2026 (TLRY)?

Tilray reported $217.5 million in net revenue for Q2 fiscal 2026 (rounded to $218M).

How did Tilray's international cannabis and Canadian adult‑use revenue perform in Q2 2026?

International cannabis revenue increased by 36% and Canadian adult‑use cannabis revenue grew by 6% year‑over‑year.

What is Tilray's cash and net cash position as of Q2 fiscal 2026?

Tilray reported $291.6 million in cash and marketable securities and a $27.4 million net cash position.

What adjusted EBITDA guidance did Tilray (TLRY) reaffirm for fiscal 2026?

Tilray reaffirmed full‑year adjusted EBITDA guidance of $62 million to $72 million for fiscal 2026.

Did Tilray report a profit in Q2 fiscal 2026?

No. Tilray reported a net loss of $(43.5) million for Q2 fiscal 2026, an improvement versus the prior year period.