IM Cannabis (NASDAQ: IMCC) plans related-party sale to slash debt
IM Cannabis Corp. agreed to sell all shares of its subsidiary I.M.C. Holdings Ltd., which will hold the Company’s European-focused assets, to Slil.com Holding Ltd. under a definitive Share Purchase Agreement. Before closing, Israeli operations will be transferred out of IMC Holdings back to IM Cannabis or a wholly owned subsidiary, and approximately C$10,000,000 of intercompany indebtedness from IMC Holdings to IM Cannabis will be repaid as a capital contribution.
Consideration consists of acknowledgment of prior C$3,000,000 advance payments from Slil and Slil’s assumption of certain liabilities of IMC Holdings, which shall not materially exceed C$9,400,000 in aggregate, with no IM Cannabis securities issued. Management expects the Transactions to improve shareholders’ equity by about C$3.0 million, reduce debt, streamline the corporate structure, improve working capital and cash flow, and allow a focus on Israeli medical cannabis operations. Pro forma as of June 30, 2026, total liabilities decline from C$30.3 million to C$16.0 million and shareholders’ deficit narrows from C$5.6 million to C$2.6 million. Closing is subject to customary conditions and must occur by September 30, 2026, or the agreement may be terminated. The deal is a related party transaction under MI 61-101, and the company intends to rely on financial hardship exemptions.
Positive
- Transaction expected to improve shareholders’ equity by approximately C$3.0 million, strengthening the balance sheet if completed as planned.
- Pro forma total liabilities fall from C$30.3 million to C$16.0 million, a reduction of roughly C$14.4 million after the Transactions.
- For the six months ended June 30, 2026, pro forma net loss attributable to shareholders improves from C$6.6 million to C$4.0 million, reflecting a smaller ongoing loss base.
- The structure allows IM Cannabis to retain and focus on its core Israeli medical cannabis operations while exiting certain European-focused assets.
Negative
- The sale is a related party transaction with Slil, which is controlled by the Company’s CEO, triggering reliance on financial hardship exemptions under MI 61-101.
- Management states the Company is in serious financial difficulty and is using MI 61-101 financial hardship exemptions instead of formal minority approval.
- Pro forma for 2025, net loss attributable to shareholders increases from C$11.3 million to C$15.2 million, indicating weaker historical earnings on a post-transaction basis.
- The Transaction is subject to multiple conditions, including tax and regulatory consents, and may be terminated if not closed by September 30, 2026.
Filing Explained
The key new holder-relevant mechanic is a related-party sale review using intended hardship exemptions, not a securities issuance.
On
No company securities are being issued or exchanged under the stated terms. The filing identifies the transaction as a related-party transaction under MI 61-101, and the company intends to rely on financial-hardship exemptions from formal valuation and minority-approval requirements.
The board has created a committee made up solely of independent directors and commissioned Beta Finance T.Y.S. to prepare financial analysis for its review; the filing says that analysis is not intended to be a formal valuation under MI 61-101.
The unaudited pro forma presentation, which assumes the transaction occurred at the start of the relevant periods, shows six-month 2026 revenue of
Those figures are illustrative and based on preliminary estimates that may change materially; they do not establish the company’s actual or future results after closing.
Further transaction details are expected in a material change report, including the related-party review and the commissioned analysis.
Key Figures
Intercompany indebtedness repaid: C$10,000,000
Advance payment consideration: C$3,000,000
Assumed liabilities cap: C$9,400,000
+5 more
8 metrics
Intercompany indebtedness repaid
C$10,000,000
Approximate outstanding IMC Holdings indebtedness to the Company repaid as capital contribution before closing
Advance payment consideration
C$3,000,000
Advance payments from Slil acknowledged as part of consideration for IMC Holdings sale
Assumed liabilities cap
C$9,400,000
Aggregate IMC Holdings liabilities Slil will assume, which shall not materially exceed this amount
Expected equity improvement
C$3.0 million
Management’s expected improvement in shareholders’ equity from the Transactions
Total liabilities pre-transaction
C$30,321
Historical IM Cannabis total liabilities as of June 30, 2026 (in thousands)
Total liabilities pro forma
C$15,955
Pro forma total liabilities after Transactions as of June 30, 2026 (in thousands)
Shareholders’ deficit pre-transaction
C$5,629
Historical shareholders’ deficit as of June 30, 2026 (in thousands, negative value)
Shareholders’ deficit pro forma
C$2,582
Pro forma shareholders’ deficit after Transactions as of June 30, 2026 (in thousands, negative value)
Key Terms
Share Purchase Agreement, unaudited pro forma interim condensed financial information, related party transaction, Multilateral Instrument 61-101, +1 more
5 terms
Share Purchase Agreement financial
"entered into a definitive share purchase agreement (the “Share Purchase Agreement”) with Slil"
A share purchase agreement is a written contract that outlines the terms and conditions for buying and selling shares of a company. It specifies details like the price, number of shares, and any special conditions, ensuring both buyer and seller agree on the transaction. For investors, it provides clarity and legal protection, making sure the purchase is clear and enforceable.
unaudited pro forma interim condensed financial information financial
"The unaudited pro forma interim condensed statements of financial position and of comprehensive loss"
related party transaction regulatory
"The Transaction constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101"
A related party transaction is any deal or transfer of value between a company and people or entities with close ties to it — such as executives, major owners, family members, or affiliated businesses. Investors watch these transactions because they can favor insiders over outside shareholders, skirt fair market pricing, or hide risks; like selling your car to a relative at a friendly price, they require clear disclosure and scrutiny to judge impact on value.
Multilateral Instrument 61-101 regulatory
"within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders"
Multilateral Instrument 61-101 is a securities regulation that sets rules for certain corporate deals—like mergers, asset sales, or related-party transactions—to protect minority shareholders by requiring extra disclosure, independent valuation and, in many cases, formal shareholder approval. Think of it as an impartial referee and checklist that forces companies to show the full playbook and get a vote or an independent price opinion, so investors can judge whether a proposed deal is fair and avoid being overridden by insiders.
financial hardship exemptions regulatory
"intends to rely on the financial hardship exemptions from the formal valuation requirement"
Financial hardship exemptions are rules that let individuals or entities be temporarily excused from paying fees, meeting payments, or complying with certain obligations because they cannot reasonably afford them due to severe financial strain. They matter to investors because such exemptions can change expected cash flows, credit risk, regulatory compliance and timing of recoveries—like pausing a bill between parties, they alter when and how much money a company can collect or must recognize as a liability.
FAQ
What transaction did IMCC announce regarding its European operations?
IMCC entered a definitive Share Purchase Agreement to sell 100% of IMC Holdings, which will hold Adjupharm GmbH, Xinteza API Ltd. and Shiran Societe Anonyme, to Slil.com Holding Ltd. The Israeli operations are being transferred back to IMCC before closing.
How much consideration is IMCC receiving in the Slil transaction?
Consideration consists of acknowledgement of prior C$3,000,000 advance payments from Slil and Slil’s assumption of certain IMC Holdings liabilities up to about C$9,400,000. No IMCC securities are being issued or exchanged in the transaction.
How will the IMCC transaction affect shareholders’ equity and liabilities?
Management expects an improvement of approximately C$3.0 million in shareholders’ equity. Pro forma as of June 30, 2026, total liabilities decrease from C$30.321 million to C$15.955 million, and shareholders’ deficit narrows from C$5.629 million to C$2.582 million.
When must the IMCC sale of IMC Holdings close?
The Share Purchase Agreement sets an outside date of September 30, 2026. If closing of the Transactions has not occurred by then, the agreement may be terminated, subject to its terms and any satisfied or waived conditions.
Why is the IMCC-Slil deal classified as a related party transaction?
The deal is a related party transaction under MI 61-101 because Slil is beneficially owned and controlled by Oren Shuster, IMCC’s Chief Executive Officer, director, securityholder and debtholder. This triggers specific minority protection and disclosure requirements.
What financial hardship exemptions is IMCC using for the Slil transaction?
IMCC intends to rely on MI 61-101 financial hardship exemptions from the formal valuation and minority approval requirements, citing that it is in serious financial difficulty and that the transaction is designed to improve its financial position, as determined by the Board and independent directors.
How does the transaction change IMCC’s pro forma results for the first half of 2026?
For the six months ended June 30, 2026, pro forma revenue is C$7.802 million and net loss attributable to equity holders is C$3.977 million, compared with a historical net loss attributable to equity holders of C$6.638 million before the Transactions.
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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
UNDER THE SECURITIES EXCHANGE ACT OF 1934
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2026 (Report No. 3)
Commission File Number: 001-40065
IM Cannabis Corp.
(Exact Name of Registrant as Specified in Charter)
Kibbutz Glil Yam, Central District, Israel 4690500
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
CONTENTS
Sale of European Operations and Share Purchase Agreement
On August 16, 2026, IM Cannabis Corp. (the “Company”) entered into a definitive share purchase agreement (the “Share Purchase Agreement”) with Slil.com Holding Ltd. (“Slil”) and I.M.C. Holdings Ltd. (“IMC Holdings”)
pursuant to which the Company agreed to sell to Slil all of the issued and outstanding shares of IMC Holdings, representing 100% of the equity interests of IMC Holdings on a fully diluted basis containing the Company’s European-focused assets (the
“Sale”).
Prior to and as a condition precedent to closing, IMC Holdings is required to complete a pre-closing reorganization (together with the Sale, the “Transactions”), following which the only material assets of IMC Holdings
will be its direct or indirect equity interests in Adjupharm GmbH, Xinteza API Ltd. and Shiran Societe Anonyme, and the Israeli operations (consisting of I.M.C. Pharma Ltd., Rivoli Trade & Marketing Ltd., R.A. Yarok Pharm Ltd., Rosen High Way
Ltd. and Focus Medical Herbs Ltd.) will be transferred to the Company or a designated wholly-owned subsidiary of the Company, and the repayment of outstanding intercompany indebtedness of IMC Holdings to the Company, in an approximate amount of
C$10,000,000 as capital contribution to IMC Holdings. The consideration for the Transactions is acknowledgment of a C$3,000,000 advance payment already made to the Company by Slil, plus Slil’s assumption of certain liabilities concerning IMC
Holdings and the subsidiaries remaining thereafter, pursuant to the terms of the Share Purchase Agreement, which shall not materially exceed C$9,400,000 in the aggregate (subject to adjustments agreed between the parties). No securities of the
Company are being issued or exchanged as part of the Transactions.
The Company expects the Transactions to result in an improvement of approximately C$3.0 million in its shareholders’ equity. The Transactions are expected to reduce the Company’s debt, streamline its
corporate structure, improve working capital and cash flow, and allow the Company to focus resources on its Israeli business while pursuing additional opportunities.
Under the terms of the Share Purchase Agreement, in case that the closing of the Transactions does not occur by September 30, 2026, the Share Purchase Agreement may be terminated. The Share Purchase
Agreement is subject to customary conditions, including completion of the pre-closing reorganization, receipt of a valid tax certificate from the Israel Tax Authority, and other required consents and approvals.
Upon closing, the Company will retain its core Israeli medical cannabis operations and related subsidiaries.
The foregoing description of the Share Purchase Agreement set forth above is qualified in its entirely by reference to the full text of the Share Purchase Agreement attached hereto as Exhibit 10.1 to
this Report of Foreign Private Issuer on Form 6-K.
Financial Information Regarding the Sale of European Operations
Upon the terms and subject to the satisfaction of the conditions described in the Share Purchase Agreement, at the closing of the Transaction, the Company will sell to Slil all of the issued and
outstanding shares of IMC Holdings, representing 100% of the equity interests of IMC Holdings on a fully diluted basis.
The unaudited pro forma
interim condensed statements of financial position and of comprehensive loss as of June 30, 2026, that are included as Exhibit 99.2 to this Report of Foreign Private Issuer on Form 6-K do not necessarily reflect what the Company’s financial
position or results of operations would have been as of or during the periods presented had the Transactions been completed in prior periods and do not necessarily indicate what the Company’s financial position, results of operations, cash
flows or costs and expenses will be in the future. Furthermore, these pro forma interim condensed statements of financial position and of
comprehensive loss do not give effect to the potential impact of current financial conditions, regulatory matters, operating efficiencies or other savings or expenses that may be associated with the transaction.
Press Release
On August 17, 2026, the Company issued a press release titled: “IM Cannabis Enters into Agreement to Sell IMC Holdings and European-Focused Assets”. A copy of this press release is furnished herewith as Exhibit 99.1.
Incorporation by Reference
This Report of Foreign Private Issuer on Form 6-K is incorporated by reference into the Company’s Registration Statements on Form F-3 (File Nos. 333-296637, 333-293236, 333-289571 and 333-288346) filed with the U.S. Securities and
Exchange Commission to be a part thereof from the date on which this Report of Foreign Private Issuer on Form 6-K is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
Disclaimer for Forward-Looking Statements
This Report of Foreign Private Issuer on Form 6-K contains forward-looking information or forward-looking statements under applicable Canadian and United States securities laws (collectively,
"forward-looking statements"). For example, the Company is using forward-looking statements when it discusses the pre-closing reorganization; that the Transactions are expected to result in an improvement of approximately C$3.0 million in its
shareholders’ equity, reduce the Company’s debt, streamline its corporate structure, improve working capital and cash flow, and allow the Company to focus resources on its Israeli business while pursuing additional opportunities; the closing of the
Transactions and satisfaction of customary conditions to closing, including completion of the pre-closing reorganization, receipt of a valid tax certificate from the Israel Tax Authority, and other required consents and approvals; the expected date
of closing of the Transactions; and that upon closing the Company will retain its core Israeli medical cannabis operations and related subsidiaries. Forward-looking statements are often, but not always, identified by the use of words such as "seek",
"anticipate", "believe", "plan", "estimate", "expect", "likely" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. Forward-looking statements are based
on the estimates and opinions of management on the date the statements are made. Forward-looking statements are based on assumptions that may prove to be incorrect.
The above lists of forward-looking statements and assumptions are not exhaustive. Since forward-looking statements address future events and conditions, by their very nature they involve inherent
risks and uncertainties. Actual results may differ materially from those currently anticipated or implied by such forward-looking statements due to a number of factors and risks. These include: the failure of the Company to comply with applicable
regulatory requirements in a highly regulated industry; unexpected changes in governmental policies and regulations in the jurisdictions in which the Company operates; the Company's ability to continue to meet the listing requirements of the Nasdaq
Capital Market; any unexpected failure to maintain in good standing or renew its licenses; the ability of the Company and its subsidiaries (collectively, the "Group") to deliver on their sales commitments or growth objectives; the reliance of the
Group on third-party supply agreements to provide sufficient quantities of medical cannabis to fulfil the Group's obligations; the Group's possible exposure to liability, the perceived level of risk related thereto, and the anticipated results of any
litigation or other similar disputes or legal proceedings involving the Group; the impact of increasing competition; any lack of merger and acquisition opportunities; adverse market conditions; the inherent uncertainty of production quantities,
qualities and cost estimates and the potential for unexpected costs and expenses; risks of product liability and other safety-related liability from the usage of the Group's cannabis products; supply chain constraints; reliance on key personnel; the
risk of defaulting on existing debt; risks surrounding war, conflict and civil unrest in Eastern Europe and the Middle East, including the impact of the multi-front war Israel has faced on the Company, its operations and the medical cannabis industry
in Israel; risks associated with the Company focusing on the Israel and Germany markets; the inability of the Company to achieve sustainable profitability and/or increase shareholder value; the inability of the Company to actively manage costs and/or
improve margins; the inability of the company to grow and/or maintain sales; the inability of the Company to meet its goals and/or strategic plans; the inability of the Company to reduce costs and/or maintain revenues; the Company's inability to take
advantage of the legalization of medicinal cannabis in Germany; and the inability of the Company to find new business activities to broaden its growth avenues and support long-term value creation.
Please see the other risks, uncertainties and factors set out under the heading "Risk Factors" in the Company's annual report on Form 20-F filed with the United States Securities and Exchange
Commission on March 30, 2026, which is available on the Company's issuer profile on SEDAR+ at www.sedarplus.ca and Edgar at www.sec.gov/edgar. Any forward-looking statement included in this Report of Foreign Private Issuer on Form 6-K is made as of
the date hereof and is based on the beliefs, estimates, expectations and opinions of management on the date such forward looking information is made. The Company does not undertake any obligation to update forward-looking statements except as
required by applicable securities laws. Investors should not place undue reliance on forward-looking statements. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
EXHIBIT INDEX
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Exhibit No.
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10.1
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Share Purchase Agreement, dated as of August 16, 2026.
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99.1
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Press Release dated August 17, 2026, titled “IM Cannabis
Enters into Agreement to Sell IMC holdings and European-Focused Assets”.
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99.2
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Unaudited Pro Forma Condensed Combined Financial Information
of IM Cannabis Corp. for the period ended June 30, 2026.
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SIGNATURE
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.
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IM CANNABIS CORP.
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(Registrant)
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Date: August 17, 2026
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By:
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/s/ Oren Shuster
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Name:
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Oren Shuster
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Title:
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Chief Executive Officer and Director
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Exhibit 99.1
IM Cannabis Enters into Agreement to Sell IMC Holdings and European-
Focused Assets
Transaction Expected to Result in an Improvement of Approximately C$3 Million in Shareholders’ Equity
TORONTO and GLIL YAM, Israel, August 17, 2026 /PRNewswire/ -- IM Cannabis Corp. (“IMCC” or the “Company”) (Nasdaq: IMCC) today announced that, further to its
press release dated June 18, 2026, it has entered into a definitive share purchase agreement dated August 16, 2026 (the “Share Purchase Agreement”)
with Slil.com Holding Ltd. (“Slil”) and I.M.C. Holdings Ltd. (“IMC Holdings”) pursuant to which the Company has agreed to sell to Slil all of the issued and outstanding shares of IMC Holdings (the “Transaction”).
Prior to closing, IMC Holdings will complete a pre-closing reorganization pursuant to which the Company’s Israeli operations will be transferred out of IMC Holdings and retained by the Company.
Following completion of the pre-closing reorganization, IMC Holdings is expected to hold, as its material assets, the equity interests in Adjupharm GmbH, Xinteza API Ltd. and Shiran Societe Anonyme (together, the “Target
Subsidiaries”), together with certain liabilities of IMC Holdings and/or its subsidiaries that will remain with IMC Holdings following closing of the Transaction and that are assumed or retained by Slil as part of the Transaction (the “Retained Liabilities”).
The Company expects the Transaction to improve its shareholders’ equity, reduce liabilities associated with IMC Holdings, improve working capital and streamline its corporate structure. Following
completion of the Transaction, the Company expects to focus its resources on its retained Israeli medical cannabis operations while continuing to evaluate additional opportunities. Based on management’s current pro
forma analysis, the Company expects the Transaction to result in an improvement of approximately C$3 million in shareholders’ equity.
The consideration for the Transaction consists of prior aggregate C$3,000,000 advance payments made by Slil, and an affiliate of Slil, as applicable, to the Company, receipt of which is acknowledged under the Share
Purchase Agreement, together with Slil’s assumption of the Retained Liabilities, which shall not materially exceed C$9,400,000 in the aggregate unless otherwise adjusted by mutual agreement of the parties. No securities of IMCC or IMC Holdings
are being issued or exchanged as part of the Transaction.
Closing is subject to customary conditions, including completion of the pre-closing reorganization, receipt of a valid tax certificate from the Israel Tax Authority, and other required consents and
approvals. The outside date for closing is September 30, 2026.
Upon closing, IMCC will retain its core Israeli medical cannabis operations and related subsidiaries.
In connection with the Transaction, the board of directors of the Company (the "Board") has commissioned (x) a special committee of the Board comprised
solely of independent directors (the "Special Committee") to review and evaluate the Transaction; and (y) Beta Finance T.Y.S Ltd., a leading financial consulting company in Israel and an arm's length
independent third-party, to prepare a report to assist with determining the fairness of the Transaction.
Related Party Transaction and MI 61-101
The Transaction constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions (“MI 61-101”) because Slil is beneficially owned and controlled by Oren Shuster, the Company’s Chief Executive Officer, a director, securityholder and debtholder.
In connection with the Transaction, the Company intends to rely on the financial hardship exemptions from the formal valuation requirement and minority approval requirement under sections 5.5(g)
and 5.7(1)(e) of MI 61-101, respectively. The Company is relying on these exemptions on the basis that, among other things: (i) the Company is in serious financial difficulty; (ii) the Transaction is designed to improve the financial position of
the Company; (iii) the circumstances described in section 5.5(f) of MI 61-101 are not applicable; (iv) the Board, acting in good faith, and at least two-thirds of the Company’s independent directors, acting in good faith, have determined (i) and
(ii) apply and that the terms of the Transaction are reasonable in the circumstances of the Company; and (v) there is no requirement, corporate or otherwise, to hold a meeting to obtain any approval of the holders of any class of affected
securities.
Although the Company intends to rely on the financial hardship exemption from the formal valuation requirement under MI 61-101, the Company is obtaining a valuation or financial analysis from Beta
Finance T.Y.S Ltd. to assist the Special Committee and the Board in their consideration of the Transaction. Such valuation or financial analysis is not intended to constitute a “formal valuation” within the meaning of MI 61-101. Further details
will be included in a material change report to be filed by the Company.
The Company expects to close the Transaction less than 21 days after the filing of the material change report in respect of the Transaction. The Company believes this shorter period is reasonable
and necessary in the circumstances given the Company’s financial condition, liquidity position, debt obligations and the anticipated benefits of completing the Transaction on an expedited basis.
About IMCC
IMCC (Nasdaq: IMCC) is an international company currently operating a medical cannabis platform serving patients in Israel and, through Adjupharm GmbH, Germany. Following completion of the
Transaction, the Company expects to retain its Israeli medical cannabis operations and the German operations conducted through Adjupharm GmbH are expected to be held by IMC Holdings, which will be owned by Slil.
The IMCC ecosystem operates in Israel through its subsidiaries, which import and distribute cannabis to medical patients, leveraging years of proprietary data and patient insights. The Company also
operates medical cannabis retail pharmacies and online platforms in Israel that enable the safe delivery and quality control of IMCC’s products throughout the value chain.
Disclaimer for Forward-Looking Statements
This press release contains forward-looking information or forward-looking statements under applicable Canadian and United States securities laws (collectively, “forward-looking
statements”). Forward-looking statements are often, but not always, identified by words such as “may”, “will”, “could”, “would”, “should”, “expect”, “intend”, “anticipate”, “believe”, “plan”, “estimate”, “likely”, “potential”, “proposed”
and similar expressions, or statements that events, conditions or results “may”, “will”, “could”, “would” or “should” occur or be achieved.
Forward-looking statements in this press release include, without limitation, statements regarding: the completion of the Transaction; the satisfaction of customary conditions to closing of the
Transaction; the expected timing of closing of the Transaction, including the outside date of September 30, 2026; the completion of the pre-closing reorganization; the assets and liabilities expected to remain in IMC Holdings following the
pre-closing reorganization; the transfer of the Company’s Israeli operations out of IMC Holdings and the Company’s retention of its Israeli operations following completion of the Transaction; the expected consideration for the Transaction,
including the treatment of the C$3,000,000 advance payment and the assumption of Retained Liabilities; the expected amount of Retained Liabilities; the anticipated effect of the Transaction on the Company’s debt, shareholders’ equity, working
capital, cash flow, corporate structure, financial condition, going concern position and ability to focus on its Israeli business; the receipt of a valid tax certificate from the Israel Tax Authority and any other required consents, approvals or
clearances; the intended reliance by the Company on the financial hardship exemptions under MI 61-101 from the formal valuation and minority approval requirements; the determinations of the Board and independent directors in respect of the
Company’s financial difficulty, the expected improvement in the Company’s financial position and the reasonableness of the terms of the Transaction; the availability of the MI 61-101 exemptions; the preparation, receipt, use or conclusions of any
valuation or financial analysis obtained by the Company in connection with the Transaction; the Company’s disclosure and filing obligations in respect of the Transaction including a material change report; and the Company’s future business focus
and pursuit of additional opportunities following completion of the Transaction.
Forward-looking statements are based on a number of assumptions, including, among others: that the parties will complete the pre-closing reorganization as currently contemplated; that the parties
will satisfy or waive, as applicable, the conditions to closing under the Share Purchase Agreement; that the Retained Liabilities and the consideration for the Transaction will be treated as currently contemplated; that the required tax certificate
and any required consents, approvals or clearances will be obtained on acceptable terms and within the expected timeframe; that the Transaction will be completed on the terms and within the timeframe currently anticipated; that the Company will be
able to rely on the financial hardship exemptions under MI 61-101; that the Board and independent directors have made, and continue to be able to make, the determinations required to support reliance on those exemptions; that there is no
requirement, corporate or otherwise, to hold a meeting to obtain approval of holders of any class of affected securities; that the valuation or financial analysis obtained by the Company remains appropriate for the purposes for which it was
obtained; that there has been no material change since the valuation date that would reasonably be expected to materially affect the valuation or financial analysis; and that the anticipated financial and operational benefits of the Transaction
will be realized substantially as expected.
Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to differ materially from those expressed or
implied by such forward-looking statements. These risks and uncertainties include, without limitation: the risk that the Transaction is not completed on the terms or within the timeframe currently contemplated, or at all; the risk that the
pre-closing reorganization is not completed as contemplated or gives rise to unexpected tax, regulatory, operational or other consequences; the risk that required consents, approvals, releases, tax certificates or clearances are not obtained, are
delayed or are obtained on terms that are not acceptable; the risk that the Retained Liabilities or other liabilities associated with IMC Holdings or the Target Subsidiaries differ from the amounts currently expected; the risk that the anticipated
improvement in shareholders’ equity, working capital, cash flow, debt levels or financial condition is not realized or is less than expected; the risk that the Company is unable to rely on the financial hardship exemptions under MI 61-101 or that
the facts supporting reliance on those exemptions change; the risk that the valuation or financial analysis obtained by the Company does not support the Transaction as anticipated or requires update or revision; the risk of claims, litigation or
regulatory review relating to the Transaction, the related-party nature of the Transaction, the approval process, the pre-closing reorganization, the valuation or financial analysis, or the Company’s reliance on exemptions under MI 61-101; the risk
that the Company is unable to maintain or regain compliance with the continued listing requirements of Nasdaq Stock Market LLC; the risk that the Company’s retained Israeli operations do not perform as expected; risks relating to the Company’s
liquidity position, going concern disclosure, debt obligations and ability to raise additional capital; risks relating to the medical cannabis industry in Israel, Germany and other jurisdictions in which the Company and its subsidiaries operates;
risks relating to regulatory changes, licensing, supply chain constraints, competition, product liability, reliance on key personnel, war, conflict and civil unrest in the Middle East and Eastern Europe; and the other risks, uncertainties and
factors described under the heading “Risk Factors” in the Company’s annual report for the year ended December 31, 2025, which is available on the Company’s issuer profile on SEDAR+ at www.sedarplus.ca
and EDGAR at www.sec.gov/edgar.
Forward-looking statements are made as of the date of this press release and are based on the beliefs, estimates, expectations and opinions of management on the date such statements are made. The
Company does not undertake any obligation to update any forward-looking statements, except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements. The forward-looking statements contained
in this press release are expressly qualified by this cautionary statement.
Company Contact:
Michal Efraty
Investor & Public Relations
michal@efraty.com
Investor & Public Relations
michal@efraty.com
Oren Shuster, CEO
IM Cannabis Corp.
info@imcannabis.com
IM Cannabis Corp.
info@imcannabis.com
Exhibit 99.2
UNAUDITED PRO FORMA INTERIM CONDENSED FINANCIAL INFORMATION
INTRODUCTION
On August 16, 2026, IM Cannabis Corp., a corporation existing under the Business Corporations Act (British Columbia), as vendor (“IMC”, the “Company”, or the “Vendor”), entered into a Share Purchase Agreement with Slil.com Holding Ltd., a company incorporated under the laws of the State of Israel, as purchaser
(“Slil”, or the “Purchaser”), and I.M.C. Holdings Ltd., a company incorporated under the laws of the State of Israel, as the corporation (“IMC Holdings”), pursuant to which IMC agreed to sell to Purchaser all of the issued and outstanding shares of IMC Holdings, representing 100% of the equity interests of IMC Holdings on a fully diluted basis (the “Disposition”). Prior to and as a condition precedent to closing, IMC Holdings is required to complete a pre-closing reorganization (together with the Disposition, the “Transactions”),
following which the only material assets of IMC Holdings will be its direct or indirect equity interests in Adjupharm GmbH, Xinteza API Ltd. and Shiran Societe Anonyme, and the Israeli operations (consisting of I.M.C. Pharma Ltd., Rivoli Trade
& Marketing Ltd., R.A. Yarok Pharm Ltd., Rosen High Way Ltd. and Focus Medical Herbs Ltd.) will be transferred to IMC or a designated wholly-owned subsidiary of IMC. The purchase consideration also includes C$3,000,000 advance payment made by
Purchaser, and the Purchaser’s assumption of certain retained liabilities, as further described in the Share Purchase Agreement. Slil is controlled by Mr. Oren Shuster, the largest shareholder of IMC.
The following unaudited pro forma interim condensed statement of financial position has been prepared in accordance with Article 11 of Regulation S-X, Pro Forma Financial Information, to
illustrate the effects of the Transactions on the historical consolidated financial statement of IMC. The unaudited pro forma interim condensed statement of financial position is based on the individual historical balance sheets of IMC and IMC
Holdings, prepared in accordance with International Financial Reporting Standards (“IFRS”) as of June 30, 2026, the applicable balance sheet date, and has been prepared to reflect the effect of the
Transactions as if they had occurred on that date.
The unaudited pro forma interim condensed statements of comprehensive loss for the applicable periods give effect to the Transactions as if they had been completed at the
beginning of the relevant period. The historical condensed combined financial information has been adjusted to give effect to pro forma events that are: (1) directly attributable to the Transactions; (2) factually supportable; and (3) with respect
to the statement of comprehensive loss, expected to have a continuing impact on the combined results. In the opinion of management, all adjustments necessary to present fairly the unaudited pro forma interim condensed financial information have
been made, as further described in the accompanying notes.
The unaudited pro forma interim condensed financial information is derived from and should be read in conjunction with:
| • |
IMC's historical audited financial statements for the period ended June 30, 2026; and
|
| • |
the historical financial statements of IMC Holdings for the period ended June 30, 2026.
|
The amounts in the historical financial statements and in the unaudited pro forma interim condensed statement of financial position of IMC and IMC Holdings are presented in
Canadian dollars, the Company’s reporting currency.
The allocation of the purchase consideration and presentation reflected in the unaudited pro forma interim condensed combined financial information are based on preliminary
estimates of the effects of the Transactions, including the assets transferred and liabilities retained or assumed, and remain subject to revision as additional information becomes available.
The unaudited interim pro forma condensed financial statements are presented for illustrative purposes only and are not necessarily indicative of IMC’s actual financial position or
results of operations that would have resulted had the Transactions been consummated on the dates indicated, nor are they necessarily indicative of the results of operations which may be realized in the future. Furthermore, the unaudited pro forma
interim condensed financial statements do not give effect to the potential impact of current financial conditions, regulatory matters, operating efficiencies or other savings or expenses that may be associated with the transaction.
UNAUDITED PRO FORMA INTERIM CONDENSED STATEMENT OF FINANCIAL POSITION
As of June 30, 2026
(Canadian dollars in thousands)|
|
IM Cannabis
Corp. |
IMC Holding Ltd.
|
Transaction
Accounting Adjustments |
Pro Forma
|
||||||||||||
|
Assets
|
||||||||||||||||
|
Current Assets:
|
||||||||||||||||
|
Cash and cash equivalents
|
$
|
1,617
|
$
|
(407
|
)
|
$
|
-
|
$
|
1,210
|
|||||||
|
Restricted cash deposit
|
124
|
-
|
-
|
124
|
||||||||||||
|
Trade receivables
|
6,858
|
(1,886
|
)
|
-
|
4,972
|
|||||||||||
|
Other current assets
|
4,848
|
(2,483
|
)
|
-
|
2,365
|
|||||||||||
|
Inventory
|
2,857
|
(1,192
|
)
|
-
|
1,665
|
|||||||||||
|
|
||||||||||||||||
|
Total Current Assets
|
16,304
|
(5,968
|
)
|
-
|
10,336
|
|||||||||||
|
|
||||||||||||||||
|
Non-current assets:
|
||||||||||||||||
|
Investments in affiliate
|
1,975
|
(1,975
|
)
|
-
|
-
|
|||||||||||
|
Property, plant and equipment, net
|
3,652
|
(3,236
|
)
|
-
|
416
|
|||||||||||
|
Intangible assets, net
|
458
|
-
|
-
|
458
|
||||||||||||
|
Goodwill
|
2,073
|
-
|
-
|
2,073
|
||||||||||||
|
Right-of-use assets, net
|
230
|
(140
|
)
|
-
|
90
|
|||||||||||
|
|
||||||||||||||||
|
Total Non-current Assets
|
8,388
|
(5,351
|
)
|
-
|
3,037
|
|||||||||||
|
|
||||||||||||||||
|
Total Assets
|
$
|
24,692
|
$
|
(11,319
|
)
|
-
|
$
|
13,373
|
||||||||
|
|
||||||||||||||||
|
Liabilities
|
||||||||||||||||
|
Current liabilities:
|
||||||||||||||||
|
Current maturities of operating lease liabilities
|
$
|
174
|
$
|
(96
|
)
|
$
|
-
|
$
|
78
|
|||||||
|
Trade payables
|
8,472
|
(2,195
|
)
|
-
|
6,277
|
|||||||||||
|
Other current liabilities
|
7,728
|
(4,748
|
)
|
-
|
2,980
|
|||||||||||
|
Overdraft and credit from bank institutions and others
|
11,404
|
(7,057
|
)
|
-
|
4,347
|
|||||||||||
|
Convertible debentures
|
-
|
-
|
-
|
-
|
||||||||||||
|
Convertible promissory notes
|
1,576
|
-
|
-
|
1,576
|
||||||||||||
|
Derivative warrants liabilities and prefunded warrants
|
12
|
-
|
-
|
12
|
||||||||||||
|
|
||||||||||||||||
|
Total Current liabilities
|
29,366
|
(14,096
|
)
|
-
|
15,270
|
|||||||||||
|
|
||||||||||||||||
|
Non-current liabilities:
|
||||||||||||||||
|
Operating lease liabilities
|
17
|
(12
|
)
|
-
|
5
|
|||||||||||
|
Credit from bank institutions and others
|
661
|
-
|
-
|
661
|
||||||||||||
|
Deferred tax liabilities
|
277
|
(258
|
)
|
-
|
19
|
|||||||||||
|
|
||||||||||||||||
|
Total Non-current liabilities
|
955
|
(270
|
)
|
-
|
685
|
|||||||||||
|
|
||||||||||||||||
|
Total Liabilities
|
$
|
30,321
|
$
|
(14,366
|
)
|
$
|
-
|
$
|
15,955
|
|||||||
|
|
||||||||||||||||
|
Shareholders’ Deficit:
|
||||||||||||||||
|
Share capital and premium
|
$
|
274,847
|
$
|
(46,889
|
)
|
$
|
-
|
$
|
227,958
|
|||||||
|
Capital reserve from share-based payment transactions
|
475
|
-
|
-
|
475
|
||||||||||||
|
Amount received on account of financial instrument and other
|
2,062
|
-
|
-
|
2,062
|
||||||||||||
|
Capital reserve from translation differences of foreign operations
|
(3,345
|
)
|
-
|
-
|
(3,345
|
)
|
||||||||||
|
Capital reserve from transaction with non-controlling interests
|
(2,872
|
)
|
-
|
-
|
(2,872
|
)
|
||||||||||
|
Capital reserve from transaction with controlling shareholder
|
33
|
-
|
-
|
33
|
||||||||||||
|
Accumulated deficit
|
(276,739
|
)
|
49,936
|
-
|
(226,803
|
)
|
||||||||||
|
|
(5,539
|
)
|
3,047
|
-
|
(2,492
|
)
|
||||||||||
|
Non-controlling interests
|
(90
|
)
|
-
|
-
|
(90
|
)
|
||||||||||
|
|
||||||||||||||||
|
Total Shareholders’ Deficit:
|
(5,629
|
)
|
3,047
|
-
|
(2,582
|
)
|
||||||||||
|
|
||||||||||||||||
|
Total Liabilities and Shareholders’ Deficit
|
$
|
24,692
|
$
|
(11,319
|
)
|
-
|
$
|
13,373
|
||||||||
UNAUDITED PRO FORMA INTERIM CONDENSED STATEMENT OF COMPREHENSIVE LOSS
For the six months ended June 30, 2026
(Canadian dollars in thousands)|
|
IM Cannabis
Corp. |
IMC
Holding
Ltd.
|
Transaction
Accounting Adjustments |
Pro Forma
|
||||||||||||||
|
Revenues
|
$
|
16,268
|
$
|
(8,466
|
)
|
$
|
-
|
$
|
7,802
|
|||||||||
|
|
||||||||||||||||||
|
Cost of goods sold
|
13,344
|
(7,389
|
)
|
-
|
5,955
|
|||||||||||||
|
|
||||||||||||||||||
|
Gross profit (loss)
|
2,924
|
(1,077
|
)
|
-
|
1,847
|
|||||||||||||
|
|
||||||||||||||||||
|
General and administrative expenses
|
3,764
|
(1,939
|
)
|
316
|
3(a)
|
|
2,141
|
|||||||||||
|
Sales and marketing
|
2,926
|
(551
|
)
|
-
|
2,375
|
|||||||||||||
|
|
||||||||||||||||||
|
Operating profit (loss)
|
(3,766
|
)
|
1,413
|
(316
|
)
|
(2,669
|
)
|
|||||||||||
|
|
||||||||||||||||||
|
Finance expenses, net
|
(3,174
|
)
|
1,564
|
-
|
(1,610
|
)
|
||||||||||||
|
|
||||||||||||||||||
|
Profit (loss) before income taxes
|
(6,940
|
)
|
2,977
|
(316
|
)
|
(4,279
|
)
|
|||||||||||
|
Income tax benefit
|
(88
|
)
|
-
|
-
|
(88
|
)
|
||||||||||||
|
|
||||||||||||||||||
|
Net loss
|
(6,852
|
)
|
2,977
|
(316
|
)
|
(4,191
|
)
|
|||||||||||
|
Attributable to:
|
||||||||||||||||||
|
Equity holders of the Company
|
(6,638
|
)
|
2,977
|
(316
|
)
|
(3,977
|
)
|
|||||||||||
|
Non-controlling interests
|
(214
|
)
|
-
|
-
|
(214
|
)
|
||||||||||||
|
|
||||||||||||||||||
|
|
(6,852
|
)
|
2,977
|
(316
|
)
|
(4,191
|
)
|
|||||||||||
|
|
||||||||||||||||||
|
Weighted average number of shares (basic and diluted)
|
7,753,651
|
7,753,651
|
||||||||||||||||
|
|
||||||||||||||||||
|
Basic and diluted loss per share attributable to equity holders of the Company
|
$
|
(0.85
|
)
|
$
|
(0.51
|
)
|
||||||||||||
UNAUDITED PRO FORMA INTERIM CONDENSED STATEMENT OF COMPREHENSIVE LOSS
For the year ended December 31, 2025
(Canadian dollars in thousands)
(Canadian dollars in thousands)
|
|
IM Cannabis
Corp. |
IMC Holding Ltd.
|
Transaction
Accounting Adjustments |
Pro Forma
|
||||||||||||||
|
Revenues
|
$
|
54,731
|
$
|
(36,132
|
)
|
$
|
-
|
$
|
18,599
|
|||||||||
|
|
||||||||||||||||||
|
Cost of goods sold
|
45,045
|
(30,756
|
)
|
-
|
14,289
|
|||||||||||||
|
|
||||||||||||||||||
|
Gross profit (loss)
|
9,686
|
(5,376
|
)
|
-
|
4,310
|
|||||||||||||
|
|
||||||||||||||||||
|
General and administrative expenses
|
9,516
|
(4,889
|
)
|
2,737
|
3(b)
|
|
7,364
|
|||||||||||
|
Sales and marketing
|
5,356
|
(1,139
|
)
|
-
|
4,217
|
|||||||||||||
|
Other expenses
|
6,387
|
(997
|
)
|
-
|
5,390
|
|||||||||||||
|
Share-based compensation
|
14
|
-
|
-
|
14
|
||||||||||||||
|
|
||||||||||||||||||
|
Operating profit (loss)
|
(11,587
|
)
|
1,649
|
(2,737
|
)
|
(12,675
|
)
|
|||||||||||
|
|
||||||||||||||||||
|
Finance expenses, net
|
(71
|
)
|
(2,759
|
)
|
-
|
(2,830
|
)
|
|||||||||||
|
|
||||||||||||||||||
|
Profit (loss) before income taxes
|
(11,658
|
)
|
(1,110
|
)
|
(2,737
|
)
|
(15,505
|
)
|
||||||||||
|
Income tax benefit (expense)
|
(92
|
)
|
-
|
-
|
(92
|
)
|
||||||||||||
|
|
||||||||||||||||||
|
Net loss
|
(11,750
|
)
|
(1,110
|
)
|
(2,737
|
)
|
(15,597
|
)
|
||||||||||
|
Attributable to:
|
||||||||||||||||||
|
Equity holders of the Company
|
(11,319
|
)
|
(1,110
|
)
|
(2,737
|
)
|
(15,166
|
)
|
||||||||||
|
Non-controlling interests
|
(431
|
)
|
-
|
-
|
(431
|
)
|
||||||||||||
|
|
||||||||||||||||||
|
(11,750
|
)
|
(1,110
|
)
|
(2,737
|
)
|
(15,597
|
)
|
|||||||||||
|
|
||||||||||||||||||
|
Weighted average number of shares (basic and diluted)
|
4,241,321
|
4,241,321
|
||||||||||||||||
|
|
||||||||||||||||||
|
Basic and diluted loss per share attributable to equity holders of the Company
|
$
|
(2.67
|
)
|
$
|
(3.58
|
)
|
||||||||||||
NOTES TO UNAUDITED PRO FORMA INTERIM CONDENSED FINANCIAL STATEMENT
NOTE 1- BASIS OF PRESENTATION
The accompanying unaudited pro forma interim condensed financial statements have been prepared in accordance with Article 11 of Regulation S-X to illustrate the effects of the
Transactions, and are not necessarily indicative of the financial position or results of operations that would have occurred had the transactions described above had been completed on the dates assumed, nor is it indicative of future results of
operations of the Company.
The unaudited pro forma interim condensed statement of financial position as of June 30, 2026, gives effect to the Transactions as if they had occurred on June 30, 2026. The unaudited pro forma
interim condensed statements of comprehensive loss for the six months ended June 30, 2026, gives effect to the Transactions as if they had occurred on January 1, 2026.
The allocation of the consideration reflected in the unaudited pro forma interim condensed financial information is considered preliminary subject to change as additional
information becomes available, including the final valuation and reconciliation of the assets purchased, including tangible and intangible assets, liabilities assumed. Differences between these preliminary estimates and the final purchase
accounting may occur, and these differences could be material.
The unaudited pro forma interim condensed statement of financial position as of June 30, 2026, has been prepared using, and should be read in conjunction with, the following:
|
|
●
|
The Company’s unaudited consolidated statement of financial position as of June 30, 2026, and the related notes, included as Exhibit 99.2 to the Company’s Report of Foreign Private
Issuer on Form 6-K furnished with the U.S. Securities and Exchange Commission on August 13, 2026.
|
The unaudited pro forma interim condensed statement of comprehensive loss for the six months ended June 30, 2026, have been prepared using, and should be read in conjunction with, the following:
|
|
●
|
The Company’s unaudited interim consolidated statement of comprehensive loss for the six months ended June 30, 2026, and the related notes, included as Exhibit 99.2 to the Company’s Report
of Foreign Private Issuer on Form 6-K furnished with the U.S. Securities and Exchange Commission on August 13, 2026.
|
Information has been prepared based on these preliminary estimates, and the final amounts recorded may differ materially from the information presented. The unaudited pro forma
interim condensed financial information does not give effect to any anticipated synergies, operating efficiencies, tax savings, or cost savings that may be associated with the Transactions.
Management has made significant estimates and assumptions in its determination of the pro forma adjustments. The pro forma adjustments reflecting the consummation of the
Transactions are based on certain currently available information and certain assumptions and methodologies that the Company believes are reasonable under the circumstances. The unaudited condensed pro forma adjustments, which are described in the
accompanying notes, may be revised as additional information becomes available and is evaluated. Therefore, it is likely that the actual adjustments will differ from the pro forma adjustments and it is possible the difference may be material. The
Company believes that these assumptions and methodologies provide a reasonable basis for presenting all of the significant effects of the Transactions based on information available to management at the time and that the pro forma adjustments give
appropriate effect to those assumptions and are properly applied in the unaudited pro forma interim condensed financial information.
The unaudited pro forma interim condensed financial information does not necessarily reflect what the Company’s financial condition or results of operations would have been had
the Transactions occurred on the dates indicated. The unaudited pro forma interim condensed financial information also may not be useful in predicting the future financial condition and results of operations of the Company. The actual financial
position and results of operations may differ significantly from the pro forma amounts reflected herein due to a variety of factors.
NOTE 2 – TRANSACTIONS CONSIDERATION
On August 16, 2026, IMC entered into a Share Purchase Agreement with Slil and IMC Holdings, pursuant to which IMC agreed to sell to Slil all of the issued and outstanding shares of IMC,
representing 100% of the equity interests of IMC Holdings on a fully diluted basis. Prior to and as a condition precedent to closing, IMC Holdings is required to complete the Reorganization, following which the only material assets of IMC
Holdings will be its direct or indirect equity interests in Adjupharm GmbH, Xinteza API Ltd. and Shiran Societe Anonyme, and the Israeli operations will be transferred to IMC or a designated wholly-owned subsidiary of IMC.
The purchase consideration under the Share Purchase Agreement also includes C$3,000,000 advance payment made by Purchaser and, as reflected in the Share Purchase Agreement, and the Purchaser's
assumption of certain retained liabilities; all, in an aggregate amount of approximately C$12,400,000, in each case as further described in the accompanying notes and the transaction documents.
NOTE 3 – PRO FORMA ADJUSTEMENTS
The following describes the pro forma adjustments related to the Transactions, that have been made in the accompanying unaudited pro forma interim condensed statements of comprehensive loss for the
six months ended June 30, 2026, giving effect to the Transactions as if they had been consummated at the beginning of the period presented, and in the accompanying unaudited pro forma interim condensed financial position as of June 30, 2026,
giving effect of the Transactions as if they had occurred on June 30, 2026, all of which are based on preliminary estimates that could change significantly as additional information is obtained:
|
|
(a)
|
Represents expenses in the amount of C$316 thousand previously provided by IMC Holding to the Company that were previously eliminated in the consolidated financial statements under the previously consolidated
financials.
|
|
(b)
|
Represents expenses in the amount of C$2,737 thousand previously provided by IMC Holding to the Company that were previously eliminated in the consolidated financial statements under the
previously consolidated financials.
|
All pro forma adjustments are directly attributable to the Transactions. With respect to pro forma adjustments
related to the pro forma income statement, only adjustments that are expected to have a continuing effect on our financial statements are reflected. For instance, the pro
forma financial information does not reflect any integration expenses that may be incurred in connection with the Transactions.
Only adjustments that are factually supportable and that can be estimated reliably are taken into account. For instance, the pro forma financial information
does not reflect any cost savings potentially realizable from the elimination of some expenses or from cost savings. The unaudited pro forma consolidated financial information does not reflect any special
items such as impairments pursuant to contractual change-of-control provisions or integration costs that may be incurred as a result of the Transactions.
NOTE 4 - BASIC AND DILUTED PROFIT PER SHARE
Net loss per share calculated using the historical weighted average shares outstanding after taking into account the issuance of any additional IMC common shares in connection
with the reorganization, assuming such shares were outstanding since January 1, 2026. As the transactions are being reflected as if they had occurred at the beginning of the periods presented, the calculation of weighted average shares outstanding
for basic and diluted net loss per share assumes that the shares issuable relating to the transactions have been outstanding for the entire periods presented.
For the six months ended June 30, 2026
(C$ in thousands)|
|
IM Cannabis Corp.
|
IMC Holding Ltd.
|
Transaction
Accounting Adjustments |
Pro Forma
|
||||||||||||
|
Pro forma net loss (in thousands)
|
6,852
|
(2,977
|
)
|
316
|
4,191
|
|||||||||||
|
Weighted average outstanding shares (basic and diluted)
|
7,753,651
|
7,753,651
|
||||||||||||||
|
Basic and diluted loss per ordinary share attributable to equity holders of IMC
|
$
|
0.85
|
$
|
0.51
|
||||||||||||