High Tide July quarter revenue rises to $198.8M

Q: How did High Tide (HITI) perform financially for the quarter ended July 31, 2026?

For the quarter, High Tide reported revenue of $198.8 million, up from $149.7 million, and net income of $12.7 million versus $0.8 million a year earlier, reflecting stronger operations and fair value gains on derivatives.

Q: What were High Tide (HITI)’s results for the nine months ended July 31, 2026?

For the nine months, High Tide generated revenue of $556.4 million versus $430.0 million and net income of $12.4 million versus a loss of $4.7 million. Basic EPS improved to $0.14 from a loss of $0.06.

Q: How much did the Remexian medical cannabis distribution business contribute to HITI’s revenue?

Remexian contributed $38.2 million of revenue in the quarter and $94.8 million for the nine months ended July 31, 2026, along with $3.9 million of income from operations for the nine‑month period.

Q: What is High Tide (HITI)’s cash position and overall asset base?

As of July 31, 2026, High Tide reported $38.0 million in cash and cash equivalents, $9.1 million in restricted cash, and total assets of $369.3 million on its condensed interim consolidated statement of financial position.

Q: What major debt facilities does High Tide (HITI) have outstanding?

High Tide has a $30.0 million junior secured convertible loan, $15.0 million in secured debentures, vendor loans including $12.3 million related to Remexian, and various bank and term loans, all detailed in the notes to the financial statements.

Q: How much cash did High Tide (HITI) generate from operations in the nine months ended July 31, 2026?

Net cash provided by operating activities was $20.4 million for the nine months ended July 31, 2026, compared with $19.6 million in the prior‑year period.

High Tide posts strong revenue growth and a return to profitability, while carrying meaningful debt and derivative obligations on its expanded cannabis platform.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

High Tide Inc. (HITI) reported much stronger results for the three and nine months ended July 31, 2026, driven by its bricks-and-mortar network and the new medical cannabis distribution segment. Quarterly revenue rose to $198.8 million from $149.7 million, and nine‑month revenue increased to $556.4 million from $430.0 million.

Net income attributable to owners turned around to $12.3 million for the first nine months of 2026 from a loss of $5.1 million a year earlier, with basic EPS improving to $0.14. Operating income for the period rose to $17.2 million from $4.7 million, and operating cash flow was $20.4 million. Remexian Pharma, acquired in 2025, contributed $94.8 million of revenue and positive operating income, highlighting the growing European medical cannabis distribution business.

The balance sheet shows $47.1 million of cash and restricted cash and total assets of $369.3 million, with shareholders’ equity increasing to $119.9 million. At the same time, High Tide carries sizable obligations, including $30.0 million in junior secured convertible debt, $15.0 million of secured debentures, and derivative liabilities tied to warrants and a put option over Remexian’s minority interest.

Positive

Revenue grew sharply, with quarterly sales rising to $198.8 million from $149.7 million and nine‑month revenue reaching $556.4 million from $430.0 million.
Profitability improved, as nine‑month net income attributable to owners swung to $12.3 million from a loss of $5.1 million, and operating income rose to $17.2 million from $4.7 million.
Medical cannabis distribution scaled quickly, with Remexian contributing $94.8 million in nine‑month revenue and positive income from operations.
Shareholders’ equity increased to $119.9 million from $102.8 million, supported by earnings and acquisition-related share issuance.

Negative

Finance and other costs more than doubled to $16.9 million for the nine months, from $9.0 million, reflecting interest and accretion on notes, debentures, leases and convertible debt.
Leverage and derivatives are significant, with $30.0 million junior secured convertible debt, $15.0 million secured debentures and a $48.4 million put‑option liability over Remexian’s non‑controlling interest.
Intangibles and goodwill are large at $129.6 million, meaning a substantial portion of assets depends on future performance and could be sensitive to impairment testing.

Key Figures

Quarterly revenue: $198.8 million Nine‑month revenue: $556.4 million Net income attributable to owners: $12.3 million +5 more

8 metrics

Quarterly revenue $198.8 million Revenue for the three months ended July 31, 2026

Nine‑month revenue $556.4 million Revenue for the nine months ended July 31, 2026

Net income attributable to owners $12.3 million Nine months ended July 31, 2026, versus a $5.1 million loss in 2025

Net cash from operating activities $20.4 million Nine months ended July 31, 2026

Cash and restricted cash $47.1 million Combined cash and restricted cash as of July 31, 2026

Junior secured convertible debt $30.0 million Face value outstanding as of July 31, 2026

Put option liability $48.4 million Non‑current derivative liability related to Remexian as of July 31, 2026

Remexian revenue contribution $94.8 million Medical cannabis distribution revenue for the nine months ended July 31, 2026

Key Terms

original issue discount, contingent consideration receivable, non-recourse basis, beneficial ownership cap, +2 more

6 terms

original issue discount financial

"An original issue discount (“OID”) of 16% ($4,800) was retained by the Lender"

Original issue discount (OID) is the difference between a debt security’s face value and the lower price at which it is first sold, treated as additional interest that accrues over the life of the instrument. For investors it matters because OID raises the effective yield and changes taxable income and the holding’s cost basis over time — think of buying a $100 voucher for $90 and recognizing the $10 gain as earned interest as the voucher approaches maturity.

contingent consideration receivable financial

"The arrangement was accounted for as contingent consideration receivable"

non-recourse basis financial

"eligible trade receivables are sold ... on a non-recourse basis"

beneficial ownership cap regulatory

"A 10% beneficial ownership cap applies unless applicable TSX Venture Exchange approvals"

A beneficial ownership cap is a rule that limits how much of a company a single investor or related group can effectively control, even if legal ownership could be higher. Think of it as a speed limit for ownership that prevents any one party from accumulating a controlling stake; it matters to investors because it affects takeover risk, voting power, dilution, and potential returns by shaping who can influence corporate decisions.

Monte Carlo simulation model financial

"The Company used a Monte Carlo simulation model to determine the put option's fair value"

factoring arrangement financial

"Remexian has a trade receivables factoring arrangement with a debt collection services company"

FAQ

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

How did High Tide (HITI) perform financially for the quarter ended July 31, 2026?

For the quarter, High Tide reported revenue of $198.8 million, up from $149.7 million, and net income of $12.7 million versus $0.8 million a year earlier, reflecting stronger operations and fair value gains on derivatives.

What were High Tide (HITI)’s results for the nine months ended July 31, 2026?

For the nine months, High Tide generated revenue of $556.4 million versus $430.0 million and net income of $12.4 million versus a loss of $4.7 million. Basic EPS improved to $0.14 from a loss of $0.06.

How much did the Remexian medical cannabis distribution business contribute to HITI’s revenue?

Remexian contributed $38.2 million of revenue in the quarter and $94.8 million for the nine months ended July 31, 2026, along with $3.9 million of income from operations for the nine‑month period.

What is High Tide (HITI)’s cash position and overall asset base?

As of July 31, 2026, High Tide reported $38.0 million in cash and cash equivalents, $9.1 million in restricted cash, and total assets of $369.3 million on its condensed interim consolidated statement of financial position.

What major debt facilities does High Tide (HITI) have outstanding?

High Tide has a $30.0 million junior secured convertible loan, $15.0 million in secured debentures, vendor loans including $12.3 million related to Remexian, and various bank and term loans, all detailed in the notes to the financial statements.

Did High Tide (HITI) make any acquisitions during the period?

Yes. On July 29, 2026, High Tide acquired Northern Helm for $7.4 million in total consideration, including $2.6 million in shares, $1.9 million cash and $2.9 million of vendor loans, adding four Ontario retail stores.

How much cash did High Tide (HITI) generate from operations in the nine months ended July 31, 2026?

Net cash provided by operating activities was $20.4 million for the nine months ended July 31, 2026, compared with $19.6 million in the prior‑year period.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 6-K: How Foreign Companies Report to the SEC →

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Available on EDGAR 09/14/2026 - 03:56 PM Accepted by SEC EDGAR 09/14/2026 - 03:55 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2026

Commission File Number: 001-40258

HIGH TIDE, INC.

(Registrant)

11127 - 15 Street N.E., Unit 112

Calgary, Alberta

Canada T3K 2M4

(Address of Principal Executive Offices)

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐ Form 40-F ☒

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

EXHIBIT INDEX


Exhibit						Description of Exhibit

99.1						Condensed Interim Consolidated Financial Statements for the three months ended July 31, 2026 and 2025
99.2						Management’s Discussion & Analysis for the three months ended, July 31, 2026 and 2025
99.3						CEO Certification
99.4						CFO Certification

DOCUMENTS INCORPORATED BY REFERENCE

Exhibits 99.1, 99.2, 99.3, and 99.4 are hereby incorporated by reference into the Registrant’s Registration Statement on Form F-10 (File No. 333-273356) and shall be deemed to be a part thereof from the date hereof, to the extent not superseded by documents or reports subsequently filed or furnished.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	HIGH TIDE INC.
	(Registrant)

Date: September 14, 2026	By:	/s/ Raj Grover
		Raj Grover

		President and Chief Executive Officer

Exhibit 99.1

Condensed Interim Consolidated

Financial Statements

For the three and nine months ended July 31, 2026 and 2025

(Stated in thousands of Canadian dollars, except share and per share amounts)

(Unaudited)

Condensed Interim Consolidated Financial Statements for the three and nine months ended July 31, 2026 and 2025.

The accompanying unaudited financial statements of High Tide Inc. (“High Tide” or the “Company”) have been prepared by and are the responsibility of the Company’s management and have been approved by the Audit Committee and Board of Directors of the Company.

Approved on behalf of the Board:

(Signed) "Harkirat (Raj) Grover" (Signed) "Arthur Kwan"

President and Chair of the Board Director and Chair of the Audit Committee


			High Tide Inc.
			Condensed Interim Consolidated Statements of Financial Position
			As at July 31, 2026 and October 31, 2025
			(Unaudited — In thousands of Canadian dollars)


	Notes	2026	2025
		$	$

Assets
Current assets
Cash and cash equivalents		38,019	39,254
Restricted cash	17	9,103	8,629
Marketable securities		70	64
Trade and other receivables	11	10,199	5,615
Inventory	10	67,452	67,406
Prepaid expenses and deposits	9	21,168	15,917







Total current assets		146,011	136,885
Non-current assets
Property and equipment	7	29,862	29,436

Right‐of‐use assets	27	59,993	47,793
Long term prepaid expenses and deposits	9	3,846	4,114
Intangible assets and goodwill	8	129,637	129,549

Long term contract asset	5	—	1,285









Total non-current assets		223,338	212,177
Total assets		369,349	349,062
Liabilities
Current liabilities
Accounts payable and accrued liabilities	13	52,565	47,251
Income tax payable		8,405	7,189
Deferred revenue	14	6,760	7,989
Interest bearing loans and borrowings	17	13,281	16,189
Current portion of notes payable	12	1,991	1,536

Current portion of lease liabilities	27	10,431	9,814
Current derivative liability	16	4,136	9,951









Total current liabilities		97,569	99,919
Non-current liabilities
Notes payable	12	13,872	11,903

Lease liabilities	27	51,757	39,986

Deferred tax liability		5,698	7,100
Secured debentures	18	12,896	12,536




Convertible debt	15	19,243	17,877
Derivative liability	16	48,385	56,954
Total non-current liabilities		151,851	146,356
Total liabilities		249,420	246,275
Shareholders' equity
Share capital	20	334,172	329,642
Warrants	22	4,546	4,546
Contributed surplus		42,088	42,024







Derivative liability - equity	16	(35,797)	(35,797)
Accumulated other comprehensive income		8,014	7,299
Accumulated deficit		(247,806)	(260,105)



Equity attributable to owners of the Company		105,217	87,609
Non-controlling interest	30	14,712	15,178
Total shareholders' equity		119,929	102,787
Total liabilities and shareholders' equity		369,349	349,062

Contingent liability (Note 29)

Subsequent events (Note 31)



3


			High Tide Inc.
			Condensed Interim Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
			For the three and nine months ended July 31, 2026 and 2025
			(Unaudited — In thousands of Canadian dollars, except share and per share amounts)


		Three months ended		Nine months ended
	Notes	2026	2025	2026	2025
		$	$	$	$








Revenue	6, 25	198,818	149,690	556,443	429,955

Cost of sales		(146,072)	(109,599)	(409,415)	(318,953)
Inventory fair value		—	—	(1,482)	—
Gross profit		52,746	40,091	145,546	111,002
Expenses
Salaries, wages and benefits		(22,607)	(18,288)	(64,993)	(53,345)
Share-based compensation	21	(878)	(824)	(2,129)	(3,249)
General and administration		(7,833)	(6,623)	(22,467)	(18,954)
Professional fees		(3,220)	(2,301)	(9,476)	(5,800)
Advertising and promotion		(981)	(592)	(2,849)	(2,534)
Depreciation and amortization	7, 8, 27	(6,644)	(6,080)	(20,816)	(17,807)

Interest and bank charges		(1,873)	(1,644)	(5,638)	(4,575)




Total expenses		(44,036)	(36,352)	(128,368)	(106,264)
Income from operations		8,710	3,739	17,178	4,738
Other income (expenses)



Finance and other costs	19	(5,578)	(2,676)	(16,919)	(8,973)




(Loss) gain on foreign exchange		(979)	(120)	(623)	(221)

Other gain (loss)		—	1	—	(41)











Fair value change in derivative liability	16	11,787	(43)	14,311	(43)
Fair value change in long term contract asset	5	(1,285)	—	(1,285)	—






Total other income (expenses)		3,945	(2,838)	(4,516)	(9,278)
Income (loss) before taxes		12,655	901	12,662	(4,540)
Income tax expense		(1,294)	(69)	(1,629)	(153)
Deferred income tax recovery		1,387	—	1,387	—



Net income (loss)		12,748	832	12,420	(4,693)
Other comprehensive income (loss)
Translation difference on foreign operations		1,475	100	715	(63)



Total comprehensive income (loss)		14,223	932	13,135	(4,756)

Net income (loss) attributed to:
Owners of the Company		11,291	598	12,299	(5,108)
Non-controlling interest	30	1,457	234	121	415
		12,748	832	12,420	(4,693)

Comprehensive income (loss) attributed to:
Owners of the Company		12,530	699	12,757	(5,180)
Non-controlling interest	30	1,693	233	378	424
		14,223	932	13,135	(4,756)

Income (loss) per share
Basic	23	0.13	0.01	0.14	(0.06)
Diluted	23	0.12	0.01	0.13	(0.06)



4


			High Tide Inc.
			Condensed Interim Consolidated Statements of Changes in Equity
			For the nine months ended July 31, 2026 and 2025
			(Unaudited — In thousands of Canadian dollars)


							Accumulated
						Derivative	other			Attributable
					Contributed	liability -	comprehensive	Accumulated		to owners of
	Notes	Share capital	Warrants		surplus	equity	income (loss)	deficit		the Company		NCI	Total
		$	$		$	$	$	$		$		$	$
Opening balance, November 1, 2024		300,643	4,632		40,507	—	6,848	(209,358)		143,272		2,240	145,512




Issuance of shares in equity financing		52	—		—	—	—	—		52		—	52

Share-based compensation		—	—		3,249	—	—	—		3,249		—	3,249
Share issuance costs		(274)	—		—	—	—	—		(274)		—	(274)
RSUs vested		2,007	—		(2,007)	—	—	—		—		—	—
Warrants exercised		84	(22)		-	—	—	—		62		—	62
Options exercised		456	—		(456)	—	—	—		—		—	—
Equity awards exercise price - options		—	—		213	—	—	—		213	-	—	213
Cumulative translation adjustment		—	—		—	—	(63)	—		(63)		—	(63)

Partner distributions		—	—		—	—	—	—		—		(567)	(567)


Net loss for the period		—	—		—	—	—	(5,108)		(5,108)		415	(4,693)
Balance, July 31, 2025		302,968	4,610		41,506	—	6,785	(214,466)		141,403		2,088	143,491

Opening balance, November 1, 2025		329,642	4,546		42,024	(35,797)	7,299	(260,105)		87,609		15,178	102,787


Shares issued as consideration for acquisition of Northern	5	2,644	—		—	—	—	—		2,644		—	2,644





Share-based compensation	21	—	—		2,129	—	—	—		2,129		—	2,129
Share issuance costs	20	(15)	—		—	—	—	—		(15)		—	(15)
RSUs vested	20	1,734	—		(1,734)	—	—	—		—		—	—


Equity awards related costs	20	(510)	—		—	—	—	—		(510)		—	(510)
Equity awards exercise price - options	20	—	—		346	—	—	—		346		—	346
Options exercised	20	677	—		(677)	—	—	—		—		—	—

Cumulative translation adjustment		—	—		—	—	715	—		715		—	715

Partner distributions		—	—		—	—	—	—		—		(587)	(587)


Net income for the period		—	—		—	—	—	12,299		12,299		121	12,420
Balance, July 31, 2026		334,172	4,546	—	42,088	(35,797)	8,014	(247,806)	(259,716)	105,217		14,712	119,929


+
5


			High Tide Inc.
			Condensed Interim Consolidated Statements of Cash Flows
			For the nine months ended July 31, 2026 and 2025 (Unaudited – In thousands of Canadian dollars, except share and per share amounts)


	Notes	2026	2025
		$	$
Operating activities
Net income (loss)		12,420	(4,693)
Adjustments for items not affecting cash and cash equivalents
Income tax expense		1,629	153
Deferred income tax recovery		(1,387)	—
Accretion excluding accretion on lease liabilities	19	2,257	740





Depreciation and amortization	7, 8, 27	20,816	17,807
Share-based compensation	21	2,129	3,249


Fair value change in derivative liability		(14,311)	43
Fair value change in long term contract asset		1,285	—
Loss on foreign exchange		623	221


Provision for bad debts and other		663	41








		26,124	17,561
Changes in non-cash working capital
Trade and other receivables		(5,247)	(243)
Inventory		272	(1,920)

Prepaid expenses and deposits		(4,850)	626
Accounts payable and accrued liabilities		5,314	(377)

Deferred revenue		(1,229)	3,941









Net cash provided by operating activities		20,384	19,588

Investing activities
Purchase of property and equipment	7	(5,259)	(7,180)
Purchase of intangible assets	8	(615)	(123)
Business combinations, net of cash acquired		(1,815)	—
Acquisition of retail store leases		(900)	—
Purchase to obtain right-of-use assets		(100)	(222)
Lease incentives received		153	—
Proceeds from marketable securities		—	648








Net cash used in investing activities		(8,536)	(6,877)

Financing activities
Repayment of interest bearing loans and borrowings	17	(17,437)	(2,804)
Proceeds from interest bearing loans, net of issue costs	17	14,530	—
Repayment of notes payable	12	(977)	(14,172)
Proceeds from convertible debt		—	24,790



Lease liability payments	27	(7,879)	(7,397)
Share issuance costs	20	(15)	(274)
Partner distributions		(587)	(567)

Issuance of shares in equity financing	20	—	52
Warrants exercised	22	—	62
Equity awards related costs	20	(510)	—
Equity awards exercise price - options	20	346	213

Proceeds from secured debentures		—	4,360





Net cash (used in) provided by financing activities		(12,529)	4,263

Effect of foreign exchange on cash		(80)	(432)

Net decrease in cash		(761)	16,542
Cash and cash equivalents, and restricted cash, beginning of period		47,883	47,267
Cash and cash equivalents, and restricted cash, end of period		47,122	63,809





Supplemental cash flow information
Cash interest received		261	297
Cash interest paid		6,844	5,057
Cash taxes paid		417	201
Non-cash addition to right-of-use assets		19,428	9,323



6


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

1. Nature of operations

High Tide Inc. (“High Tide” or the "Company") is a retail-focused cannabis company with diversified operations spanning bricks-and-mortar retail, European importation, wholesale of medical cannabis, and global e-commerce platforms. The Company’s shares are listed on the Nasdaq Capital Market (“Nasdaq”) under the symbol “HITI”, the TSX Venture Exchange (“TSXV”) under the symbol “HITI”, and on the Frankfurt Stock Exchange (“FSE”) under the securities identification code ‘WKN: A2PBPS’ and the ticker symbol “2LYA”. The address of the Company’s corporate and registered office is # 112 – 11127 15 Street NE, Calgary, Alberta, Canada T3K 2M4. High Tide does not engage in any U.S. cannabis-related activities as defined by the Canadian Securities Administrators Staff Notice 51-352.

2. Basis of preparation

A. Statement of compliance

These condensed interim consolidated financial statements have been prepared in accordance with IAS 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”), under the historical cost convention, except for certain financial instruments which are measured at fair value.

They are condensed as they do not include all of the information required for full annual financial statements, and they should be read in conjunction with the audited annual consolidated financial statements ("annual consolidated financial statements") of the Company for the year ended October 31, 2025, which are available on SEDAR at www.sedarplus.ca and with the SEC at www.sec.gov.

These condensed interim consolidated financial statements were approved and authorized for issue by the Board of Directors on September 14, 2026.

B. Reclassification of equity presentation

During the period, the Company revised the presentation of equity award-related amounts in the condensed interim consolidated statements of changes in equity by separately presenting the RSU-related amount within share capital and the stock option exercise-price amount within contributed surplus. These amounts were previously presented on a net basis within “Equity awards related costs” in share capital. The revision is a presentation reclassification within equity only and has no impact on total equity, net income (loss), or cash flows.

C. Currencies and foreign exchange

The Company’s condensed interim consolidated financial statements are presented in Canadian dollars, which is the functional and presentation currency of the Company and its Canadian subsidiaries. The functional currencies of the Company’s U.S., European and United Kingdom subsidiaries are the U.S. dollar (“USD”), euro (“EUR”) and British pound sterling (“GBP”), respectively. Transactions denominated in currencies other than the functional currency are translated at the rate prevailing at the date of transaction. Monetary assets and liabilities that are denominated in foreign currencies are translated at the rate prevailing at each reporting date. Income and expense amounts are translated at the dates of the transactions.

In preparing the Company’s condensed interim consolidated financial statements, the financial statements of the foreign subsidiaries are translated into Canadian dollars. The assets and liabilities of foreign subsidiaries are translated into Canadian dollars using exchange rates at the reporting date. Revenues and expenses of foreign operations are translated into Canadian dollars using average foreign exchange rates. Translation gains and losses resulting from the consolidation of operations into the Company’s functional currency are recognized in other comprehensive income (loss) in the condensed interim consolidated statements of income (loss) and other comprehensive income (loss) and as a separate component of shareholders’ equity.



7


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

D. Basis of consolidation

Subsidiaries are entities controlled by High Tide Inc. Control is achieved when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. The results of subsidiaries acquired or disposed of during the period are included in the condensed interim consolidated financial statements from the effective date of acquisition or up to the effective date of disposal, as applicable. The accounting policies applied in the preparation of these condensed interim consolidated financial statements relating to consolidation are consistent with those applied in the Company’s annual consolidated financial statements for the year ended October 31, 2025. Intra‐company balances and transactions, and any unrealized gains or losses or income and expenses arising from intra‐company transactions are eliminated in preparing the condensed interim consolidated financial statements.

Subsidiaries

Places of operation

Percentage Ownership

Principal activities

Functional Currency

Canna Cabana Inc.

Canada

100%

Cannabis retail

Canadian Dollar

2680495 Ontario Inc.

Canada

100%

Cannabis retail

Canadian Dollar

Valiant Distribution Canada Inc.

Canada

100%

Wholesale distribution

Canadian Dollar

META Growth Corp.

Canada

100%

Cannabis retail

Canadian Dollar

HT Global Imports Inc.

Canada

100%

Product sourcing and imports

Canadian Dollar

2049213 Ontario Inc.

Canada

100%

Cannabis retail

Canadian Dollar

1171882 B.C. Ltd.

Canada

100%

Cannabis retail

Canadian Dollar

High Tide BV (Grasscity)

Netherlands

100%

E-commerce retail

European Euro

Valiant Distribution Inc.

United States

100%

Wholesale distribution

U.S. Dollar

Smoke Cartel USA, Inc.

United States

100%

E-commerce retail

U.S. Dollar

Fab Nutrition, LLC

United States

100%

E-commerce retail

U.S. Dollar

Nuleaf Naturals LLC

United States

100%

E-commerce retail

U.S. Dollar

DHC Supply, LLC

United States

100%

E-commerce retail

U.S. Dollar

DS Distribution Inc.

United States

100%

E-commerce retail

U.S. Dollar

High Tide Germany GmbH

Germany

100%

E-commerce and wholesale

European Euro

2802229 Ontario Ltd.

Canada

100%

Cannabis retail

Canadian Dollar

Lean Healthcare International Inc.

Canada

100%

Cannabis retail

Canadian Dollar

2629268 Alberta Ltd.

Canada

87.5%

Cannabis retail

Canadian Dollar

Enigmaa Ltd. (Blessed CBD)

United Kingdom

80%

CBD retail and distribution

British Pound Sterling

Remexian Pharma GmbH

Germany

51%

Medical cannabis distribution

European Euro

Saturninus Partners GP

Canada

50%

Cannabis retail

Canadian Dollar

NAC Thompson North Ltd. Partnership

Canada

49%

Cannabis retail

Canadian Dollar

NAC OCN Ltd. Partnership

Canada

49%

Cannabis retail

Canadian Dollar

3. Material accounting policies

The material accounting policies and methods of computation applied in these condensed interim consolidated financial statements are consistent with those applied in the preparation of the Company’s audited consolidated financial statements for the year ended October 31, 2025.

Restricted cash

Restricted cash primarily consists of guaranteed investment certificates (“GICs”) that have been pledged as collateral in support of certain loan facilities. These balances are subject to contractual restrictions and are not available for unrestricted use by the Company until the relevant lending arrangements are extinguished or the collateral restrictions are released.

The classification of restricted cash as current or non-current is determined based on the expected timing of the release of the associated restrictions.



8


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

There were no new or amended IFRS Accounting Standards effective November 1, 2025 that had a material impact on the Company’s condensed interim consolidated financial statements.

Accounting standards issued but not yet effective are consistent with those disclosed in the Company’s audited consolidated financial statements for the year ended October 31, 2025. The Company has not early adopted any new standards or amendments during the period.

4. Significant accounting judgments, estimates and assumptions

The estimates and assumptions are reviewed on an ongoing basis. Revisions in accounting estimates are recognized in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years.

In preparing these condensed interim consolidated financial statements, the significant judgments made by management in applying the Company’s accounting policies and the key sources of estimation uncertainty were consistent with those applied in the audited consolidated financial statements for the year ended October 31, 2025.

During the nine months ended July 31, 2026, the Company reviewed its accounting estimates and judgments, including those described in the notes below.

5. Business combinations

In accordance with IFRS 3, Business Combinations, these transactions meet the definition of a business combination and, accordingly, the assets acquired and the liabilities assumed have been recorded at their respective estimated fair values as of the acquisition date.

A. Northern Helm

On July 29, 2026, the Company completed the acquisition of 100% of the issued and outstanding equity interests of J. Supply Holdings Inc., operating as Northern Helm (“Northern”), pursuant to a share purchase agreement dated June 12, 2026. Northern Helm operates four retail cannabis stores located in Bowmanville, Kingston, Courtice and Oshawa, Ontario. The acquisition further expands the Company’s retail presence in Ontario.

The following table summarizes the consideration transferred and the preliminary fair values of the assets acquired and liabilities assumed:


						$

Common shares						2,644
Cash						1,884
Vendor loan(i)						2,885











Total consideration(ii)						7,413

Purchase price allocation



Working capital						520
Property, plant and equipment						204




Right-of-use assets						1,512
Goodwill and intangible assets						6,689



Lease liabilities						(1,512)
Total						7,413

(i)The vendor loan had an aggregate principal amount of $3,057 and an acquisition-date fair value of $2,885. The vendor loan notes are repayable in monthly installments over their respective remaining contractual terms of up to 48 months and may be prepaid, in whole or in part, at any time without notice to, or consent of, the vendors and without bonus or penalty. Refer to Note 12.

(ii)The total consideration was $7,413, consisting of (i) a vendor loan with a fair value of $2,885; (ii) cash consideration of $1,884; and (iii) 921,486 common shares of the Company valued at $2,644.



9


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

The excess of the consideration transferred over the fair value of the identifiable net assets acquired resulted in goodwill primarily attributable to the expected benefits from the expansion of the Company’s retail footprint, anticipated synergies and the assembled workforce. Goodwill is not deductible for income tax purposes.

Northern's statutory year-end is December 31. For consolidation purposes at quarter-end July 31, 2026, the Company included Northern’s financial information through July 31 to align with the Company’s quarter-end.

The fair values of the identifiable assets acquired and liabilities assumed are provisional as at July 31, 2026 and may be adjusted during the measurement period as additional information becomes available about facts and circumstances that existed at the acquisition date. The measurement period will not exceed one year from the acquisition date.

Had the acquisition occurred on November 1, 2025, management estimates that consolidated revenue and EBITDA for the nine months ended July 31, 2026 would have been $6,454 and $1,188 respectively.

B. Remexian Pharma GmbH

On September 2, 2025, the Company, pursuant to a Share Purchase Agreement (the “Agreement”), acquired 51% of the issued and outstanding shares of Remexian Pharma GmbH (“Remexian”), a company in the business of importation and wholesale of medical cannabis, for a total purchase price of $46,867 (EUR 29,188). The acquisition of Remexian served to broaden the Company’s product offerings and geographic reach throughout Europe. The transaction can be summarized as follows:


	EUR	$

Common shares	16,725	26,856
Cash	7,654	12,289
Vendor loan	5,609	9,007
Long-term contract asset(i)	(800)	(1,285)











Total consideration(ii)	29,188	46,867

Purchase price allocation
Trade and other receivables	595	955
Inventory	19,953	32,039

Prepaid expenses and deposits	5,929	9,520
Property, plant and equipment	236	379
Intangible assets	21,151	33,962
Accounts payable and accrued liabilities	(14,065)	(22,575)
Income tax payable	(3,495)	(5,612)
Interest bearing loans and borrowings	(4,004)	(6,429)
Notes payable	(2,855)	(4,584)
Goodwill	19,468	31,260
Deferred tax liability	(4,391)	(7,051)
Non-controlling interest	(9,334)	(14,997)





Total	29,188	46,867

(i)The long-term contract asset was recognized at its estimated fair value of $1,285 (EUR 800) at the acquisition date, based on management’s assessment of the likelihood of the specified change in law occurring and its expected impact on Remexian’s EBITDA. As at July 31, 2026, the conditions required for the purchase price adjustment had not been satisfied. Accordingly, the Company remeasured the long-term contract asset to nil and recognized a fair value loss of $1,285 in the condensed interim consolidated statement of income (loss) and comprehensive income (loss) during the nine months ended July 31, 2026.

(ii)Total consideration was $46,867 (EUR 29,188), and consisted of: (i) cash consideration of $12,289 (EUR 7,654); (ii) 5,864,373 common shares of the Company issued as consideration with a value of $26,856 (EUR 16,725); (iii) a vendor loan with a fair value of $9,007 (EUR 5,609) (see Note 12); and (iv) a long-term contract asset of $1,285 (EUR 800) arising from a contingent purchase price adjustment under the Remexian share purchase agreement.

Under the Share Purchase Agreement, the Company was entitled to a return of consideration transferred, up to a maximum of 29% of the final purchase price, if a substantive amendment to the German Medical Cannabis Act (“MedCanG”) occurred by July 31, 2026



10


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

and, as a result of such amendment, Remexian’s EBITDA deteriorated by more than 30%. The arrangement was accounted for as contingent consideration receivable.

Under the Remexian Agreement, the Company has a call option with a 5-year life starting September 2, 2027, to purchase the remaining 49% of the shares from the non-controlling shareholders in Remexian. The call option is exercisable at an exercise price determined as a multiple of 4 times or 3.64065 times trailing annual EBITDA. The Company analyzed the value of the call option and considered it to be fair value, and therefore no amount has been recognized in the financial statements in respect of the call option.

The non-controlling interest recorded represents 49% of Remexian shares held by the Sellers and is initially measured as the proportionate share of the recognized assets and liabilities. Under the Agreement, the non-controlling interests are subject to a call and put option. Refer to note 16 for further details on the derivative liability related to the put option.

The excess of the purchase price over the net identifiable assets acquired and the liabilities assumed resulted in goodwill of $31,260 which is largely attributable to the assembled workforce acquired and the synergies from combining operations. Goodwill is not deductible for tax purposes.

Remexian’s statutory year-end is December 31. For consolidation purposes at year-end October 31, 2025, the Company included Remexian’s financial information through October 31 to align with the Company’s year-end.

The fair values of the identifiable assets acquired and liabilities assumed remain provisional as at July 31, 2026 and may be adjusted during the measurement period as additional information becomes available regarding facts and circumstances that existed at the acquisition date. The measurement period will not exceed one year from the acquisition date. During the nine months ended July 31, 2026, no material measurement-period adjustments were recognized.

For the three and nine months ended July 31, 2026, Remexian contributed revenue of $38,229 and $94,847, respectively, and income from operations of $3,876 and $3,908, respectively.



11


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

6. Revenue from contracts with customers

Accordingly, the Company now reports two operating segments: bricks-and-mortar and medical cannabis distribution. Comparative segment information has been re-presented to conform to the current period presentation.


For the three months ended July 31	2026	2025	2026	2025	2026	2025
	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
	$	$	$	$	$	$
Primary geographical markets(i)
Canada	157,389	145,792	—	—	157,389	145,792
USA	3,017	3,746	—	—	3,017	3,746
International	183	152	38,229	—	38,412	152
Total revenue	160,589	149,690	38,229	—	198,818	149,690

Major products and services
Cannabis, hemp-derived products and other	154,966	143,946	38,320	—	193,286	143,946
Consumption accessories	5,623	5,744	(91)	—	5,532	5,744





Total revenue	160,589	149,690	38,229	—	198,818	149,690

Timing of revenue recognition
Transferred at a point in time	160,589	149,690	38,229	—	198,818	149,690
Total revenue	160,589	149,690	38,229	—	198,818	149,690


For the nine months ended July 31	2026	2025	2026	2025	2026	2025
	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
	$	$	$	$	$	$
Primary geographical markets(i)
Canada	451,410	414,597	—	—	451,410	414,597
USA	9,709	14,746	—	—	9,709	14,746
International	477	612	94,847	—	95,324	612
Total revenue	461,596	429,955	94,847	—	556,443	429,955

Major products and services
Cannabis, hemp-derived products and other	444,347	410,252	94,847	—	539,194	410,252
Consumption accessories	17,249	19,703	—	—	17,249	19,703





Total revenue	461,596	429,955	94,847	—	556,443	429,955

Timing of revenue recognition
Transferred at a point in time	461,596	429,955	94,847	—	556,443	429,955
Total revenue	461,596	429,955	94,847	—	556,443	429,955

(i)Represents revenue based on geographical locations of the customers who have contributed to the revenue generated in the applicable segment.



12


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

7. Property and equipment


	Office equipment	Production	Leasehold
	and computers	equipment	improvements	Vehicles	Buildings	Total
Cost	$	$	$	$	$	$
Opening balance, November 1, 2024	6,677	3,859	49,476	40	3,710	63,762
Additions	649	11	8,550	—	875	10,085
Additions from business combinations	176	40	20	—	145	381

Foreign currency translation	25	23	13	—	(12)	49





Balance, October 31, 2025	7,527	3,933	58,059	40	4,718	74,277

Additions	605	30	4,613	—	10	5,258


Additions from business combinations(i)	—	—	204	—	—	204
Foreign currency translation	(1)	9	(23)	—	—	(15)





Balance, July 31, 2026(ii)	8,131	3,972	62,853	40	4,728	79,724

Accumulated depreciation
Opening balance, November 1, 2024	4,018	2,213	29,333	15	712	36,291
Depreciation	1,024	776	6,411	4	256	8,471
Foreign currency translation	40	25	9	—	5	79





Balance, October 31, 2025	5,082	3,014	35,753	19	973	44,841

Depreciation	678	380	3,744	4	205	5,011

Foreign currency translation	—	7	3	—	—	10





Balance, July 31, 2026	5,760	3,401	39,500	23	1,178	49,862

Net Book Value, October 31, 2025	2,445	919	22,306	21	3,745	29,436
Net Book Value, July 31, 2026	2,371	571	23,353	17	3,550	29,862

(i)Additions from business combinations relate to property and equipment acquired as part of the Northern Helm acquisition. Refer to Note 5, Business combinations, for further details.

(ii)As at July 31, 2026, the Company had a balance of $536 (October 31, 2025 - $1,265) in assets under construction in Leasehold Improvements. These amounts are related to Canadian retail locations that are not yet operational.



13


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

8. Intangible assets and goodwill


	Software	Licenses	Brand name		Customer relationship	Supplier relationship	Goodwill	Total
Cost	$	$	$		$	$	$	$
Opening balance, November 1, 2024	11,986	46,148	8,585		—	—	73,373	140,092
Additions	211	—	—		—	—	-	211
Additions from business combinations	—	2,634	10,295		18,383	2,650	31,260	65,222
Impairment loss	(10,721)	—	(7,657)		—	—	(14,807)	(33,185)
Foreign currency translation	238	18	162		130	18	295	861




Balance, October 31, 2025	1,714	48,800	11,385		18,513	2,668	90,121	173,201
Additions	46	448	121		—	—	—	615
Additions from business combinations(i)	—	—	—	-	—	—	6,689	6,689

Foreign currency translation	—	(3)	(16)		(27)	(4)	(48)	(98)




Balance, July 31, 2026	1,760	49,245	11,490		18,486	2,664	96,762	180,407

Accumulated amortization
Opening balance, November 1, 2024	8,475	38,659	142		—	—	—	47,276
Amortization	2,120	2,372	533		594	144	—	5,763
Impairment loss	(9,621)	—	—		—	—	—	(9,621)
Foreign currency translation	168	3	35		23	5	—	234





Balance, October 31, 2025	1,142	41,034	710		617	149	—	43,652
Amortization	179	1,789	1,708		2,766	664	—	7,106
Foreign currency translation	—	2	3		6	1	—	12




Balance, July 31, 2026	1,321	42,825	2,421		3,389	814	—	50,770

Net Book Value, October 31, 2025	572	7,766	10,675		17,896	2,519	90,121	129,549
Net Book Value, July 31, 2026	439	6,420	9,069		15,097	1,850	96,762	129,637

(i)Additions from business combinations relate to preliminary fair values of goodwill and intangibles acquired as part of the Northern Helm acquisition. Refer to Note 5, Business combinations, for further details.

During the nine months ended July 31, 2026, the Company completed its impairment assessment of its bricks-and-mortar and medical cannabis distribution CGUs with key assumptions, including forecast EBITDA, an EBITDA multiple of 3.6x, a risk-free rate of 3.4%, an internal rate of return of 15.2% and a required metric risk premium of 11.8%. There was no impairment recognized as a result of the assessments.

9. Prepaid expenses and deposits


As at	July 31, 2026	October 31, 2025
	$	$
Deposits on cannabis retail outlets	2,910	2,622
Prepaid insurance and other	7,766	4,578
Prepayment on inventory	14,338	12,831





Total	25,014	20,031
Less current portion	(21,168)	(15,917)
Long-term	3,846	4,114



14


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

10. Inventory


As at	July 31, 2026	October 31, 2025
	$	$
Finished goods	50,350	56,336
Raw material	17,465	11,430
Work in process	2	6
Provision for obsolescence	(365)	(366)





Total	67,452	67,406

In light of the medical segment's performance, management continues to assess the recoverability of inventory and whether the related inventory provisions remain appropriate and consistent with IFRS Accounting Standards. This assessment includes consideration of factors such as inventory aging, turnover rates, sales trends, excess quantities, obsolete items, and other indicators that inventory may require a write-down to net realizable value. Based on this assessment, no adjustments were required during the current period.

11. Trade and other receivables


As at	July 31, 2026	October 31, 2025
	$	$
Trade accounts receivables	30,922	15,557

Factoring(i)	(19,131)	(9,013)
Allowance for doubtful accounts	(1,592)	(929)




Total	10,199	5,615

(i)Remexian has a trade receivables factoring arrangement with a debt collection services company in Germany under which eligible trade receivables are sold to a German financing company on a non-recourse basis. Eligible receivables are derecognized when purchased by the German financing company and cash is received. Receivables offered but not purchased by the German financing company continue to be recognized as trade receivables. The Company does not retain ongoing exposure to credit risk on receivables sold other than customary representations and warranties; such representations and warranties do not constitute continuing involvement for the purposes of IFRS 7 transfer disclosures. Factoring fees are recognized in finance costs.



15


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

12. Notes payable


As at	July 31, 2026	October 31, 2025
	$	$
Vendor loan - Remexian - face value	12,290	12,290
Vendor loan - unamortized discount	(2,763)	(3,283)
Vendor loan(i)	9,527	9,007
Vendor loan - Northern - face value	3,057	—
Vendor loan - unamortized discount	(172)	—
Vendor loan(ii)	2,885	—
Term loan(iii)	3,028	3,637
Other(iv)	423	795




Total	15,863	13,439
Less current portion	(1,991)	(1,536)
Long-term obligation	13,872	11,903

(i)In connection with the acquisition of Remexian, the Company entered into a vendor financing arrangement pursuant to which a portion of the purchase consideration was deferred and recorded as a note payable by the Company to the vendors. The vendor loan has a principal amount of $12,290. The vendor loan bears interest at a fixed rate of 7% per annum on the outstanding principal, with interest accruing annually and payable in January of the following calendar year. The Company may repay the vendor loan in whole or in part, at its discretion, subject to minimum repayment amounts of EUR 100,000 or multiples thereof, and provided that 60 days’ prior written notice is given to the vendor in the case of early repayment. The vendor loan is unsecured and is governed by the laws of the Federal Republic of Germany. There are no financial covenants attached to the vendor loan.

In accordance with IFRS 3 – Business Combinations, the vendor loan was initially recognized at its fair value of $9,007 at the acquisition date, with the difference between the principal amount and fair value included as part of the acquisition accounting. Subsequent to initial recognition, the vendor loan is measured in accordance with IFRS 9 – Financial Instruments, at amortized cost using the effective interest method. Accrued interest of $500 was recognized within trade and other payables. No principal repayments were made during the nine months ended July 31, 2026 (July 31, 2025: nil).

(ii)In connection with the acquisition of Northern Helm, the Company assumed three vendor take-back (“VTB”) promissory notes that had been issued in connection with prior acquisitions undertaken by the acquired entities. The VTB notes are repayable in monthly installments over their respective remaining contractual terms of up to 48 months and may be prepaid, in whole or in part, at any time without notice to, or consent of, the vendors and without bonus or penalty. The notes are secured by pledges of shares of the respective acquired entities and are governed by the laws of the Province of Ontario and the applicable laws of Canada.

The notes have an aggregate principal amount of $3,057 at the time of acquisition and bear interest at a fixed rate of 2% per annum. In accordance with IFRS 3 – Business Combinations, the VTB loans were recognized at $2,885 as liabilities assumed at their acquisition-date fair values. Subsequent to initial recognition, the VTB loans are measured in accordance with IFRS 9 – Financial Instruments at amortized cost using the effective interest method. As at July 31, 2026, outstanding balance was $2,885, of which $828 was classified as current and $2,057 as non-current. No principal repayments were made during the nine months ended July 31, 2026 (July 31, 2025: nil).

(iii)Remexian, a subsidiary of the Company, entered into a fixed-rate installment term loan with an unrelated party bank on March 31, 2025, with an original principal of $3,885 (EUR 2.5 million) and final maturity on March 31, 2030. The loan bears interest at a fixed rate of 4.82% per annum, calculated using a 360-day year, with quarterly repayments of principal $200 (EUR 0.125 million) and accrued interest, commencing June 30, 2025; contractual interest accrues over the term of the loan and is payable at maturity. The loan is denominated in Euros and translated into Canadian dollars using the closing exchange rate at the reporting date in accordance with IAS 21 and is measured at amortized cost under IFRS 9. The loan is secured by a transfer of ownership of inventory and an assignment of related insurance claims and is further supported by maximum amount guarantees of $932 (EUR 0.6 million) provided by the two largest non-controlling interest owners of Remexian. Following the acquisition of Remexian, the Company placed $488 (EUR 0.3 million) in escrow with a notary in respect of potential security claims. Financial covenants include a minimum equity ratio of 25% and a maximum net debt ratio of 3.0, all of which were met as at July 31, 2026.



16


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

As at July 31, 2026, principal outstanding was $3,028, of which $807 was classified as current and $2,221 as non-current. Accrued interest of $12 was recognized separately within trade and other payables. During the nine months ended July 31, 2026, principal repayments of $606 (July 31, 2025: nil) were made.

(iv)A total of EUR 700 was advanced to Remexian in 2024, prior to the Company’s acquisition of Remexian. As at July 31, 2026, principal outstanding under these loans totaled $356 (EUR 220), which was classified as current. The unsecured loans contain no financial covenants, are subordinated to all other third-party claims, bear fixed interest at an average rate of 10% per annum, and are classified within current notes payable based on their repayment schedules. These borrowings are measured at amortized cost. During the nine months ended July 31, 2026, principal repayments of $371 (July 31, 2025: nil) were made.

13. Accounts payable and accrued liabilities


As at	July 31, 2026	October 31, 2025
	$	$
Accounts payable	26,215	27,765
Accrued liabilities	13,574	12,484

Sales tax payable	12,776	7,002



Total	52,565	47,251

14. Deferred revenue


As at	July 31, 2026	October 31, 2025
	$	$
Cannabis, hemp-derived products and other revenue	4,999	3,573
Elite membership revenue	1,749	1,404
Goods shipped not delivered	12	3,012




Total	6,760	7,989

15. Convertible debt


As at	July 31, 2026	October 31, 2025
	$	$
Face value	30,000	30,000
Freestanding derivative	(7,299)	(7,299)
Unamortized issuance cost	(3,458)	(4,824)
Total	19,243	17,877

On July 16, 2025, the Company entered into a non-revolving $30,000 junior secured term loan with a subsidiary of Cronos Group Inc. (the “Lender”). The loan is guaranteed by designated subsidiaries and is junior in priority to the Company’s prior-ranking senior secured indebtedness.

An original issue discount (“OID”) of 16% ($4,800) was retained by the Lender, resulting in a funded amount of $25,200 received by the Company. Interest accrues at 4% per annum on the full $30,000 principal amount (inclusive of OID) and is payable quarterly in arrears on the last day of each quarter. Principal repayment is due in full when the loan matures on July 16, 2030; early repayments may be made at the Company’s option without penalty. In connection with this convertible debt, the Company issued detachable warrants to purchase common shares of High Tide Inc. to the Lender, which is recorded as a derivative liability (refer to note 16).

The loan includes a conversion feature that permits the Lender, while the loan is outstanding, to deliver a conversion offer to convert all or a portion of the funded amount (principal net of OID) into common shares of the Company at a conversion price of

$4.20 per share. The Company has ten business days to accept or reject each conversion offer; if not accepted, the offer is deemed rejected. A 10% beneficial ownership cap applies unless applicable TSX Venture Exchange approvals are obtained.

The Company was in compliance with all covenants as at July 31, 2026.



17


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

16. Derivative liability

Current derivative liability - detachable warrants


As at	July 31, 2026	October 31, 2025
	$	$
Opening balance	9,951	—
Initial recognition	—	7,299
Fair value change	(5,815)	2,652



Fair value, end of the period	4,136	9,951

The 3,836,317 detachable warrants were issued concurrently with the advance of the convertible debt and are exercisable into common shares at a fixed exercise price of $3.91, subject to standard anti-dilution adjustments. Warrants are exercisable for cash or, at the Company’s option, on a cashless basis. The detachable warrants are freestanding financial instruments and do not meet the criteria for equity classification under IAS 32 – Financial Instruments: Presentation. Accordingly, the detachable warrants are accounted for as a derivative liability. Transaction costs of $212 allocated to the warrants were expensed on initial recognition of the derivative liability.

The Black-Scholes model was used to determine the fair value of the warrants, which was $1.08 as at July 31, 2026 ($2.59 - October 31, 2025). The primary inputs include expected share price volatility of 54% at July 31, 2026 (68% - October 31, 2025), risk-free rate of return of 3.16% at July 31, 2026 (2.63% - October 31, 2025), expected life of the warrants of 3.96 years at July 31, 2026 (4.71 - October 31, 2025), closing market price of the stock of $2.97 at July 31, 2026 ($4.38 - October 31, 2025).

On initial recognition, the detachable warrant liability of $7,299 was recognized as a derivative liability in the condensed interim consolidated statement of financial position. As at July 31, 2026, the detachable warrant liability was remeasured to $4,136 ($9,951 - October 31, 2025), and the resulting fair value change of $5,815 ($2,652 – October 31, 2025) was recognized in the condensed interim consolidated statement of income (loss) and comprehensive income (loss).

Non-current derivative liability - put option liability


As at	July 31, 2026	October 31, 2025
	$	$
Opening balance	56,954	—
Initial recognition	—	35,797
Fair value change	(8,496)	20,907
(Loss) or gain on foreign exchange	(73)	250
Total	48,385	56,954

The Company issued a put option to the 49% non-controlling interest shareholders in Remexian, exercisable at any time after September 2, 2027 for a term of 5 years. The put option allows the non-controlling interest shareholders to sell all the remaining shares at an exercise price of 3.64065 times the trailing annual EBITDA.

The Company used a Monte Carlo simulation model to determine the put option's fair value. At July 31, 2026, the significant level 3 estimates in the valuation were management's multi-year EBITDA forecast, an internal rate of return of 15% (15% - October 31, 2025), an annualized EBITDA volatility of 85% (82% - October 31, 2025) and risk-free rate of 3.40% (3.40% - October 31, 2025).

On initial recognition, the put option liability of $35,797 was recorded as derivative liability - equity in the consolidated statement of changes in equity. As at July 31, 2026 the put option liability was remeasured as $48,385 ($56,954 - October 31, 2025) and the resulting fair value change of $8,496 ($20,907 - October 31, 2025) was recorded in the interim condensed interim consolidated statement of income (loss) and comprehensive income (loss).



18


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

17. Interest bearing loans and borrowings


As at	July 31, 2026	October 31, 2025
	$	$
ConnectFirst loan(i)	6,016	9,104
Bank borrowings(ii)	7,265	4,851






Working capital loan(iii)	—	2,234
Total	13,281	16,189
Less current portion	(13,281)	(16,189)
Long-term obligation	—	—

Cash flow information


For the nine months ended	July 31, 2026	July 31, 2025
	$	$
Repayments:
Bank borrowing - money market loan - prior-year draw	4,851	—
Bank borrowing - money market loan - January 2026 draw	7,264	—
ConnectFirst	3,088	2,804
Working capital loan	2,234	—




Total repayments	17,437	2,804

Proceeds
Bank borrowing - money market loan - January 2026 draw	7,264	—
Bank borrowing - money market loan- July 2026 draw	7,266	—
Total proceeds	14,530	—

(i)On August 15, 2022, the Company entered into a $19,000 demand term loan with connectFirst Credit Union (the "Credit Facility") with Tranche 1 - $12,100 available in a single advance, and Tranche 2 - $6,900 available in multiple draws subject to pre-disbursement conditions set. The demand loan bears interest at the Credit Union’s prime lending rate plus 2.5% per annum and is set to mature on September 5, 2027.

Tranche 1, is repayable on demand, but until demand is made, this credit facility shall be repaid in monthly blended payments of principal and interest of $241. Blended payments may be adjusted from time to time, if necessary, on the basis of the Credit Union’s Prime Lending Rate and the principal outstanding. The Company received the inflow on October 7, 2022. The balance at July 31, 2026 was $4,007 ($5,909 - October 31, 2025).

Tranche 2, is repayable on demand, but until demand is made, this credit facility shall be repaid in monthly blended payments of principal and interest of $147. Blended payments may be adjusted from time to time, if necessary, on the basis of Prime, the principal outstanding and the amortization period remaining, the Company received the inflow on October 25, 2022. The Company received the remaining $2,673 on March 8, 2023. The balance at July 31, 2026 was $2,009 ($3,195 - October 31, 2025).

Attached to the loan is a general security agreement comprising a first charge security interest over all present and after acquired personal property, registered at Personal Property Registry for the assets of Canna Cabana Inc., Meta Growth Corp., 2680495 Ontario Inc., Valiant Distribution Canada Inc., High Tide USA Inc., Smoke Cartel USA Inc., DHC Supply LLC., DS Distribution Inc., Enigmaa Ltd., High Tide Inc. BV., SJV2 BV., SJV BV o/a Grasscity., and a limited recourse guarantee against $5,000 worth of High Tide Inc. shares held by Harkirat Singh Grover, and affiliates. Following repayment and termination of the connectFirst loan on August 7, 2026, the guarantee was discharged. During the three and nine months ended July 31, 2026, the Company incurred interest of $116 and $404, respectively (July 31, 2025: $200 and $690, respectively), on the connectFirst loan.



19


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

During the three and nine months ended July 31, 2026, the Company also repaid principal of $1,048 and $3,088, respectively (July 31, 2025: $965 and $2,804, respectively), on the connectFirst loan.

Covenants attached to the loan:

•The Company’s debt service coverage ratio shall be not less than 1.4:1, to be tested at the end of each fiscal quarter of the Company based on a trailing four-quarters basis using financial statements. As of July 31, 2026, the Company was in compliance with the debt service coverage ratio.

•The Company shall at all times maintain in the Company’s account with connectFirst the greater of $7,500 or 50% of the aggregate debt of the Company to connectFirst. A five-business day cure period is permitted. Included in the restricted cash of $9,103 as at July 31, 2026 ($8,629 - October 31, 2025) is $7,500 ($7,500 - October 31, 2025) held in the Company’s account with connectFirst.

•The Company shall at all times maintain a current ratio of not less than 1.3:1, to be tested monthly using financial statements. As at July 31, 2026, the Company was in compliance with the current ratio.

•The Company shall at all times maintain a funded debt to EBITDA ratio of not more than 3:1, to be tested quarterly on a consolidated basis. As at July 31, 2026, the Company was in compliance with the funded debt to EBITDA ratio.

As at July 31, 2026, the Company has met all the covenants attached to the loan.

(ii)Remexian has a credit framework with German bank that may be utilized as an overdraft facility (line of credit), money market loans, bank guarantees and import letters of credit, with an aggregate limit of $9,436 (EUR 6,000), of which money market utilization is subject to a sub-limit of $7,863 (EUR 5,000). The overdraft facility bears interest at a variable rate linked to three-month average EURIBOR, with interest payable monthly in arrears, and is subject to a provision fee of 0.10% per annum plus VAT on the unused portion; the facility has no stated maturity and amounts drawn are repayable on demand. As at July 31, 2026, there was an outstanding balance of $3,868 (EUR 2,396) under the overdraft facility (line of credit) which is included in cash and cash equivalents on the condensed interim consolidated statements of financial position. Money market loans are short-term drawings repayable at the end of their term and bear interest at EURIBOR plus a margin of 2.50% per annum (EURIBOR floored at zero), calculated using a 360-day year. As at July 31, 2026, the variable interest rate applicable to the overdraft facility was 5.248%, and the rate applicable to the money market loan was 4.747%. The facilities are denominated in Euros.

A money market loan of $4,851 was fully repaid on December 15, 2025. On January 15, 2026, the Company drew $7,264 (EUR 4,500) under the credit facility, which was repaid on April 30, 2026. On July 22, 2026, the Company drew $7,265 (EUR 4,500), which remained outstanding as at July 31, 2026 and was classified as current. No amounts were outstanding under bank guarantees or import letters of credit as at July 31, 2026.

The credit framework is secured by Remexian’s inventory and related insurance claims and is further supported by maximum amount guarantees of $970 (EUR 600) provided by two non-controlling shareholders of Remexian; in addition, the Company placed $485 (EUR 300) in escrow with a notary in respect of potential security claims. Accrued interest relating to these facilities is recognized separately within trade and other payables. There are no financial covenants attached to this loan. During the three and nine months ended July 31, 2026, the Company incurred interest of $36 and $158, respectively (July 31, 2025: nil and nil, respectively), on the money market loan.

(iii)Remexian entered into a procurement pre-financing arrangement with a German lender, under which the German lender pays approved supplier invoices on Remexian’s behalf and Remexian reimburses the German lender at the end of an agreed payment deferral period. During the year, Remexian selected a four-month payment deferral for all transactions, with the applicable transfer fee determined at the time each invoice was submitted. Amounts outstanding under the arrangement are repayable within twelve months and are therefore classified as current. The arrangement is secured by collateral over the financed goods and related claims. On November 26, 2025, the German lender provided notice to terminate the arrangement, following which no new supplier invoices are being financed; this did not affect the carrying amount of the balance outstanding at the reporting date. There are no financial covenants attached to this loan. As at July 31, 2026, the balance outstanding was nil.



20


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

18. Secured debentures


As at	July 31, 2026	October 31, 2025
	$	$
Face value	15,000	15,000
Unamortized discount	(983)	(1,152)
Unamortized issuance fees	(1,121)	(1,312)
Total	12,896	12,536

On July 31, 2024, the Company established a secured debenture facility with a 12% coupon rate and 5-year maturity. On August 7, 2024, the Company issued $10,000 of debentures at a 10% discount and received net cash proceeds of $8,700. On November 30, 2024, the Company issued an additional $5,000 of debentures at a 10% discount and received net cash proceeds of $4,449.

On July 31, 2024, the Company issued 230,760 shares for consideration of $800 in connection with the secured debenture facility.

For the three and nine months ended July 31, 2026, the Company incurred interest on debentures in the amount of $450 and $1,346, respectively (July 31, 2025: $347 and $1,333, respectively), and accretion expense of $132 and $361, respectively (July 31, 2025: $173 and $484, respectively). This secured debenture is subject to the same covenants as the connectFirst loan, with which the Company remains in full compliance.

19. Finance and other costs


	Three months ended July 31,		Nine months ended July 31,
	2026	2025	2026	2025
	$	$	$	$
Accretion on convertible debt	479	77	1,366	77
Accretion on notes payable	155	14	530	179
Accretion on secured debentures	132	173	361	484
Accretion on lease liabilities	1,246	935	3,302	2,816
Total accretion	2,012	1,199	5,559	3,556

Interest on notes payable	269	—	813	218
Interest on debentures	450	347	1,346	1,333
Interest on interest bearing borrowings	497	200	1,221	690
Interest on convertible debt	303	49	898	49
Transaction and other costs	2,047	881	7,082	3,127

Total interest and other finance costs	3,566	1,477	11,360	5,417

Total finance and other costs	5,578	2,676	16,919	8,973



21


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

20. Share capital


Common shares:
	Number of shares	Amount
	#	$
Opening balance, November 1, 2024	80,787,017	300,643

Purchase of Remexian - paid in shares	5,864,373	26,856
Issuance of shares through ATM(i)	11,600	52

Vested restricted share units (RSU)	504,044	1,388
Share issuance cost	—	(292)
Options exercised	227,947	664
Warrants exercised	89,800	331




















Balance, October 31, 2025	87,484,781	329,642


Purchase of Northern - paid in shares	921,486	2,644
Vested restricted share units (RSU)	295,190	1,734
Equity awards related costs	—	(510)
Share issuance cost	—	(15)
Options exercised	195,938	677





















Balance, July 31, 2026	88,897,395	334,172

(i)The base shelf prospectus replaced the at-the-market offering (ATM) announced on August 31, 2023.

On August 11, 2025, the Company filed a final short form base shelf prospectus in all Canadian provinces and territories and a corresponding shelf registration statement with the U.S. Securities and Exchange Commission. The shelf prospectus allows the Company to offer, during the 25-month effective period, up to an aggregate of $100,000 (or the equivalent in U.S. dollars) in one or more offerings of equity, debt, warrants, subscription receipts, units, convertible securities, or combinations thereof, at the Company’s discretion and subject to regulatory requirements, as required pursuant to National Instrument 44-102 – Shelf Distributions and the policies of the TSXV.

21. Share-based compensation

(a) Stock option plan

On April 19, 2022, the directors of the Company approved the 2022 equity incentive plan (the “Omnibus Plan”), which was effective upon the Company receiving disinterested shareholder approval at the annual general meeting and special meetings of shareholders of the Company on June 2, 2022.

The maximum number of common shares available and reserved for issuance, at any time, under the Omnibus Plan, together with any other security-based compensation arrangements adopted by the Company, including the Predecessor Plans, has been updated to 20% of the issued and outstanding common shares as at June 2, 2022. The maximum share options that can be issued is 12,617,734 Common Shares.

It is the Company's intention for the stock options it grants to generally vest one-fourth on each of the first four 6-month anniversaries of the grant date. All options that are outstanding will expire upon maturity, or earlier, if the optionee ceases to be a director, officer, employee or consultant. The maximum exercise period of an option shall not exceed 10 years from the grant date.



22


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

Changes in the number of stock options, with their weighted average exercise prices, are summarized below:


	For the nine months ended		For the year ended
	July 31, 2026		October 31, 2025
	Number of options	Weighted average exercise price ($)	Number of options	Weighted average exercise price ($)

Opening balance	2,503,457	2.76	3,080,452	2.97
Granted	237,000	3.26	280,500	3.45
Exercised - shares to participant	(195,938)	2.41	(227,947)	2.55
Exercised - withheld or sold	(99,563)	2.41	(154,053)	2.55
Forfeited or expired	(139,875)	2.71	(475,495)	4.65






Balance, July 31, 2026	2,305,081	2.86	2,503,457	2.76
Exercisable, end of period	1,969,331	2.78	2,212,582	2.70


	Outstanding options			Exercisable options
	Number of options outstanding	Weighted average remaining life (years)	Weighted average exercise price ($)	Number of options exercisable	Weighted average exercise price ($)
Range of exercise price
$2.52- $2.75	1,830,083	0.19	2.74	1,828,956	2.74
$2.76 - $4.16	474,998	2.08	3.34	140,375	3.30
$2.52 - $4.16	2,305,081	0.58	2.86	1,969,331	2.78

(b) Restricted share units ("RSUs") plan


	Number of shares
As at	July 31, 2026	October 31, 2025

Opening balance	918,688	687,747
Granted	1,424,088	918,688

Vested - shares to participant	(295,190)	(504,044)
Vested and issued - withheld or sold	(140,428)	(183,703)
Balance, July 31, 2026	1,907,158	918,688


	Three months ended July 31,		Nine months ended July 31,
	2026	2025	2026	2025
	$	$	$	$
Stock options	22	181	132	566
RSUs	856	643	1,997	2,683
Total	878	824	2,129	3,249

For the three and nine months ended July 31, 2026, the Company recorded share-based compensation related to options of $22 and $132, respectively (July 31, 2025: $181 and $566, respectively).

For the three and nine months ended July 31, 2026, the Company recorded share-based compensation related to RSUs of $856 and $1,997, respectively (July 31, 2025: $643 and $2,683, respectively).



23


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

22. Warrants


	Warrants		Weighted average exercise price	Weighted average number of years to expiry	Expiry dates
	#	$	$
Opening balance	4,852,366	4,632	2.73	2.98	7/22/2027

Warrants exercised	(89,800)	(86)	2.73	1.72	7/22/2027
Warrants issued(i)	3,836,317	-	3.91	4.71	7/16/2030



Balance, October 31, 2025	8,598,883	4,546	3.26	3.05


Warrants exercised	—	—	—	—






Balance, July 31, 2026	8,598,883	4,546	3.26	2.31

(i)The Company issued 3,836,317 warrants in connection with the Convertible Debt. The warrants are classified as a derivative liability (refer to note 16).

23. Income (loss) per share


	Three months ended July 31,		Nine months ended July 31,
	2026	2025	2026	2025
	$	$	$	$
Net income (loss) for the period	12,748	832	12,420	(4,693)
Non-controlling interest portion of net income (loss)	1,457	234	121	415
Net income (loss) attributable to the owners of the Company	11,291	598	12,299	(5,108)
	#	#	#	#
Weighted average number of common shares - basic	87,933,956	81,315,970	87,838,788	81,042,769
Basic income (loss) per share	0.13	0.01	0.14	(0.06)
Weighted average number of common shares - diluted	94,559,599	88,578,366	94,464,431	81,042,769
Diluted income (loss) per share	0.12	0.01	0.13	(0.06)

For the three and nine months ended July 31, 2026, the Company reported net income attributable to owners of the Company. Accordingly, the calculation of diluted earnings per share includes the dilutive effect of potential common shares, consisting of stock options and the conversion option associated with the warrants.

24. Financial Instruments and risk management

The Company’s activities expose it to a variety of financial risks. The Company is exposed to credit, liquidity, interest and market risk due to holding certain financial instruments. This note presents information about changes to the Company’s exposure to each of these risks, its objectives, policies, and processes for measuring and managing risk, and its management of capital during the year. Further quantitative disclosure is included throughout these condensed interim consolidated financial statements. The Company’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial performance.

(a) Fair value

The Company classifies fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following levels:

-Level 1 – Quoted prices (unadjusted) in active markets for identical assets and liabilities

-Level 2 – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

-Level 3 – Inputs for the asset or liability that are not based on observable market data (unobservable inputs)



24


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

The Company assessed that the fair values of cash and cash equivalents, trade and other receivables, accounts payable, interest bearing loans and borrowings, current portion of notes payable, and current portion of lease liabilities approximate their carrying amounts largely due to the short-term nature of these instruments.

The following methods and assumptions were used to estimate the fair value:

-Marketable securities (excluding long-term GICs) are determined based on level 1 inputs, as the prices for the marketable securities are quoted in public exchanges.

-The Secured Debentures are evaluated by the Company based on level 2 inputs such as the effective interest rate and the market rates of comparable securities. The Secured Debentures are initially recorded at fair value and subsequently measured at amortized cost and at each reporting period accretion incurred in the period is recorded to transaction costs in the condensed interim consolidated statement of income (loss) and comprehensive income (loss).

-The Junior Secured Convertible Loan is evaluated by the Company based on level 2 inputs such as the effective interest rate and the market rates of comparable securities. The Loan is initially recorded at fair value and subsequently measured at amortized cost, and at each reporting period, accretion incurred during the period is recorded in the consolidated statement of income (loss) and comprehensive income (loss). The Warrants issued with the Junior Secured Convertible Loan are valued by the Company based on level 3 inputs and the Black-Scholes-Merton valuation model for financial instruments (i.e. spot price determined as 30-day VWAP, risk-free rate as per the Bank of Canada, stock price volatility). A 1% change in expected volatility would change the warrant liability by approximately $83.

(b) Credit risk

Credit risk arises when a party to a financial instrument will cause a financial loss for the counterparty by failing to fulfill its obligation. The maximum exposure to credit risk is equal to the carrying value (net of allowances) of the financial assets. The objective of managing credit risk is to prevent losses on financial assets. The Company assesses the credit quality of counterparties, considering their financial position, past experience, and other factors. Cash and cash equivalents consist of bank balances. Credit risk associated with cash is minimized substantially by ensuring that these financial assets are held in highly rated financial institutions. The Company holds all cash and cash equivalents with large commercial banks or credit unions, which minimizes credit risk.

The following table sets forth details of the aging profile of accounts receivables and the allowance for expected credit loss:


As at	July 31, 2026	October 31, 2025
	$	$
Current (for less than 30 days)	9,334	3,989
31 – 60 days	237	99
61 – 90 days	137	101
Greater than 90 days	2,083	2,355
Less allowance	(1,592)	(929)
	10,199	5,615

Accounts receivables consist primarily of accounts receivables from invoicing for products and services rendered. The Company’s credit risk arises from the possibility that a customer that owes the Company money is unable or unwilling to meet its obligations in accordance with the terms and conditions in the contracts with the Company, which would result in a financial loss for the Company. This risk is mitigated through established credit management techniques, including monitoring customers' creditworthiness, setting exposure limits and monitoring exposure against these customer credit limits.

For the three and nine months ended July 31, 2026 net amounts of $466 and $663, respectively (July 31, 2025: $261 and $223, respectively), in trade receivables were written off against the allowance due to bad debts and $492 and $892, respectively (July 31, 2025: $259 and $263, respectively), were written off directly to bad debts. Individual receivables which are known to be uncollectible are written off by reducing the carrying amount directly. The remaining accounts receivables are evaluated by the Company based on parameters



25


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

such as interest rates, specific country risk factors, and individual creditworthiness of the customer. Based on this evaluation, allowances are taken into account for the estimated losses of these receivables.

The Company performs a regular assessment of the collectability of accounts receivables. In determining the expected credit loss amount, the Company considers the customer’s financial position, payment history and economic conditions.

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet its liquidity requirements at any point in time. The Company generally relies on funds generated from operations, equity and debt financing to provide sufficient liquidity to meet budgeted operating requirements and to supply capital to expand its operations. The Company may access capital to meet current and future obligations as they come due. The Company’s ability to manage its liquidity risk going forward will require some or all of the following: the ability to continue to generate positive cash flows from operations and to secure capital or credit facilities on reasonable terms.

Maturities of the Company’s financial liabilities are as follows:


	Contractual Cash Flows	2026	2026	2027-2028	2029-2030	2031 and beyond
	$	$	$	$	$	$











Accounts payable and accrued liabilities	52,565		52,565	—	—	—
Income tax payable	8,405		8,405	—	—	—
Undiscounted lease obligations	93,921		3,765	28,693	24,223	37,240
Notes payable	23,091		1,007	5,477	16,344	263
Interest bearing loans and borrowings	13,578		8,430	5,148	—	—
Secured debentures	20,558		454	3,605	16,499	—


Convertible debt	34,852		302	2,401	32,149	—
Total	246,970		74,928	45,324	89,215	37,503

(d) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in the market interest rate primarily relates to the Company’s current credit facility with a variable interest rate.

As at July 31, 2026, approximately 78% of the Company’s borrowings are at a fixed rate of interest (77% - October 31, 2025). Assuming all other variables remain constant, a fluctuation of +/- 1.0 percent in the interest rate would impact the annual interest payment by approximately +/- $133 ($139 - October 31, 2025).

(e) Foreign currency risk

Foreign currency risk is defined as the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company maintains cash balances and enters into transactions denominated in foreign currencies, which exposes the Company to fluctuating balances and cash flows due to variations in foreign exchange rates. The Canadian dollar equivalent carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities as at July 31, 2026 were as follows:


As at	July 31, 2026				October 31, 2025

(Canadian dollar equivalent amounts of GBP, EUR, USD)	GBP	EUR	USD	Total	Total
	$	$	$	$	$
Cash	288	4,282	2,087	6,657	2,899
Trade and other receivables	—	6,368	(34)	6,334	2,533
Accounts payable and accrued liabilities	(118)	(30,629)	(2,142)	(32,889)	(26,025)






Net monetary assets	170	(19,979)	(89)	(19,898)	(20,593)



26


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

Assuming all other variables remain constant, a fluctuation of +/- 5.0 percent in the exchange rate between USD and the Canadian dollar would impact the carrying value of the net monetary assets by approximately +/- $4 ($9 - October 31, 2025). Maintaining constant variables, a fluctuation of +/- 5.0 percent in the exchange rate between the EUR and the Canadian dollar would impact the carrying value of the net monetary assets by approximately +/- $999 ($1,049 - October 31, 2025), and a fluctuation of +/- 5.0 percent in the exchange rate between GBP and the Canadian dollar would impact the carrying value of the net monetary assets by approximately +/- $8 ($10 - October 31, 2025). To date, the Company has not entered into financial derivative contracts to manage exposure to fluctuations in foreign exchange rates.

25. Segmented information

(a) Operating segment


	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
For the three months ended July 31,	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$
Total revenue	160,589	149,690	38,229	—	198,818	149,690
Gross profit (loss)	42,734	40,091	10,012	—	52,746	40,091
Income (loss) from operations	6,362	3,739	2,348	—	8,710	3,739

	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
For the nine months ended July 31,	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$
Total Revenue	461,596	429,955	94,847	—	556,443	429,955
Gross profit (loss)	125,519	111,002	20,027	—	145,546	111,002
Income (loss) from operations	17,332	4,738	(154)	—	17,178	4,738

	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
As at July 31, 2026 and October 31, 2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$
Current assets	90,776	92,028	55,235	44,857	146,011	136,885
Non-current assets	162,631	146,626	60,707	65,551	223,338	212,177
Current liabilities	49,950	58,990	47,619	40,929	97,569	99,919
Non-current liabilities	127,786	136,098	24,065	10,258	151,851	146,356

Corporate overhead is allocated to the bricks-and-mortar and medical cannabis distribution segments (refer to note 6) based on each segment’s percentage of revenue. For the nine months ended July 31, 2026, allocations were 83% (July 31, 2025: 100%) to the bricks-and-mortar segment and 17% (July 31, 2025: nil) to the medical cannabis distribution segment.



27


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

b) Geographical markets


	Canada	Canada	USA	USA	International	International	Total	Total
For the three months ended July 31,	2026	2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$	$	$
Total revenue	157,389	145,792	3,017	3,746	38,412	152	198,818	149,690
Gross profit (loss)	41,923	38,888	808	1,146	10,015	57	52,746	40,091
Income (loss) from operations	6,668	6,478	(1,631)	(2,563)	3,673	(176)	8,710	3,739

	Canada	Canada	USA	USA	International	International	Total	Total
For the nine months ended July 31,	2026	2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$	$	$
Total revenue	451,410	414,597	9,709	14,746	95,324	612	556,443	429,955
Gross profit (loss)	122,842	106,162	2,567	4,602	20,137	238	145,546	111,002
Income (loss) from operations	18,623	11,953	(4,654)	(6,520)	3,209	(695)	17,178	4,738

	Canada	Canada	USA	USA	International	International	Total	Total
As at July 31, 2026 and October 31, 2025	2026	2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$	$	$
Current assets	86,896	84,442	6,072	6,824	53,043	45,619	146,011	136,885
Non-current assets	158,800	143,604	2,523	2,587	62,015	65,986	223,338	212,177
Current liabilities	47,586	55,763	3,683	2,832	46,300	41,324	97,569	99,919
Non-current liabilities	140,892	134,918	1,972	1,509	8,987	9,929	151,851	146,356

Corporate overhead is included in the geographical market in which it was incurred.

26. Related party transactions

As at July 31, 2026, the Company had the following transactions with related parties as defined in IAS 24 – Related Party Disclosures, except those pertaining to transactions with key management personnel in the ordinary course of their employment and/or directorship arrangements and transactions with the Company’s shareholders in the form of various financing arrangements.

(a) Operational transactions

The Company leases an office and warehouse rental unit (27,000 sq ft) from Grover Properties Inc., a company that is related through a common controlling shareholder and the President & CEO of the Company. The lease was established by an independent real estate valuation services company at prevailing market rates and has annual lease payments of $386 per annum. The current lease term is 5 years and ends on December 31, 2028, with one additional five-year extension option exercisable by the Company.

Following the acquisition of a controlling interest in Remexian on September 2, 2025, Remexian continued to receive facilities and operational support services from INOPHA under an existing service agreement, including seconded personnel support and the provision of services by Remexian’s managing director through INOPHA. INOPHA is considered a related party of the Company as it shares common key management personnel with Remexian, including the Chief Executive Officer, Stefan Adomeit. For the three and nine months ended July 31, 2026, the Company recognized $513 and $1,234 of expense in respect of these services, respectively (2025: nil and nil, respectively).



28


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

(b) Financing transactions

On August 15, 2022, the Company entered into a $19,000 demand term loan with connectFirst Credit Union (the “Credit Facility”), with Tranche 1 of $12,100, available in a single advance, and Tranche 2 of $6,900, available through multiple draws subject to specified pre-disbursement conditions. In connection with the Credit Facility, the President and Chief Executive Officer of the Company provided a limited recourse guarantee secured by $5,000 of High Tide Inc. shares held by the CEO and affiliates in favour of the Credit Union. The guarantee was available only after all collection efforts against High Tide Inc. had been exhausted, including the sale of High Tide Inc. Following the repayment and termination of the Credit Facility on August 7, 2026, the guarantee was discharged.

27. Right-of-use assets and lease liabilities

The Company entered into various lease agreements predominantly to execute its retail platform strategy. The Company leases properties such as retail stores and offices. Lease contracts are typically made for fixed periods of 5 to 10 years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions.


Right-of-use assets	July 31, 2026	October 31, 2025
	$	$
Opening balance	47,793	36,525
Net additions	19,428	12,779
Additions from business combinations	1,512	—
Reassessment of lease terms	—	10,711
Terminations	(41)	(2,146)

Depreciation expense	(8,699)	(10,076)





Total	59,993	47,793


Lease Liabilities	July 31, 2026	October 31, 2025
	$	$
Opening balance	49,800	40,207
Additions	18,784	12,539
Additions from business combinations	1,512	—
Reassessment of lease terms, net of interest	—	9,086
Terminations	(50)	(2,054)
Foreign currency	21	29
Repayments	(7,879)	(10,007)





Total	62,188	49,800
Less current portion	(10,431)	(9,814)
Non-current	51,757	39,986

During the three and nine months ended July 31, 2026, the Company also paid $1,813 and $5,231, respectively (July 31, 2025: $1,486 and $4,241, respectively), in variable operating costs associated with the leases which are expensed under general and administrative expenses.

During the year ended October 31, 2025, management reassessed the lease terms of certain building leases in accordance with the Company’s accounting policy for leases. As a result, renewal periods assessed as reasonably certain were included in the lease terms and the related lease liabilities and right-of-use assets were remeasured. The cumulative impact was recognized prospectively during the year and included within additions to right-of-use assets and lease liabilities.



29


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

28. Capital management

The Company’s objectives when managing capital resources are to:

(i)Explore profitable growth opportunities;

(ii)Deploy capital to provide an appropriate return on investment for shareholders;

(iii)Maintain financial flexibility to preserve the ability to meet financial obligations; and

(iv)Maintain a capital structure that provides financial flexibility to execute on strategic opportunities.

The Company’s strategy is formulated to maintain a flexible capital structure consistent with the objectives stated above as well as to respond to changes in economic conditions and to the risks inherent in its underlying assets. The Board of Directors does not establish quantitative return on capital criteria for management, but rather promotes year‐over‐year sustainable profitable growth. The Company’s capital structure consists of debt, equity and working capital. To maintain or alter the capital structure, the Company may adjust capital spending, take on new debt or issue share capital. The Company anticipates that it will have adequate liquidity to fund future working capital commitments and forecasted capital expenditures through a combination of cash flow, cash‐on‐hand and financing, as required.

29. Contingent liability

In the normal course of business, the Company and its subsidiaries may become defendants in certain employment claims and other litigation. The Company records a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. The Company is not involved in any legal proceedings other than routine litigation arising in the normal course of business, none of which the Company believes will have a material adverse effect on the Company’s business, financial condition or results of operations. There have been no material changes in contingent liabilities or contingent assets since those disclosed in the Company’s annual consolidated financial statements for the year ended October 31, 2025.

30. Non-controlling interest

The following table presents the summarized financial information for the Company’s subsidiaries which have non-controlling interests. This information represents amounts before intercompany eliminations.


Balance as at	July 31, 2026	October 31, 2025
	$	$
Total current assets	56,597	49,014
Total non-current assets	61,928	67,785
Total current liabilities	(48,085)	(42,770)
Total non-current liabilities	(7,652)	(9,976)


For the period	Three months ended July 31,		Nine months ended July 31,
	2026	2025	2026	2025
	$	$	$	$
Revenues for the period	42,155	4,155	106,764	12,692
Net income for the period	1,457	234	121	415
Total comprehensive income	1,693	233	378	424

(i)The increase in revenue, net income and total comprehensive income for three and nine months ended July 31, 2026 is primarily related to the acquisition of Remexian (refer to note 5).



30


			High Tide Inc.
			Notes to the Condensed Interim Consolidated Financial Statements
			For the three months and nine months ended July 31, 2026 and 2025
			(Stated — In thousands of Canadian dollars, except share and per share amounts)

The net change in non-controlling interests is as follows:


As at	July 31, 2026			July 31, 2025
	Remexian	Other subsidiaries	Total	Remexian	Other subsidiaries	Total
	$	$	$		$	$
Opening balance, beginning of the period	13,708	1,470	15,178	—	2,240	2,240
Share of net income (loss) for three months ended January 31, 2026	(1,743)	186	(1,557)	—	119	119
Share of net income (loss) for three months ended April 30, 2026	95	126	221	—	62	62
Share of net income (loss) for three months ended July 31, 2026	1,310	147	1,457	—	234	234
Distributions for three months ended January 31, 2026	—	—	—	—	—	—


Distributions for three months ended April 30, 2026	—	(587)	(587)	—	(567)	(567)

Balance, end of the period	13,370	1,342	14,712	—	2,088	2,088

31. Subsequent events

1.Subsequent to the reporting period, on August 5, 2026, the Company closed the previously announced senior secured credit facilities with Bank of Montreal in the aggregate principal amount of $40.0 million, consisting of a $25.0 million three-year revolving credit facility and a $15.0 million delayed-draw term loan facility. The revolving credit facility may be used for general working capital and corporate purposes, permitted acquisitions and permitted investments. The delayed-draw term loan facility is intended to refinance the Company’s $15.0 million second-lien debentures. The credit facilities are secured by substantially all of the assets of the Company and certain of its subsidiaries and are subject to customary financial and other covenants.

2.Subsequent to the reporting period, on August 7, 2026, the Company repaid and terminated its existing senior credit facility with connectFirst Credit Union.



31

Exhibit 99.2

Management’s Discussion & Analysis

For the three and nine months ended July 31, 2026 and 2025

(Stated in thousands of Canadian dollars, except share and per share amounts)


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Established consumer brands of High Tide Inc.



2


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

About this MD&A:

This management’s discussion and analysis (this “MD&A”) of High Tide Inc. (“High Tide”, “we”, “our” or the “Company”) for the three and nine months ended July 31, 2026 and 2025 is dated September 14, 2026. This MD&A should be read in conjunction with the unaudited condensed interim consolidated financial statements of the Company for the three and nine months ended July 31, 2026 and 2025 together with the notes thereto and the audited consolidated financial statements of the Company for the years ended October 31, 2025 and 2024 (hereafter the “Financial Statements”). The financial information presented in this MD&A has been derived from the Financial Statements, which were prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). The Company’s continuous disclosure materials, including interim filings, audited annual consolidated financial statements, annual information form and annual report on Form 40-F can be found on SEDAR+ at www.sedarplus.ca, with the Company’s filings with the SEC at www.sec.gov/edgar.

This MD&A refers to the Company’s two reportable operating segments (refer to "segmented operations"): (i) the “bricks-and-mortar” segment, which comprises the Company’s physical retail locations and its U.S. and international subsidiaries; and (ii) the “medical cannabis distribution” segment, which comprises the medical cannabis distribution operations acquired through the Remexian acquisition.

The Company’s shares are listed on the Nasdaq Capital Market (“Nasdaq”) under the symbol “HITI”, the TSX Venture Exchange (“TSXV”) under the symbol “HITI”, and on the Frankfurt Stock Exchange (“FSE”) under the securities identification code ‘WKN: A2PBPS’ and the ticker symbol “2LYA”. The address of the Company’s corporate and registered office is # 112 – 11127 15 Street NE, Calgary, Alberta, Canada T3K 2M4. High Tide does not engage in any U.S. cannabis-related activities as defined by the Canadian Securities Administrators Staff Notice 51-352.

Basis of Comparison

Unless otherwise indicated, the management discusses changes in the results of operations on (i) a year-over-year (“YoY”) basis, comparing the current quarter to the corresponding quarter of the prior year (i.e., the same quarter last year), and (ii) a quarter-over-quarter (“QoQ”) or sequential basis, comparing the current quarter to the immediately preceding quarter. Year-over-year comparisons can help mitigate the impact of seasonality and provide insight into underlying performance trends, while sequential comparisons highlight recent operational momentum but may be more sensitive to seasonality, timing of transactions, and other short-term factors. For ease of reference throughout this MD&A, “YoY” refers to current quarter versus the same quarter last year, and “QoQ” (or “sequential”) refers to current quarter versus the immediately preceding quarter.

Company overview:

Founded in 2009, High Tide, through its subsidiary Canna Cabana is the largest cannabis retail chain in Canada. As of July 31, 2026, the Company operates 229 branded retail cannabis stores across Canada represented by 92 locations in Alberta, 104 locations in Ontario, 13 locations in Saskatchewan, 8 locations in British Columbia, and 12 locations in Manitoba. Included within the 229 stores, the Company has a 50% interest in a partnership that operates a branded retail Canna Cabana location in Sudbury, Ontario, and a 49% interest in two joint ventures operating under the Meta Cannabis Supply Co. brand in Manitoba.

Canna Cabana sells cannabis and consumption accessories in Canada through its innovative discount club model. The Company sells hemp-derived products through its e-commerce platforms, including NuLeaf Naturals, FAB CBD and Blessed CBD, and sells consumption accessories through its e-commerce platforms, including Grasscity, Smoke Cartel, Daily High Club and DankStop. High Tide imports and distributes medical cannabis to pharmacies in Germany through its 51%-owned subsidiary Remexian Pharma GmbH, which is one of the largest wholesalers of medical cannabis products in Germany and is commanding a significant share of the market.

Company outlook:

Bricks-and-Mortar Retail

High Tide’s wholly owned subsidiary, Canna Cabana, is the largest cannabis retail chain in Canada with 232 locations. Canna Cabana also owns and operates a location in Berlin, Germany, selling consumption accessories. As previously communicated, the Company reiterates its long-term goal of surpassing 350 locations across Canada and opening over 20 locations in calendar 2026, mostly through organic growth, while also evaluating supplemental M&A opportunities of varying sizes.



3


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

White Label Initiatives

The Company continues to expand its white label cannabis product portfolio under its flagship Queen of Bud and Cabana Cannabis Co. brands, increasing from 41 to 48 SKUs sequentially. The Company is also developing several new offerings to further grow its white label portfolio. Currently, white label cannabis SKUs represent approximately 1.9% of the Company’s total bricks-and-mortar cannabis sales. Over the long term, the Company anticipates significant growth in its white label portfolio.

Cabana Club & ELITE

The Company’s Cabana Club and ELITE loyalty programs, which remain the largest such cannabis loyalty programs in the world, continue to expand at a rapid pace across Canada. Cabana Club membership has now surpassed 2.73 million members in Canada, which is up 27% in the past year. Over the long term the Company anticipates exceeding 3 million Cabana Club members in Canada. ELITE, the paid membership tier now exceeds 186,000 members in Canada—after growing by 62% compared to last year—with additional members being onboarded daily.

Europe

High Tide’s German medical cannabis subsidiary, Remexian Pharma GmbH, has continued to gain momentum since the Company’s acquisition of a majority stake, with market share increasing from 6.5% to 10.5% in the first six months post-transaction. The Company notes that while industry data is not available, Remexian’s shipments have increased 44% since the three months ended March 31, 2026. Management is encouraged by this strong and increasingly bullish trajectory and believes the Company is well positioned to sustain, and potentially grow, its share of the German medical cannabis market, supported by its unmatched Canadian supply relationships and the continued growth of Germany’s medical cannabis sector. The record tonnage distributed by Remexian during the third fiscal quarter provides further evidence of this positive momentum and, assuming the current regulatory framework remains materially unchanged, could be indicative of the scale and growth potential of the business in the quarters ahead. The Company continues to assess potential opportunities in other European jurisdictions and is committed to being strategic on any entry with the aim of maximizing shareholder value.

United States

The Company's conviction in the long-term opportunity for its U.S. hemp-derived CBD subsidiaries continues to be reinforced by an evolving federal policy environment. Consistent with the rationale behind their becoming founding members of the U.S. National Compassionate Care Council, the Company and its subsidiary, NuLeaf Naturals, remain focused on helping to shape thoughtful federal and state medical cannabis policy while supporting efforts to expand patient access to cannabinoid therapies.

Federal reform in the U.S. has continued to accelerate. On April 23, 2026, the U.S. Department of Justice and Drug Enforcement Administration (DEA) moved FDA-approved cannabis drug products and cannabis subject to a state medical marijuana license from Schedule I to Schedule III of the Controlled Substances Act, the most significant shift in U.S. federal cannabis regulation in decades. Building on that order, the DEA conducted an administrative hearing between June 29 and July 15, 2026, to consider the broader rescheduling of cannabis from Schedule I to Schedule III.

The Company believes that broader rescheduling, if ultimately implemented, could have significant implications for the U.S. cannabis industry, including the listing policies of major North American capital markets exchanges. High Tide is actively assessing whether broader rescheduling could create a pathway for exchange-listed companies to participate directly in the U.S. state-legal adult-use cannabis market while maintaining their existing listings. The Company has initiated outreach to the Nasdaq Stock Exchange and the TSX Venture Exchange to better understand how broader federal rescheduling could impact their respective listing policies and, ultimately, High Tide's ability to pursue opportunities in the U.S. adult-use cannabis sector.

The Company continues to engage with multiple counterparties in the U.S. to explore potential opportunities.



4


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Selected financial highlights and operating performance


	Three months ended July 31,			Nine months ended July 31,
	2026	2025		2026	2025
	$	$	▲	$	$	▲
Free cash flow(i)	7,017	7,682	(9)%	11,438	10,678	7%
Net cash provided by operating activities	10,091	10,650	(5)%	20,384	19,588	4%
Revenue	198,818	149,690	33%	556,443	429,955	29%
Gross profit	52,746	40,091	32%	145,546	111,002	31%
Gross margin(ii)	27%	27%	—%	26%	26%	—%

Operating expense(iii)	(36,514)	(29,448)	24%	(105,423)	(85,208)	24%
Operating expense as a % of revenue(iv)	18%	20%	(2)%	19%	20%	(1)%
Total expenses	(44,036)	(36,352)	21%	(128,368)	(106,264)	21%
Income from operations	8,710	3,739	133%	17,178	4,738	263%
Adjusted EBITDA(v)	16,232	10,643	53%	41,605	25,794	61%
Adjusted EBITDA as a percentage of revenue(vi)	8%	7%	1%	7%	6%	1%
Net income (loss)	12,748	832	—	12,420	(4,693)	—
Adjusted net income (loss)(vii)	2,246	875	157%	(606)	(4,650)	(87)%

Basic income (loss) per share	0.13	0.01	—	0.14	(0.06)	—
Diluted income (loss) per share	0.12	0.01	—	0.13	(0.06)	—

(i)Free cash flow is a non-IFRS financial measure prepared based on the calculation described under "Free cash flow" on page 9.

(ii)Gross margin is a non-IFRS financial measure. Gross margin is calculated by dividing gross profit by revenue.

(iii)Operating expense is a non-IFRS measure and includes salaries, wages, and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

(iv)Operating expense as a % of revenue is a non-IFRS financial measure. This metric is calculated as operating expense divided by revenue.

(v)Adjusted EBITDA is a non-IFRS financial measure. A reconciliation of the Adjusted EBITDA to Net income (loss) is provided in the “EBITDA and Adjusted EBITDA" section on page 8.

(vi)Adjusted EBITDA as a percentage of revenue is a non-IFRS financial measure. This metric is calculated as Adjusted EBITDA divided by revenue.

(vii)Adjusted net income (loss) is a non-IFRS financial measure calculated by excluding the fair value changes in the derivative liability and long-term contract asset from net income (loss).

The key factors affecting the results for the three months ended July 31, 2026, were:

•Revenue – The revenue increased by 33%, or $49,128, compared with the same period of 2025, driven by growth across both operating segments, including a $38,229 contribution from the medical cannabis distribution segment and a $10,899 increase in revenue from the bricks-and-mortar segment.

•Gross margin – The gross margin remained consistent compared with the same period of 2025, while gross profit increased by 32% to $52,746 for the three months ended July 31, 2026, from $40,091 in the comparative period.

•Operating expense – Operating expense increased, but at a lower rate than revenue growth, primarily reflecting the addition of Remexian’s cost base following its acquisition and continued cost discipline in the bricks-and-mortar segment. Operating expense as a percentage of revenue improved by 2 percentage points during the three months ended July 31, 2026, compared with the same period of 2025.

•Adjusted EBITDA margin – Adjusted EBITDA margin increased by 1% compared with the same period of 2025, primarily reflecting higher gross profit combined with disciplined cost management.

•Free cash flow – Despite increased working capital requirements associated with new store openings and international expansion, the Company continued to generate positive free cash flow, reflecting disciplined capital management and the strength of its underlying operations. The free cash flow was $7,017, compared with $7,682 in the same period of 2025.



5


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Revenue and gross margin

The following table presents product-wise revenue and consolidated gross margin.


	Three months ended July 31			Nine months ended July 31,
	2026	2025		2026	2025
	$	$	▲	$	$	▲
Cannabis, hemp-derived products and other revenue	193,286	143,946	34%	539,194	410,252	31%
Consumption accessories	5,532	5,744	(4)%	17,249	19,703	(12)%

Revenue	198,818	149,690	33%	556,443	429,955	29%
Gross profit	52,746	40,091	32%	145,546	111,002	31%
Gross margin(i)	27%	27%	—%	26%	26%	—%

The following table presents revenue and gross margin percentages by segment.


	Three months ended July 31,			Nine months ended July 31,
	2026	2025		2026	2025
	$	$	▲	$	$	▲
Bricks-and-mortar	160,589	149,690	7%	461,596	429,955	7%
Medical cannabis distribution	38,229	—	—	94,847	—	—

Revenue	198,818	149,690	33%	556,443	429,955	29%

Gross margin - bricks-and-mortar(i)	27%	27%	—%	27%	26%	1%
Adjusted gross margin - medical cannabis distribution(ii)	26%	—%	—	23%	—%	—

(i)Gross margin is a non-IFRS financial measure. Gross margin is calculated by dividing gross profit by revenue.

(ii)Adjusted gross margin is a non-IFRS financial measure. This metric is calculated as gross margin excluding non-cash inventory fair value related to Remexian inventory.

YoY

Revenue for the three and nine months ended July 31, 2026 increased by 33% to $198,818 and 29% to $556,443, respectively, compared with the corresponding periods of 2025. The increase was primarily attributable to:

•Revenue generated by the medical cannabis distribution segment, acquired through the acquisition of Remexian in September 2025, which contributed $38,229 and $94,847 in revenue for the three- and nine-month periods, respectively.

•Growth in the bricks-and-mortar segment contributed an additional revenue of $10,899 and $31,641 for the three- and nine-month periods, respectively, primarily driven by revenue generated from new store openings.

Gross margin remained consistent at 27% for the three months ended July 31, 2026 and 26% for the nine months ended July 31, 2026, compared with the corresponding periods of 2025. Within the segments:

•The bricks-and-mortar segment generated gross margins of 27% for both the three- and nine-month periods ended July 31, 2026, compared with 27% and 26%, respectively, in the corresponding periods of 2025, reflecting the Company's continued focus on margin-accretive initiatives, including the expansion of white-label product offerings and growth in Elite memberships.

•The medical cannabis distribution segment's adjusted gross margin was 26% and 23% for the three- and nine-month periods, respectively; as the segment was acquired in September 2025, there is no comparative period.

QoQ

Revenue increased by 11% quarter-over-quarter to $198,818 for the three months ended July 31, 2026, from $179,296 in Q2 2026. Gross margin remained consistent at 27% compared with Q2 2026.



6


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Total Expenses


	Three months ended July 31,			Nine months ended July 31,
	2026	2025		2026	2025
	$	$	▲	$	$	▲
Salaries, wages and benefits	22,607	18,288	24%	64,993	53,345	22%
General and administration	7,833	6,623	18%	22,467	18,954	19%
Professional fees	3,220	2,301	40%	9,476	5,800	63%
Advertising and promotion	981	592	66%	2,849	2,534	12%
Interest and bank charges	1,873	1,644	14%	5,638	4,575	23%
Operating expense(i)	36,514	29,448	24%	105,423	85,208	24%
Depreciation and amortization	6,644	6,080	9%	20,816	17,807	17%
Share-based compensation	878	824	7%	2,129	3,249	(34)%
Total expense	44,036	36,352	21%	128,368	106,264	21%
Total expenses as a % of revenue(ii)	22%	24%	(2)%	23%	25%	(2)%

Total expenses as a percentage of revenue


	Three months ended July 31,			Nine months ended July 31,
	2026	2025		2026	2025
			▲			▲
Salaries, wages and benefits	11%	12%	(1)%	12%	12%	—%
General and administration	4%	4%	—%	4%	4%	—%
Professional fees	2%	2%	—%	2%	1%	1%
Advertising and promotion	—%	—%	—%	1%	1%	—%
Interest and bank charges	1%	1%	—%	1%	1%	—%
Operating expense(i)	18%	20%	(2)%	19%	20%	(1)%
Depreciation and amortization	3%	4%	(1)%	4%	4%	—%
Share-based compensation	—%	1%	—%	—%	1%	(1)%
Total expenses as a % of revenue	22%	24%	(2)%	23%	25%	(2)%

(i)Operating expense is a non-IFRS measure and includes salaries, wages, and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

(ii)Total expense as a % of revenue is a non-IFRS financial measure and is calculated by dividing total expenses by revenue.

YoY

Salaries, wages and benefits as a percentage of revenue decreased by 1% and remained consistent for the three and nine months ended July 31, 2026, respectively, compared with the corresponding periods of 2025. The decrease reflects strategic workforce management and operating leverage as the Company continued to expand its store portfolio and international footprint.

Operating expense as a percentage of revenue decreased by 2% and 1% for the three and nine months ended July 31, 2026, respectively, compared with the corresponding periods of 2025, reflecting the Company's continued focus on cost discipline and operational efficiency.

QoQ

Salaries, wages and benefits as a percentage of revenue decreased by 1% compared to Q2 2026, while operating expenses as a percentage of revenue decreased by 2%, reflecting operating leverage as revenue growth outpaced the increase in operating costs.



7


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

EBITDA and Adjusted EBITDA

The Company defines EBITDA and Adjusted EBITDA as per the table below. It should be noted that these performance measures are not defined under IFRS and may not be comparable to similar measures used by other entities. The Company believes that these measures are useful financial metrics as they assist in determining the ability to generate cash from operations. Investors should be

cautioned that EBITDA and Adjusted EBITDA should not be construed as an alternative to net earnings or cash flows as determined under IFRS. Management defines “Adjusted EBITDA” as the net income (loss) for the period, before income/deferred tax (recovery) expense, accretion and interest expense, depreciation and amortization, inventory fair value, foreign exchange gain (loss), transaction and acquisition costs, other (gain) loss, impairment loss, share-based compensation, loss (gain) on fair value change in derivative liability, and loss on fair value change in the long term contract asset.

The reconciling items between net income (loss), EBITDA, and Adjusted EBITDA are as follows:


	2026			2025				2024
	Q3	Q2	Q1	Q4	Q3	Q2	Q1	Q4
Net income (loss)	12,748	24	(352)	(46,711)	832	(2,836)	(2,689)	(4,802)
Income/deferred tax (recovery) expense	(93)	295	40	(178)	69	46	38	(153)
Accretion and interest	3,531	3,151	3,155	1,213	1,795	1,950	2,101	2,308
Depreciation and amortization	6,644	6,146	8,026	6,503	6,080	5,880	5,847	5,362
EBITDA(i)	22,830	9,616	10,869	(39,173)	8,776	5,040	5,297	2,715
Inventory fair value	—	792	690	865	—	—	—	—
Foreign exchange loss (gain)	979	(212)	(144)	333	120	114	(13)	5
Transaction and acquisition costs	2,047	2,077	2,958	2,682	881	1,616	630	773

Other (gain) loss	—	—	—	(41)	(1)	42	—	(874)
Impairment loss	—	—	—	23,564	—	—	—	4,964
Share-based compensation	878	881	370	668	824	1,250	1,175	750

(Gain) loss on fair value change in derivative liability	(11,787)	762	(3,286)	23,516	43	—	—	(88)

Loss on fair value change in long term contract asset	1,285	—	—	—	—	—	—	—
Adjusted EBITDA(i)	16,232	13,916	11,457	12,414	10,643	8,062	7,089	8,245
Adjusted EBITDA margin(ii)	8%	8%	6%	8%	7%	6%	5%	6%
Adjusted EBITDA - trailing twelve months	54,019	48,430	42,576	38,208	34,039	33,010	34,989	38,335

(i)EBITDA and Adjusted EBITDA are non-IFRS financial measures.

(ii)Adjusted EBITDA margin is a non-IFRS financial measure. This metric is calculated as Adjusted EBITDA divided by revenue.

YoY

Adjusted EBITDA margin increased to 8% for the three months ended July 31, 2026, compared with 7% in the corresponding period of 2025. The improvement primarily reflects higher revenue, improved profitability in the medical cannabis distribution segment and operating leverage across the Company’s retail operations.

QoQ

Adjusted EBITDA margin remained consistent at 8% for the three months ended July 31, 2026, compared with Q2 2026. Adjusted EBITDA increased to $16,232 from $13,916, primarily reflecting higher revenue in both segments.



8


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Free cash flow

The Company defines free cash flow as net cash provided by operating activities, less sustaining capex and lease liability payments, as presented in the table below. Sustaining capex represents leasehold improvements and maintenance capital expenditures required to support the existing business which excludes growth capex. Free cash flow is a non-IFRS financial measure and may not be comparable to similarly titled measures used by other entities. The most directly comparable IFRS measure is net cash provided by operating activities, as presented in the condensed interim consolidated statements of cash flows. Free cash flow should not be viewed as a measure of liquidity or as a substitute for financial measures prepared in accordance with IFRS.


	2026				2025				2024
		Q3	Q2	Q1	Q4	Q3	Q2	Q1	Q4
Cash flow from operating activities		11,886	8,752	5,486	6,599	8,231	4,686	4,644	6,179
Changes in non-cash working capital		(1,795)	(4,319)	374	(2,321)	2,419	3,569	(3,961)	3,473
Net cash provided by operating activities		10,091	4,433	5,860	4,278	10,650	8,255	683	9,652
Sustaining capex		(492)	(289)	(286)	(345)	(460)	(692)	(361)	(533)
Lease liability payments		(2,582)	(2,662)	(2,635)	(2,610)	(2,508)	(2,667)	(2,222)	(3,211)
Free cash flow(i)		7,017	1,482	2,939	1,323	7,682	4,896	(1,900)	5,908
Free cash flow - trailing twelve months		12,761	13,426	16,840	12,001	16,586	11,996	16,483	21,991

(i)Free cash flow is a non-IFRS measure.

Despite the increased working capital requirements associated with new store openings and international expansion, the Company continued to generate positive free cash flow of $7,017, reflecting disciplined capital management and the underlying strength of its operations.



9


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Segmented operations:

Effective February 1, 2026, the Company combined its bricks-and-mortar retail and e-commerce segments into a single bricks-and-mortar segment, reflecting the manner in which the chief operating decision maker reviews operating performance and allocates resources. Accordingly, the Company now reports two operating segments: bricks-and-mortar and medical cannabis distribution. Comparative segment information has been re-presented to conform to the current period presentation. There have been no changes to the underlying data used to prepare the comparative reporting segments from those disclosed in the annual MD&A for the year ended October 31, 2025.

Performance by operational segment:



10


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

The following table presents the financial position of the operating segments:


	Bricks-and- mortar	Bricks-and- mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
As at July 31, 2026 and October 31, 2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$

Current assets	90,776	92,028	55,235	44,857	146,011	136,885
Non-current assets	162,631	146,626	60,707	65,551	223,338	212,177
Current liabilities	49,951	58,990	47,619	40,929	97,569	99,919
Non-current liabilities	127,786	136,098	24,065	10,258	151,851	146,356



11


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

The following tables present the segment results for the three and nine months ended July 31, 2026 and 2025.


	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
For the three months ended July 31,	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$
Revenue	160,589	149,690	38,229	—	198,818	149,690
Gross profit	42,734	40,091	10,012	—	52,746	40,091
Gross margin(i)	27%	27%	26%	—	27%	27%
Adjusted gross margin(ii)	27%	27%	26%	—	27%	27%
Operating expense(iii)	30,916	29,448	5,598	—	36,514	29,448
Income (loss) from operations	6,362	3,739	2,348	—	8,710	3,739
Adjusted EBITDA(iv)	11,818	10,643	4,414	—	16,232	10,643
Adjusted EBITDA margin(v)	7%	7%	12%	—	8%	7%

	Bricks-and-mortar	Bricks-and-mortar	Medical cannabis distribution	Medical cannabis distribution	Total	Total
For the nine months ended July 31,	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$
Revenue	461,596	429,955	94,847	—	556,443	429,955
Gross profit (loss)	125,519	111,002	20,027	—	145,546	111,002
Gross margin(i)	27%	26%	21%	—	26%	26%
Adjusted gross margin(ii)	27%	26%	23%	—	26%	26%
Operating expense(iii)	91,255	85,208	14,168	—	105,423	85,208
Income (loss) from operations	17,332	4,738	(154)	—	17,178	4,738
Adjusted EBITDA(iv)	34,265	25,794	7,340	—	41,605	25,794
Adjusted EBITDA margin(v)	7%	6%	8%	—	7%	6%

(i)Gross margin is a non-IFRS financial measure. Gross margin is calculated by dividing gross profit by revenue.

(ii)Adjusted gross margin is a non-IFRS measure. This metric is calculated as gross margin excluding non-cash inventory fair value related to Remexian inventory.

(iii)Operating expense is a non-IFRS measure and includes salaries, wages and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

(iv)Adjusted EBITDA is a non-IFRS financial measure. A reconciliation of the Adjusted EBITDA to net income (loss) is provided under “Selected financial highlights and operating

performance".

(v)Adjusted EBITDA margin is a non-IFRS financial measure. This metric is calculated as Adjusted EBITDA divided by revenue.

Corporate overhead is allocated to the bricks-and-mortar and medical cannabis distribution segments based on each segment’s percentage of revenue. For the three months ended July 31, 2026, allocations were 81% to bricks-and-mortar and 19% to medical cannabis distribution (July 31, 2025: 100% and nil, respectively). For the nine months ended July 31, 2026, allocations were 83% and 17%, respectively (July 31, 2025: 100% and nil, respectively).

Bricks-and-Mortar Segment – Revenue increased by 7% for both the three- and nine-month periods ended July 31, 2026, while gross margin remained consistent at 27% for the three months ended July 31, 2026, and improved to 27% from 26% for the nine months ended July 31, 2026, reflecting the Company's continued focus on margin-accretive initiatives, including the expansion of white-label product offerings and Elite memberships, which contributed to strong growth in Adjusted EBITDA.

Medical Cannabis Distribution Segment – The segment made a meaningful contribution to the Company's consolidated results, driving significant improvements in gross profit and Adjusted EBITDA.



12


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Bricks-and-mortar performance


	Three months ended July 31			Nine months ended July 31,
	2026	2025	Change	2026	2025	Change
	$	$	∆	$	$	∆
Cannabis, hemp-derived products and other revenue	154,966	143,946	8%	444,347	410,252	8%
Consumption accessories	5,623	5,744	(2)%	17,249	19,703	(12)%
Revenue	160,589	149,690	7%	461,596	429,955	7%
Cost of sales	117,855	109,599	8%	336,077	318,953	5%
Gross profit	42,734	40,091	7%	125,519	111,002	13%
Gross margin(i)	27%	27%	—%	27%	26%	1%
Operating expense(ii)	30,916	29,448	5%	91,255	85,208	7%
Depreciation and amortization	4,745	6,080	(22)%	15,174	17,807	(15)%
Share-based compensation	711	824	(14)%	1,759	3,249	(46)%
Total expenses	36,372	36,352	—%	108,187	106,264	2%
Income from operations	6,362	3,739	70%	17,332	4,738	266%
Adjusted EBITDA(i)	11,818	10,643	11%	34,265	25,794	33%
Adjusted EBITDA margin(iii)	7%	7%	—%	7%	6%	1%
Salaries, wages and benefits as a % of revenue(iv)	13%	12%	1%	13%	12%	1%
Operating expense as a % of revenue(v)	19%	20%	(1)%	20%	20%	—%

(i)Gross margin, Adjusted EBITDA and Adjusted EBITDA margin are non-IFRS measures.

(ii)Operating expense is a non-IFRS measure and includes salaries, wages and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

(iii)Adjusted EBITDA margin is a non-IFRS financial measure. This metric is calculated as Adjusted EBITDA divided by revenue.

(iv)Salaries, wages and benefits as a % of revenue is a non-IFRS measure. This metric is calculated as Salaries, wages and benefits divided by revenue.

(v)Operating expense as a % of revenue is a non-IFRS financial measure and is calculated by dividing operating expense by revenue.

YoY

Revenue increased by 7% to $160,589 and by 7% to $461,596 for the three and nine months ended July 31, 2026, respectively, compared with $149,690 and $429,955 in the corresponding periods of 2025. This increase was primarily driven by the expansion of the Company's retail footprint through new store openings. Gross margin remained consistent at 27% for the three months ended July 31, 2026, compared with the corresponding period of 2025, and improved to 27% for the nine months ended July 31, 2026, compared with 26% in the corresponding period of 2025, reflecting the Company's continued focus on margin-accretive initiatives, including the expansion of white-label products and growth in Elite memberships.

The Adjusted EBITDA margin remained consistent at 7% for the three months ended July 31, 2026, compared with the corresponding period of 2025, and improved to 7% for the nine months ended July 31, 2026, compared with 6% in the corresponding period of 2025, primarily reflecting improved gross margins, strategic workforce management and continued cost discipline.

QoQ

Revenue increased by 9% to $160,589 for the three months ended July 31, 2026, compared to $147,657 in Q2 2026. The increase was primarily attributable to a full quarter of trading without the headwind from fewer operating days experienced in Q2 2026, together with continued new store openings. Gross margin decreased slightly to 27% from 28% in Q2 2026. Adjusted EBITDA margin remained consistent at 7%, as continued cost discipline largely offset the lower gross margin.



13


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Medical cannabis distribution segment performance


	Three months ended July 31,			Nine months ended July 31,
	2026	2025	Change	2026	2025	Change
	$	$	∆	$	$	∆
Cannabis and hemp-derived products	38,320	—	38,320	94,847	—	94,847
Consumption accessories	(91)	—	(91)	—	—	—
Revenue	38,229	—	38,229	94,847	—	94,847
Cost of sales	28,217	—	28,217	73,338	—	73,338
Inventory fair value	—	—	—	1,482	—	1,482
Gross profit	10,012	—	10,012	20,027	—	20,027
Adjusted gross profit(i)	10,012	—	10,012	21,509	—	21,509
Adjusted gross margin(ii)	26%	—	—	23%	—	—
Operating expense(iii)	5,598	—	5,598	14,168	—	14,168
Depreciation and amortization	1,899	—	1,899	5,642	—	5,642
Share-based compensation	167	—	167	370	—	370
Total expenses	7,664	—	7,664	20,181	—	20,181
Income (loss) from operations	2,348	—	2,348	(154)	—	(154)
Adjusted EBITDA	4,414	—	4,414	7,340	—	7,340
Adjusted EBITDA margin(iv)	12%	—	—	8%	—	—
Salaries, wages and benefits as a % of revenue(v)	6%	—	—	6%	—	—
Operating expense as a % of revenue(vi)	15%	—	—	15%	—	—

(i)Adjusted gross profit is a non-IFRS financial measure. This metric is calculated by excluding non-cash inventory fair value related to Remexian inventory from gross profit.

(ii)Adjusted gross margin is a non-IFRS financial measure. Adjusted gross margin is calculated by dividing adjusted gross profit by revenue.

(iii)Operating expense is a non-IFRS measure and includes salaries, wages and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

(iv)Adjusted EBITDA margin is a non-IFRS financial measure. This metric is calculated as Adjusted EBITDA divided by revenue.

(v)Salaries, wages and benefits as a % of revenue is a non-IFRS measure. This metric is calculated as Salaries, wages and benefits divided by revenue.

(vi)Operating expense as a % of revenue is a non-IFRS financial measure and is calculated by dividing operating expense by revenue.

YoY

Following the acquisition of Remexian on September 2, 2025, the nine months ended July 31, 2026 represent the first full nine-month reporting period for the medical cannabis distribution segment. Accordingly, the segment’s results are not directly comparable with the corresponding periods in 2025.

For the three and nine months ended July 31, 2026, the segment generated revenue of $38,229 and $94,847, respectively. The segment achieved adjusted gross margin of 26% and 23%, respectively, primarily driven by supply-chain leverage, favorable vendor pricing and continued optimization of the product mix.

QoQ

The 21% increase in revenue to $38,229 for the three months ended July 31, 2026, compared with $31,639 in Q2 2026, was primarily driven by higher sales volumes and increased tonnage sold during the quarter. Adjusted gross margin decreased slightly to 26% from 27% in Q2 2026, while the segment continued to generate a strong profitability profile.



14


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Performance by geographical market:

Geographical markets reflect revenue based on the geographical locations of the customers generating the revenue. The following provides an overview of the above-mentioned geographical markets. The Company's geographic markets are characterized as follows:

Canada: Within Canada, the Company operates retail cannabis stores under the Canna Cabana banner and maintains warehouse operations that primarily support and supply its retail locations. During the three months ended July 31, 2026, the Company expanded its Canadian retail presence through the acquisition of Northern Helm, comprising of four retail cannabis stores in Ontario.

USA: The Company operates a consumption accessories warehouse in Las Vegas and a CBD manufacturing facility in Denver, which services its e-commerce platforms within the USA, including Smoke Cartel, Grasscity, Daily High Club, DankStop, NuLeaf Naturals and FAB CBD.

International: Within the International market, the Company operates its Blessed CBD e-commerce platform, which primarily serves the UK market. On September 2, 2025, the Company expanded its international presence through the acquisition of Remexian, which added medical cannabis distribution operations in Germany.

Geographic markets vs. operating segments

The Canada and USA geographic markets generally correspond to the bricks-and-mortar operating segment. The International geographic market primarily includes the medical cannabis distribution segment. Variances between geographic market and operating segment results primarily reflect differences in the allocation of corporate overhead, which is assigned to operating segments based on revenue but recorded by geographic market based on the location where costs are incurred, primarily in Canada.



15


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Geographical markets



16


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

The following table presents information by the Company’s geographical market for the three months ended July 31, 2026 with comparative information for 2025.


	Canada	Canada	USA	USA	International	International	Total	Total
For the three months ended July 31,	2026	2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$	$	$

Revenue	157,389	145,792	3,017	3,746	38,412	152	198,818	149,690
Cost of sales	115,466	106,904	2,209	2,600	28,397	95	146,072	109,599

Gross profit	41,923	38,888	808	1,146	10,015	57	52,746	40,091
Gross margin(i)	27%	27%	27%	31%	26%	38%	27%	27%

Total expenses	35,255	32,410	2,439	3,709	6,342	233	44,036	36,352
Income (loss) from operations	6,668	6,478	(1,631)	(2,563)	3,673	(176)	8,710	3,739
Depreciation and amortization	4,425	5,256	331	822	1,888	2	6,644	6,080
Share-based compensation	878	824	—	—	—	—	878	824


Adjusted EBITDA(i)	11,971	12,558	(1,300)	(1,741)	5,561	(174)	16,232	10,643

The following table presents information by the Company’s geographical market for the nine months ended July 31, 2026 with comparative information for 2025.


	Canada	Canada	USA	USA	International	International	Total	Total
For the nine months ended July 31,	2026	2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$	$	$

Revenue	451,410	414,597	9,709	14,746	95,324	612	556,443	429,955
Cost of sales	328,568	308,435	7,142	10,144	73,705	374	409,415	318,953
Inventory fair value	—	—	—	—	1,482	—	1,482	—
Gross profit	122,842	106,162	2,567	4,602	20,137	238	145,546	111,002
Gross margin(i)	27%	26%	26%	31%	21%	39%	26%	26%
Adjusted gross margin(ii)	27%	26%	26%	31%	23%	39%	26%	26%
Total expenses	104,219	94,209	7,221	11,122	16,928	933	128,368	106,264
Income (loss) from operations	18,623	11,953	(4,654)	(6,520)	3,209	(695)	17,178	4,738
Depreciation and amortization	14,251	15,323	1,003	2,428	5,562	56	20,816	17,807
Share-based compensation	2,129	3,249	—	—	—	—	2,129	3,249
Inventory fair value	—	—	—	—	1,482	—	1,482	—

Adjusted EBITDA(iii)	35,003	30,525	(3,651)	(4,092)	10,253	(639)	41,605	25,794

(i)Gross margin is a non-IFRS financial measure. Gross margin is calculated by dividing gross profit by revenue.

(ii)Adjusted gross margin is a non-IFRS financial measure. Adjusted gross margin is calculated by dividing adjusted gross profit by revenue. Adjusted gross profit is calculated by excluding the inventory fair value from gross profit.

(iii)Adjusted EBITDA is a non-IFRS financial measure. A reconciliation of the Adjusted EBITDA to Net income (loss) is found under “EBITDA and Adjusted EBITDA" section.



17


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

The following table presents selected financial position information by the Company’s geographical market as at July 31, 2026, with comparative information as at October 31, 2025.


	Canada	Canada	USA	USA	International	International	Total	Total
As at July 31, 2026 and October 31, 2025	2026	2025	2026	2025	2026	2025	2026	2025
	$	$	$	$	$	$	$	$
Current assets	86,896	84,442	6,072	6,824	53,043	45,619	146,011	136,885
Non-current assets	158,800	143,604	2,523	2,587	62,015	65,986	223,338	212,177
Current liabilities	47,586	55,763	3,683	2,832	46,300	41,324	97,569	99,919
Non-current liabilities	140,892	134,918	1,972	1,509	8,987	9,929	151,851	146,356

Canada

The Company remains focused on expanding its presence across the provinces in which it operates. During the nine-month period from November 1, 2025 to July 31, 2026, the Company expanded its Canadian footprint through the opening of 18 new stores. Revenue from Canadian operations increased by 9% for the nine months ended July 31, 2026, compared to the corresponding period in 2025, primarily driven by continued store expansion. Canada remained the Company's largest market, contributing 81% of total revenue during the period.

USA

For the nine months ended July 31, 2026, the U.S. market contributed 2% of total revenue, compared with 3% for the corresponding period ended July 31, 2025.

International

For the nine months ended July 31, 2026, international markets contributed 17% of total revenue, compared with less than 1% of total revenue in the corresponding period ended July 31, 2025. International revenue increased to $95,324 from $612 in the prior-year period, primarily reflecting the contribution of the medical cannabis distribution business in Germany acquired through the Remexian acquisition.



18


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Summary of quarterly results

The following table presents selected unaudited financial information for the eight most recently completed quarters. The information has been prepared in accordance with IFRS Accounting Standards, except for certain non-IFRS financial measures.


	2026			2025				2024
	Q3	Q2	Q1	Q4	Q3	Q2	Q1	Q4


Free cash flow(i)	7,017	1,482	2,939	1,323	7,682	4,896	(1,900)	5,908
Cash and cash equivalents, and restricted cash	47,122	36,521	46,374	47,883	63,809	34,692	33,341	47,267
Cannabis, hemp-derived products and other	193,286	173,562	172,346	158,538	143,946	131,389	134,917	131,167
Consumption accessories	5,532	5,734	5,983	5,493	5,744	6,415	7,544	7,128
Revenue	198,818	179,296	178,329	164,031	149,690	137,804	142,461	138,295
Revenue - QoQ change (%)	11%	1%	9%	10%	9%	(3)%	3%	5%
Gross profit	52,746	48,391	44,409	42,528	40,091	35,471	35,440	35,755
Gross profit - QoQ change	4,355	3,982	1,881	2,437	4,620	31	(315)	301
Gross margin(i)	27%	27%	25%	26%	27%	26%	25%	26%

Salaries, wages and benefits	22,607	21,281	21,105	18,814	18,288	17,476	17,581	17,083
General and administration	7,833	7,241	7,393	7,099	6,623	5,768	6,563	5,856
Professional fees	3,220	3,819	2,437	2,669	2,301	1,690	1,809	1,919
Advertising and promotion	981	924	944	651	592	1,030	912	1,012
Interest and bank charges	1,873	2,002	1,763	1,746	1,644	1,445	1,486	1,640
Operating expense(ii)	36,514	35,267	33,642	30,979	29,448	27,409	28,351	27,510
Operating expense as a % of revenue	18%	20%	19%	19%	20%	20%	20%	20%
Adjusted EBITDA (i)	16,232	13,916	11,457	12,414	10,643	8,062	7,089	8,245
Adjusted EBITDA margin(i)	8%	8%	6%	8%	7%	6%	5%	6%
Income (loss) from operations	8,710	6,097	2,371	(19,186)	3,739	932	67	(2,831)
Net income (loss)	12,748	24	(352)	(46,711)	832	(2,836)	(2,689)	(4,802)

Basic income (loss) per share	0.13	—	0.01	(0.56)	0.01	(0.04)	(0.03)	(0.06)
Diluted income (loss) per share	0.12	—	0.01	(0.56)	0.01	(0.04)	(0.03)	(0.06)

(i)Free cash flow, gross margin, Adjusted EBITDA and Adjusted EBITDA margin are non-IFRS financial measures, and accordingly, the Company’s use of such terms may not be comparable to similarly defined measures presented by other entities. A reconciliation of the Adjusted EBITDA to Net (Loss) income is provided in the “EBITDA and Adjusted EBITDA" section of “Selected Financial Highlights and Operating Performance” section.

(ii)Operating expense is a non-IFRS measure and includes salaries, wages and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

(iii)Adjusted gross margin is a non-IFRS financial measure. Adjusted gross profit is calculated by excluding the inventory fair value from gross profit. Adjusted gross margin is calculated by dividing adjusted gross profit by revenue.

Operating expenses increased to $36,514 for the three months ended July 31, 2026, from $29,448 in the corresponding period of 2025, primarily reflecting the expansion of the Company's store portfolio and the inclusion of the medical cannabis distribution segment. As a percentage of revenue, operating expenses improved to 18% from 20% in Q3 2025, demonstrating operating leverage and continued cost discipline.

QoQ

Operating expenses were $36,514 for the three months ended July 31, 2026, compared to $35,267 in Q2 2026, primarily due to higher salaries and wages associated with additional operating days in the quarter. As a percentage of revenue, operating expenses improved to 18% from 20% in Q2 2026, primarily due to fixed operating expenses being spread over a larger revenue base.



19


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Quarterly operating expenses as a percentage of revenue

The table below shows that Operating expenses as a percentage of revenue have shown a declining trend, reaching 18% in Q3 2026, the lowest level in the eight quarters presented and 2 percentage points below Q3 2025.


	2026			2025				2024
As a percentage of revenue	Q3	Q2	Q1	Q4	Q3	Q2	Q1	Q4

Salaries, wages and benefits	11%	12%	12%	11%	12%	13%	12%	12%
General and administration	4%	4%	4%	4%	4%	4%	5%	4%
Professional fees	2%	2%	1%	2%	2%	1%	1%	1%
Advertising and promotion	—%	1%	1%	—%	—%	1%	1%	1%

Interest and bank charges	1%	1%	1%	1%	1%	1%	1%	1%





Operating expense(i)	18%	20%	19%	19%	20%	20%	20%	20%

(i)Operating expense is a non-IFRS measure and includes salaries, wages and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.

Quarterly performance of bricks-and-mortar segment

The following table presents the performance of the core bricks-and-mortar segment over the past eight quarters. The segment represented 81% of total revenue for the three months ended July 31, 2026.


	2026			2025				2024
	Q3	Q2	Q1	Q4	Q3	Q2	Q1	Q4
Store count	229	221	218	211	203	195	189	186

Revenue	160,589	147,657	153,350	154,221	149,690	137,804	142,461	138,295
% change	9%	(4)%	(1)%	3%	9%	(3)%	3%	5%
Gross profit	42,734	40,685	42,100	42,140	40,091	35,471	35,440	35,755
Gross margin	27%	28%	27%	27%	27%	26%	25%	26%
Operating expense(i)	30,916	29,959	30,378	29,709	29,448	27,409	28,351	27,510
Depreciation and amortization	4,745	4,270	6,160	5,336	6,080	5,880	5,847	5,362
Share-based compensation	711	732	317	655	824	1,250	1,175	750
Impairment loss	—	—	—	23,564	—	—	—	4,964
Total expense	36,372	34,960	36,855	59,264	36,352	34,539	35,373	38,586
Income from operations	6,362	5,725	5,245	(17,123)	3,739	932	67	(2,831)
Adjusted EBITDA	11,818	10,727	11,722	12,432	10,643	8,062	7,089	8,245
Adjusted EBITDA margin	7%	7%	8%	8%	7%	6%	5%	6%

(i)Operating expense is a non-IFRS measure and includes salaries, wages and benefits, general & administration, professional fees, advertising & promotion, and interest & bank charges.



20


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)



21


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Financial position, liquidity and capital resources:


Assets	July 31, 2026	October 31, 2025	Change
Current assets	146,011	136,885	9,126
Non-current assets	223,338	212,177	11,161
Total assets	369,349	349,062	20,287

Liabilities
Current liabilities	97,569	99,919	(2,350)
Non-current liabilities	151,851	146,356	5,495
Total liabilities	249,420	246,275	3,145

Shareholders' equity	119,929	102,787	17,142
Total liabilities and shareholders' equity	369,349	349,062	20,287
Working capital	48,442	36,966	11,476

Financial position - total assets

Current assets increased by $9,126 to $146,011, primarily driven by an increase in trade and other receivables and prepaid expenses and deposits, partially offset by a decrease in cash and cash equivalents. Non-current assets increased by $11,161 to $223,338, primarily driven by growth in right-of-use assets, partially offset by the derecognition of the long-term contract asset.

Financial position - total liabilities

Current liabilities decreased by $2,350 to $97,569, primarily due to decreases in derivative liabilities and interest-bearing loans and borrowings, partially offset by higher accounts payable and accrued liabilities and income taxes payable. Non-current liabilities increased by $5,495 to $151,851, primarily due to higher lease liabilities and notes payable, partially offset by a decrease in derivative liabilities.

Financial position - shareholders' equity

Shareholders’ equity increased by $17,142 to $119,929 for the nine months ended July 31, 2026, primarily driven by net income for the period.

Financial position - working capital

Working capital increased by $11,476 to $48,442, primarily due to the growth in current assets, partially supported by the reduction in current liabilities.



22


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Cash flow overview

The following table presents a summary of the Company’s cash flow for the nine months ended July 31, 2026 and July 31, 2025.


	July 31, 2026	July 31, 2025	Change
Net cash provided by operating activities	20,384	19,588	796
Net cash used in investing activities	(8,536)	(6,877)	(1,659)
Net cash (used in) provided by financing activities	(12,529)	4,263	(16,792)
Effect of foreign exchange on cash	(80)	(432)	352
Net (decrease) increase in cash	(761)	16,542	(17,303)
Cash and cash equivalents, and restricted cash, beginning of period	47,883	47,267	616
Cash and cash equivalents, and restricted cash, end of period	47,122	63,809	(16,687)

During the nine months ended July 31, 2026, cash and cash equivalents and restricted cash decreased by $761 to $47,122 (October 31, 2025: $47,883). The decrease was primarily driven by net cash used in financing activities and investing activities, partially offset by cash generated from operations. In comparison, cash and cash equivalents and restricted cash increased by $16,542 in the corresponding period of 2025, primarily due to proceeds from convertible debt of $24,790.

Cash flow overview - net cash provided by operating activities

Net cash provided by operating activities was $20,384 for the nine months ended July 31, 2026 (July 31, 2025: $19,588). The $796 increase was primarily driven by improved operating performance.

Cash flow overview - net cash used in investing activities

Net cash used in investing activities for the nine months ended July 31, 2026 was $8,536 (July 31, 2025: $6,877). Net cash used in investing activities increased by $1,659, primarily due to cash used for business combinations and acquisition of retail store leases, partially offset by lower purchases of property and equipment.

Cash flow overview - net cash used in financing activities

Net cash used in financing activities for the nine months ended July 31, 2026 was $12,529 (July 31, 2025: $4,263 of net cash provided), primarily due to the absence in 2026 of proceeds from convertible debt ($24,790 in 2025) and secured debentures ($4,360 in 2025), together with higher repayments of interest-bearing loans and borrowings of $17,437 compared with $2,804 in the corresponding period of 2025. These impacts were partially offset by proceeds from interest-bearing loans and borrowings, net of issue costs, of $14,530 in 2026 and lower repayments of notes payable of $977 compared with $14,172 in the corresponding period of 2025.

Capital management

The Company’s objectives when managing capital resources are to:

(i)Explore profitable growth opportunities;

(ii)Deploy capital to provide an appropriate return on investment for shareholders;

(iii)Maintain financial flexibility to preserve the ability to meet financial obligations; and

(iv)Maintain a capital structure that provides financial flexibility to execute on strategic opportunities.

The Company’s strategy is to maintain a flexible capital structure consistent with the objectives stated above as well as to respond to changes in economic conditions and to the risks inherent in its underlying assets. The Board of Directors does not establish quantitative return on capital criteria for management, but rather promotes year-over-year sustainable profitable growth. The Company’s capital structure consists of debt, equity and working capital. To maintain or alter the capital structure, the Company may adjust capital spending, take on new debt and issue share capital. The Company anticipates that it will have adequate liquidity to fund future working capital, commitments, and forecasted capital expenditures through a combination of cash‐on‐hand and financing, as required.



23


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Liquidity and capital resources

The following table presents the maturities of the Company’s financial liabilities:


	Contractual Cash Flows	2026	2027-2028	2029-2030	2031 and beyond
	$	$	$	$	$











Accounts payable and accrued liabilities	52,565	52,565	—	—	—
Income tax payable	8,405	8,405	—	—	—
Undiscounted lease obligations	93,921	3,765	28,693	24,223	37,240
Notes payable	23,091	1,007	5,477	16,344	263
Interest bearing loans and borrowings	13,578	8,430	5,148	—	—
Secured debentures	20,558	454	3,605	16,499	—


Convertible debt	34,852	302	2,401	32,149	—
Total	246,970	74,928	45,324	89,215	37,503

The Company’s primary sources of liquidity and capital resources are cash on hand, cash generated from operations, and cash from debt and equity financings. As at July 31, 2026, the Company had cash and cash equivalents and restricted cash of $47,122 (October 31, 2025: $47,883). Management believes its liquidity is sufficient to meet working capital requirements, capital commitments, and debt obligations for at least the next twelve months.

Debt

The following table presents the Company’s debt and financing facilities in place during the quarter, in order of maturity.


Facility	Principal amount outstanding at July 31, 2026	July 31, 2026	October 31, 2025	Rate	Maturity
	$	$	$
Interest bearing loan - connectFirst(i)	6,016	6,016	9,104	Variable: Prime + 2.50%	Sept. 5, 2027
Secured debentures(i)	15,000	12,896	12,536	Fixed: 12% coupon	July 31, 2029
Notes payable - Remexian - vendor loan(i)	12,290	9,527	9,007	Fixed: 7%	Dec. 31, 2029
Notes payable - Northern Helm - vendor loan(i)	3,057	2,885	—	Fixed: 2%	July 30, 2030
Convertible debt – Cronos(i)	30,000	19,243	17,877	Fixed: 4% coupon	July 16, 2030
Recourse to High Tide	66,363	50,567	48,524
Interest bearing loan - working capital loan(i)	—	—	2,234	Fixed: 5%	Jan. 4, 2026
Interest bearing loan - German bank borrowing(i)	7,265	7,265	4,851	Variable: EURIBOR + 2.50%	Aug. 22, 2026
Notes payable - Remexian unsecured loans(i)	356	356	728	Fixed: 10% average rate	Oct. 31, 2026
Notes payable - term loan(i)	3,028	3,028	3,637	Fixed: 4.82%	Mar. 31, 2030
Notes payable - other loan(i)	209	67	67	Fixed: 3.75%	May 19, 2050
Non-recourse to High Tide(ii)	10,858	10,716	11,517
Total debt	77,221	61,283	60,041

(i)During the nine months ended July 31, 2026, Remexian increased its German bank borrowings, repaid the working capital loan in full, and made scheduled principal repayments on the term loan and unsecured loans. In connection with the Northern Helm acquisition, the Company assumed vendor take-back loans with an aggregate principal amount of $3,057. The Company also made scheduled monthly principal repayments on the connectFirst interest-bearing loan. In addition, the carrying amounts of the secured debentures, Remexian vendor loan and Cronos convertible debt increased during the period primarily due to accretion recognized.

(ii)Non-recourse debt means debt of a subsidiary of High Tide that is not guaranteed by High Tide or secured against its assets.

The Company was in compliance with covenants as of July 31, 2026.

The Company notes that Remexian is a 51%-owned subsidiary; however, the financing arrangements assumed in connection with the Remexian acquisition are fully included in the Company’s consolidated liabilities in accordance with IFRS.



24


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Derivative put option liability

The carrying value of the derivative liability, as at July 31, 2026, amounting to $48,385, represents the fair value estimate of the put option liability related to the 49% non-controlling interest in Remexian. Refer to note 16 of condensed interim consolidated financial statements. The fair value may differ from the ultimate settlement amount.

Management continues to monitor and review the key assumptions used in the valuation of the derivative liability on a regular basis consistent with the Company’s established financial reporting processes. This includes assessing the sensitivity of the valuation to changes in significant inputs, including forecasted operating results, discount rates, and other relevant assumptions. Given the judgment involved, management evaluates whether updated forecasts or changes in facts and circumstances during the quarter indicate that revisions to the derivative liability measurement are required. Any resulting changes in fair value are recognized in the period identified in accordance with IFRS Accounting Standards.

Off balance sheet transactions

The Company does not have any financial arrangements that are excluded from the financial statements as of July 31, 2026, nor are any such arrangements outstanding as of the date of this MD&A.

Summary of outstanding Share Data

The Company had the following securities issued and outstanding as at the date of this MD&A:


Securities (i)						Units Outstanding
Common shares						89,142,614
Warrants						8,598,883
Stock options						1,894,580
RSUs						1,907,158

(i)Refer to the condensed interim consolidated financial statements for a detailed description of these securities.

ATM program

The Company has not issued equity via an ATM Program for the last six fiscal quarters.

During the three months ended January 31, 2025, the Company issued an aggregate of 11,600 Common Shares over the Nasdaq or TSXV, for aggregate gross proceeds of $52. Pursuant to the Equity Distribution Agreement, a cash commission of $1 on the aggregate gross proceeds raised was paid to the Agents in connection with their services under the Equity Distribution Agreement during the year ended October 31, 2025. This ATM Program was effective until July 24, 2025, when the Canadian Shelf Prospectus was withdrawn in order to file a new base shelf prospectus on August 11, 2025.

On August 11, 2025, the Company filed a final short form base shelf prospectus in all Canadian provinces and territories and a corresponding shelf registration statement with the U.S. Securities and Exchange Commission. The shelf prospectus allows the Company to issue up to $100,000 (or the equivalent in U.S. dollars) of Common Shares from the treasury to the public from time to time, at the Company’s discretion and subject to regulatory requirements, as required pursuant to National Instrument 44-102 – Shelf Distributions and the policies of the TSXV.

As at the date the financial statements were authorized for issue, no securities had been issued under the shelf and no at-the-market distribution agreement or prospectus supplement had been entered into.



25


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Transactions between related parties:

As of July 31, 2026, the Company had the following transactions with related parties as defined in IAS 24 – Related Party Disclosures, except those pertaining to transactions with key management personnel in the ordinary course of their employment and/or directorship arrangements and transactions with the Company’s shareholders in the form of various financing arrangements.

Operational transactions

An office and warehouse unit (27,000 sq ft) has been developed by Grover Properties Inc., a company that is related through a common controlling shareholder and the President & CEO of the Company. The office and warehouse space were leased to High Tide to accommodate the Company’s operational expansion. The lease was established by an independent real estate valuation services company at prevailing market rates and has annual lease payments of $386 per annum. The current lease term is 5 years and ends on December 31, 2028, with one additional five-year extension option exercisable by the Company.

Financing transactions

Financial instruments:

Please refer to Note 24 of the condensed interim consolidated financial statements for the three and nine months ended July 31, 2026 and 2025 for details on measurement, carrying value, fair value and related risks of financial instruments, which is hereby incorporated by reference into this MD&A. For the nine months ended July 31, 2026, the Company did not engage in hedging activities.

Disclosure controls and procedures and internal controls over financial reporting:

The Chief Executive Officer and Chief Financial Officer of the Company have designed or caused to be designed under their supervision, disclosure controls and procedures which provide reasonable assurance that material information regarding the Company is accumulated and communicated to Management, including its Chief Executive Officer and Chief Financial Officer, in a timely manner. Under the supervision and with the participation of Management, including our Chief Executive Officer and Chief Financial Officer, we carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Canada by NI 52-109 and in the United States by the rules adopted by the SEC). In addition, the Chief Executive Officer and Chief Financial Officer of the Company are responsible for designing internal controls over financial reporting or causing them to be designed under their supervision in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the design and operation of our disclosure controls and procedures were ineffective due to the material weakness identified in our internal control over financial reporting, as further described below.

Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis. Also, projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.



26


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Management assessed the effectiveness of the Company’s internal control over financial reporting as of July 31, 2026, based on the criteria set forth in Internal Control – Integrated Framework (2013 Framework) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that assessment, Management has concluded that our internal control over financial reporting (ICFR) was not effective as of July 31, 2026, due to a material weakness in our internal controls over financial reporting. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management identified the following internal control deficiencies that constitute material weaknesses in the Company’s ICFR as of July 31, 2026.

The Company did not effectively design, implement, and operate effective controls over user access and change management for certain financial reporting systems, which affected the reliability of system-generated information used in financial reporting. In addition, controls over the preparation and review of financial information and related disclosures, primarily related to complex and non-routine transactions, were not designed or operating at a level sufficient to prevent or detect material misstatements on a timely basis. As of July 31, 2026, material weaknesses continue to exist in the operating effectiveness of IT general controls and controls over significant and non-routine accounting transactions because of insufficient capacity and expertise in its financial reporting function to identify and detect material misstatements.

Management has initiated remediation efforts to enhance IT general controls and to hire qualified resources to increase capacity and strengthen review procedures over non-routine and certain period-end accounting matters; however, these actions were not fully implemented or operating effectively as of July 31, 2026.

Cautionary note regarding forward-looking information:

Certain statements contained in this MD&A, and in the documents incorporated by reference in this MD&A, constitute “forward-looking information” and “forward-looking statements” (together “forward-looking statements”) within the meaning of Applicable Securities Laws and are based on assumptions, expectations, estimates and projections as at the date of this MD&A. Forward-looking statements relate to future events or future performance and reflect Management’s expectations or beliefs regarding future events. In certain cases, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative of these terms or comparable terminology.

Forward-looking statements in this MD&A include, but are not limited to, statements with respect to:

•the business objectives and milestones and the anticipated timing of, and costs in connection with, the execution or achievement of such objectives and milestones (including, without limitation, proposed M&A);

•the Company’s future growth prospects and intentions to pursue one or more viable business opportunities;

•the development of the Company's business and future activities following the date of this MD&A;

•the closing of announced acquisitions;

•expectations relating to market size and anticipated growth in the jurisdictions within which the Company may from time to time operate or contemplate future operations;

•the ability of the Company to enter into new markets following cannabis legalization;

•expectations with respect to economic, business, regulatory, or competitive factors related to the Company or the cannabis industry generally;

•the market for the Company’s current and proposed product offerings, as well as the Company’s ability to capture market share;

•the Company’s strategic investments and capital expenditures, and related benefits;

•the distribution methods expected to be used by the Company to deliver its product offerings;

•same-store sales and consolidated gross margins continuing to increase;

•the competitive landscape within which the Company operates and the Company’s market share or reach;

•the performance of the business operations and activities of the Company;

•the number of additional cannabis retail store locations the Company proposes to add to its business;

•the Company’s ability to obtain, maintain and renew or extend applicable Authorizations, including the timing and impact of the receipt thereof;

•the realization of cost savings, synergies or benefits from the Company’s recent and proposed acquisitions, and the Company’s ability to successfully integrate the operations of acquired businesses;

•the Company’s intention to devote resources to the protection of its intellectual property rights, including by seeking and obtaining registered protections and developing and implementing standard operating procedures;



27


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

•the anticipated sales from continuing operations;

•the intention of the Company to complete any additional offering of securities of the Company and the aggregate proceeds that the Company will receive pursuant to its completed financings or any future offering;

•the Company’s expected use of the net proceeds from its completed financings or any future offering;

•the anticipated effects of the completed financings, or any future offering on the business and operations of the Company;

•the listing of Common Shares offered in any future offering;

•the Company’s ability to generate cash flow from operations and from financing activities and remain free cash flow positive throughout 2026;

•future initiatives to strengthen the performance of our e-commerce platforms;

•the Company continuing to increase its revenue;

•the Company continuing to integrate and expand its hemp-derived product brands;

•whether the Company will need additional working capital for the expansion of Remexian;

•Over the long term, the company anticipates significant growth in its white label portfolio;

•the Company continuing to increase its ELITE product offerings;

•the effects of the ELITE program on the business and operations of the Company;

•the ability of the Company to reach its goals of 350 stores nationwide and 3 million Cabana Club members;

•the ability of the Company to open over 20 locations in calendar 2026, mostly through organic growth, while also evaluating supplemental M&A opportunities of varying sizes;

•broader rescheduling of cannabis in the U.S. and potential opportunities for the Company;

•new white label products launching and sales of higher-margin white label brands growing;

•the ability to sustain and potentially expand its share of the German medical cannabis market and expand into additional European markets;

•the ability of the Company to use cash generated from existing operations to fund future locations;

•the Company hitting its forecasted revenue and sales projections;

•changes in general and administrative expenses;

•future business operations and activities and the timing thereof;

•the future tax liability of the Company;

•the estimated future contractual obligations of the Company; and

•the future liquidity, financial capacity of the Company and its ability to fund its working capital requirements and forecasted capital expenditures.

Forward-looking statements are subject to certain risks and uncertainties. Although Management believes that the expectations reflected in these forward-looking statements are reasonable in light of, among other things, its perception of trends, current conditions and expected developments, as well as other factors that Management believes to be relevant and reasonable in the circumstances at the date that such statements are made, readers are cautioned not to place undue reliance on forward-looking statements, as forward-looking statements may prove to be incorrect. A number of factors could cause actual results to differ materially from a conclusion, forecast or projection contained in the forward-looking statements. Importantly, forward-looking statements contained in this MD&A and in documents incorporated by reference are based upon certain assumptions that Management believes to be reasonable based on the information currently available to Management.

By their very nature forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Although Management believes that the expectations reflected in, and assumptions underlying, such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. New factors emerge from time to time, and it is not possible for Management to predict all of those factors or to assess in advance the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement.

Readers are cautioned that the foregoing is not exhaustive. The forward-looking statements contained in this MD&A and the documents incorporated by reference herein are expressly qualified by this cautionary statement. The forward-looking statements contained in this document speak only as of the date of this MD&A and the Company does not assume any obligation to publicly update or revise them to reflect new events or circumstances, except as may be required pursuant to Applicable Securities Laws.

These forward-looking statements speak only as of the date of this MD&A or as of the date specified in the documents incorporated by reference into this MD&A. The actual results could differ materially from those anticipated in these forward-looking statements as a result of the risk factors set forth below and elsewhere in this MD&A: counterparty credit risk; access to capital; limitations on insurance; changes in environmental or other legislation applicable to our operations, and our ability to comply with current and future environmental and other laws; changes in income tax laws or changes in tax laws and incentive programs relating to the cannabis industry; and the other factors discussed under “Financial Instruments” in this MD&A.



28


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Additional risk factors that can cause results to differ materially from those expressed in forward-looking statements in this MD&A are discussed in greater detail in the “Non-Exhaustive List of Risk Factors” section in Schedule A to our current annual information form, and elsewhere in this MD&A, as such factors may be further updated from time to time in our periodic filings, available at www.sedarplus.ca and www.sec.gov/edgar, which risk factors are incorporated herein by reference.

Cautionary note regarding FOFI:

This MD&A, and documents incorporated by reference herein, may contain FOFI within the meaning of Applicable Securities Laws and analogous U.S. securities laws, about prospective results of operations, financial position or cash flows, based on assumptions about future economic conditions and courses of action, which FOFI is not presented in the format of a historical balance sheet, income statement or cash flow statement. The FOFI has been prepared by Management to provide an outlook of the Company’s activities and results and has been prepared based on a number of assumptions including the assumptions discussed under the heading “Cautionary Note Regarding Forward-Looking Information” and assumptions with respect to the costs and expenditures to be incurred by the Company, capital expenditures and operating costs, taxation rates for the Company and general and administrative expenses. Management does not have, or may not have had at the relevant date, firm commitments for all of the costs, expenditures, prices or other financial assumptions which may have been used to prepare the FOFI or assurance that such operating results will be achieved and, accordingly, the complete financial effects of all of those costs, expenditures, prices and operating results are not, or may not have been at the relevant date of the FOFI, objectively determinable.

Importantly, the FOFI contained in this MD&A, and in documents incorporated by reference herein is, or may be, based upon certain additional assumptions that Management believes to be reasonable based on the information currently available to Management, including, but not limited to, assumptions about: (i) the future pricing for the Company’s products, (ii) the future market demand and trends within the jurisdictions in which the Company may from time to time conduct the Business, (iii) the Company’s ongoing inventory levels, and operating cost estimates, and (iv) the Company’s net proceeds from its financings. The FOFI or financial outlook contained in MD&A, and in documents incorporated by reference herein do not purport to present the Company’s financial condition in accordance with IFRS as issued by the International Accounting Standards Board, and there can be no assurance that the assumptions made in preparing the FOFI will prove accurate. The actual results of operations of the Company and the resulting financial results will likely vary from the amounts set forth in the analysis presented in any such document, and such variation may be material (including due to the occurrence of unforeseen events occurring subsequent to the preparation of the FOFI). The Company and Management believe that the FOFI has been prepared on a reasonable basis, reflecting Management’s best estimates and judgments as at the applicable date. However, because this information is highly subjective and subject to numerous risks including the risks discussed under the heading “Risk Assessment”, FOFI or financial outlook within this MD&A, and in documents incorporated by reference herein, should not be relied on as necessarily indicative of future results.

Non-IFRS Financial Measures

Throughout this MD&A, references are made to non-IFRS financial measures, including free cash flow, gross margin, Sustaining capex, EBITDA and Adjusted EBITDA. These measures do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other issuers. Non-IFRS measures provide investors with a supplemental measure of the Company’s operating performance and therefore highlight trends in the Company’s core business that may not otherwise be apparent when relying solely on IFRS measures. Management uses non-IFRS measures in measuring the financial performance of the Company.

Risk Assessment

Management defines risk as the evaluation of probability that an event might happen in the future that could negatively affect the financial condition, results of operations and/or reputation of the Company. Risks facing our business, and that could cause actual results to differ materially from current expectation, may include, but are not limited to, risks and uncertainties that are discussed in greater detail in Schedule A to our current Annual Information Form (AIF) for the fiscal year ended October 31, 2025, and elsewhere in this MD&A, and may be further updated from time to time in our periodic filings, available at www.sedarplus.ca and www.sec.gov/edgar, which risk factors are incorporated herein by reference.

The Company's bricks-and-mortar business, which accounts for 81% of revenue, is domestically sourced and therefore has no US tariff impact. The Company’s e-commerce platforms, which represent 2% of consolidated revenue, consist predominantly of domestically sourced products, with less than 1% of total products sourced through a broker that imports products both domestically and internationally. In addition, the Company’s medical cannabis distribution business, which represents 17% of consolidated revenue, is currently not exposed to U.S. tariff risk. Based on the Company’s current sourcing profile, management expects the impact of U.S. tariffs on consolidated operations to be immaterial.



29


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

Glossary of terms:

In this MD&A, unless otherwise indicated or if the context otherwise requires, “Adjusted EBITDA” has the meaning ascribed thereto under the heading “EBITDA and Adjusted EBITDA”; “Agents” means collectively ATB Capital Markets Inc. and ATB Capital Markets USA Inc.; “Applicable Securities Laws” means, as applicable, the securities legislation, securities regulation and securities rules, and the policies, notices, instruments and blanket orders of each Canadian securities regulator having the force of applicable law and in force from time to time; “ATM Program” means the at-the-market equity offering program of the Company established pursuant to the Canadian Prospectus Supplement and U.S. Prospectus Supplement on August 31, 2023, which allowed the Company to issue up to $30,000,000 (or the equivalent in U.S. dollars) of Common Shares from its treasury to the public from time to time, at the Company’s discretion and subject to regulatory requirements; “Authorizations” means, collectively, all consents, licenses, registrations, permits, authorizations, permissions, orders, approvals, clearances, waivers, certificates, and declarations issued, granted, given or otherwise made available by or under the authority of any government entity or pursuant to any requirement under applicable law; “Blessed CBD” means Enigmaa Ltd., operating as ‘Blessed CBD’; “Board” means the board of directors of the Company, as constituted from time to time; “Business” means the business carried on by High Tide and its subsidiaries as at the date of this MD&A, and where the context so requires, includes the business carried on by High Tide and its subsidiaries prior to the date of this MD&A; “Canadian Shelf Prospectus” means the Company’s final base shelf prospectus dated August 3, 2023 filed with the securities commissions or similar regulatory authorities in each of the provinces and territories of Canada; “Cannabis” or “cannabis” means the plant Cannabis sativa L; “Common Shares” means the common shares in the capital of the Company; “connectFirst” means connectFirst Credit Union Ltd.; "Credit Facility” has the meaning ascribed thereto under the heading “connectFirst Credit Facility”; “DankStop” means DS Distribution Inc., operating as ‘Dankstop.com’; “Daily High Club” or “DHC” means DHC Supply LLC.; “EBITDA” means earnings before interest, taxes, depreciation and amortization; “Equity Distribution Agreement” means the equity distribution agreement dated August 31, 2023 entered into among the Company and Agents associated with the ATM Program; “FABCBD” means Fab Nutrition, LLC.; “FOFI” means future oriented financial information; “GBP” means British pound sterling; “Grasscity” means collectively, SJV B.V. and SJV2 B.V.; “IAS” means International Accounting Standards; “Person” includes any individual, partnership, association, body corporate, organization, trust, estate, trustee, executor, administrator, legal representative or government (including any governmental entity), syndicate or other entity, whether or not having legal status; “M&A” means mergers and acquisitions; “Management” means the management of the Company, as constituted from time to time; “NI 52-109” means National Instrument 52-109 – Certification of Disclosure in Issuers’ Annual and Interim Filings; “Remexian” means Remexian Pharma GmbH; “SEC” means the U.S. Securities and Exchange Commission; “NuLeaf Naturals” means NuLeaf Naturals, LLC; “Smoke Cartel” means Smoke Cartel Inc.; “U.K.” means the United Kingdom; “U.S.” means United States of America; “USD” means United States dollars; and “Warrants” means the Common Share purchase warrants of the Company.



30


			High Tide Inc.
			Management's Discussion and Analysis
			For the three and nine months ended July 31, 2026 and 2025
			(In thousands of Canadian dollars, except share and per share amounts or otherwise stated)

High Tide is a high-impact, retail-forward enterprise built to deliver real-world value across every component of cannabis. The Company’s shares are listed on the Nasdaq Capital Market (“Nasdaq”) under the ticker symbol “HITI” as of June 2, 2021, the TSX Venture Exchange (“TSXV”) under the symbol “HITI”, and the Frankfurt Stock Exchange under the securities identification code ‘WKN: A2PBPS’ and the ticker symbol “2LYA”. The address of the Company’s corporate and registered office is # 112, 11127 15 Street NE, Calgary, Alberta, T3K 2M4.



31

Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Harkirat (Raj) Grover, Chief Executive Officer of High Tide Inc., certify the following:

1.Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of High Tide Inc. (the “issuer”) for the interim three months ended July 31, 2026.

2.No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3.Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4.Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

a.designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

i.material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

ii.information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

b.designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

6.Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is Internal Control – Integrated Framework (2013 Framework) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

7.ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period

a.a description of the material weakness;

b.the impact of the material weakness on the issuer’s financial reporting and its ICFR; and

c.the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

8.Limitation on scope of design: The issuer has disclosed in its interim MD&A

a.the fact that the issuer’s other certifying officer(s) and I have limited the scope of our design of DC&P and ICFR to exclude controls, policies and procedures of a business that the issuer acquired not more than 365 days before the last day of the period covered by the interim filings.

b.summary financial information about the proportionately consolidated entity, special purpose entity or business that the issuer acquired that has been proportionately consolidated or consolidated in the issuer’s financial statements.

9.Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on November 1, 2025 and ended on July 31, 2026 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: September 14, 2026.

(signed) ”Harkirat Grover”_____

Harkirat (Raj) Grover

Chief Executive Officer

Form 52-109F2

Certification of Interim Filings

Full Certificate

I, Mayank Mahajan, Chief Financial Officer of High Tide Inc., certify the following:

1.Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of High Tide Inc. (the “issuer”) for the interim three months ended July 31, 2026.

5.Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

a.designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

i.material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

7.ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period

a.a description of the material weakness;

b.the impact of the material weakness on the issuer’s financial reporting and its ICFR; and

c.the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness.

8.Limitation on scope of design: The issuer has disclosed in its interim MD&A

Date: September 14, 2026.

(signed) “Mayank Mahajan” ______________

Mayank Mahajan

Chief Financial Officer

Source: View Original Filing on SEC EDGAR

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