Every 8-K that TERRASCENT CORP (TSNDF) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow TSNDF and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TSNDF filings page.
TerrAscend Corp. (TSNDF) reports that shareholders approved a special resolution authorizing a share consolidation of its common, exchangeable, and preferred shares at a ratio to be set by the board between 1-for-5 and 1-for-20 any time before August 24, 2027; fractional shares will be cancelled with no consideration. At the August 24, 2026 special meeting, 144,172,305 of 309,175,647 common shares were represented, and the consolidation resolution passed with 143,095,552 for, 935,318 against, and 141,435 abstentions.
The board also authorized renewal and replenishment of a normal course issuer bid to repurchase up to the lesser of 10,000,000 common shares or USD$10,000,000 from August 24, 2026 to August 23, 2027, representing 3.23% of the 309,175,647 shares outstanding as of August 13, 2026. Repurchases, subject to a daily cap of 58,784 shares, may be made on the TSX, OTCQX or alternative systems, and all purchased shares will be cancelled. Under the prior NCIB starting August 22, 2025, TerrAscend repurchased 653,500 shares for approximately $417,371.17 (CAD$579,165) at a volume-weighted average price of $0.64 (CAD$0.89) per share.
TerrAscend Corp. reported Q2 2026 net revenue from continuing operations of $67.1 million, up from $65.5 million in Q1 2026 and $65.0 million in Q2 2025. Gross profit margin improved to 54.0%. Adjusted EBITDA from continuing operations was $17.7 million, a 26.3% margin and 11% year-over-year growth, while GAAP net loss from continuing operations widened to $10.1 million.
The company generated $7.4 million of net cash from continuing operations and $5.7 million of free cash flow, its sixteenth consecutive quarter of positive operating cash flow and twelfth of positive free cash flow. Cash and cash equivalents were $42.0 million at June 30, 2026. TerrAscend completed an oversubscribed $21.8 million convertible debenture financing, used $11.1 million to retire higher-interest debentures, extended most convertible maturities to 2031, and repaid $10.0 million of term loan principal. The board also appointed President and CEO Ziad Ghanem as a director.
TerrAscend Corp. has filed a preliminary proxy statement for an August 24, 2026 special shareholders’ meeting to vote on a share consolidation of its common, exchangeable and preferred shares. The board may set a ratio between one-for-five and one-for-twenty, with timing at its discretion within 12 months of approval.
The company states the consolidation is intended to help meet minimum share price requirements for a potential listing on a major U.S. stock exchange. TerrAscend also redefined its reportable segments to New Jersey, Maryland, Pennsylvania and All other segments, and has recast prior-period segment data without changing previously reported consolidated financial statements.
TerrAscend Corp. completed a private placement of secured convertible debentures, raising aggregate gross proceeds of US$21.7 million. The company used about US$11.1 million to retire senior unsecured convertible debentures maturing in 2026, with the balance earmarked for mergers and acquisitions and debt repayment or refinancing.
The new debentures mature on September 30, 2031, bear interest at 8.00% in cash with an option for higher-rate paid-in-kind interest, and are convertible at US$0.87 per share. Full conversion of the principal issued at the initial closing would result in about 24.9 million new common shares. TerrAscend also amended its US$219.0 million FG Loan to permit up to US$25.0 million of these debentures and made a US$10.0 million prepayment on the FG Loan.
TerrAscend Corp. reported results from its June 9, 2026 annual shareholder meeting held virtually. Shareholders elected five directors, including Craig Collard and Jason Wild, with roughly 146.7 million votes cast for each and significant broker non-votes reflecting non‑voting street‑held shares.
Investors also ratified MNP LLP as auditor for the year ending December 31, 2026 and renewed the company’s stock option and share unit plans by approving all unallocated awards under each plan, as required by Toronto Stock Exchange rules. As of April 13, 2026, TerrAscend had 309,561,287 common shares outstanding, with 195,790,029 represented at the meeting.
TerrAscend Corp. reported first quarter 2026 net revenue of $65.5 million, up slightly from $64.3 million a year earlier, with a gross profit margin of 52.8%. The company posted a GAAP net loss from continuing operations of $6.8 million, similar to the prior-year loss.
Profitability on a cash and adjusted basis was stronger: Adjusted EBITDA from continuing operations was $17.4 million, a 26.5% margin, while free cash flow was $7.8 million, marking the 11th consecutive quarter of positive free cash flow and 15th of positive operating cash flow. TerrAscend ended the quarter with $39.1 million in cash and cash equivalents and continued to gain retail share in key states such as New Jersey, Maryland, and Pennsylvania. Management highlighted the U.S. Department of Justice’s rescheduling of certain medical cannabis to Schedule III, which they believe removes the 280E tax burden on medical cannabis and could, over time, support better profitability, balance sheet strength, and potential access to major U.S. exchanges.
TerrAscend Corp. reported preliminary, unaudited first-quarter 2026 results from continuing operations, excluding Michigan, which is treated as discontinued. The Company expects net revenue of $65.5 million, slightly above the first quarter of 2025 but modestly below the fourth quarter of 2025. Gross profit margin is anticipated at 52.8%, essentially in line with recent periods. General and administrative expenses were flat quarter-over-quarter, and TerrAscend generated positive cash flow from operations for the 15th consecutive quarter, highlighting ongoing cash generation.
Management cited year-over-year revenue growth from continuing operations and profitability metrics exceeding internal targets. TerrAscend also referenced recent U.S. federal rescheduling of certain medical cannabis to Schedule III and an upcoming hearing on broader rescheduling, noting that federal law and enforcement remain a significant risk. The Company plans to discuss detailed first-quarter 2026 results on an earnings conference call on May 7, 2026 at 8:00 a.m. Eastern Time.
TerrAscend Corp. appointed Eric Jackson as Chief Financial Officer, effective April 27, 2026. Jackson has more than two decades of finance and operational leadership experience, including senior roles at American Signature and L Brands supporting large, multi-location retail businesses.
Under his employment agreement, Jackson will receive a $450,000 annual base salary, a target annual bonus equal to 60% of salary (with the 2026 bonus guaranteed on a pro rata basis), and annual restricted stock units valued at up to 75% of salary. He will also receive options to purchase 300,000 common shares, vesting in four equal annual installments and carrying a ten-year term.
If his employment is terminated without cause or he resigns for good reason, Jackson is entitled to 12 months of salary as severance, a cash amount equal to 12 months of the company’s share of his medical coverage, specified bonus payments, and pro rata vesting of unvested options and RSUs. In a qualifying termination within 24 months after a change of control, cash severance and medical stipends increase to two times these amounts and all unvested equity vests. Post-employment, he is subject to non-solicitation and non-competition covenants for 12 months.
TerrAscend Corp. reported Q4 2025 net revenue of $66.1 million and full-year 2025 revenue of $260.6 million, slightly below 2024’s $268.1 million. Gross profit margin from continuing operations improved to 52.3% for 2025, up from 50.7%.
GAAP net loss from continuing operations was $24.5 million in 2025 versus $20.9 million in 2024, while Adjusted EBITDA from continuing operations was $67.8 million, compared with $70.2 million a year earlier. Adjusted EBITDA margin held broadly steady at 26.0%.
The company generated $33.9 million of net cash from continuing operations and $25.3 million of Free Cash Flow in 2025, marking its fourteenth consecutive quarter of positive operating cash flow. Cash and cash equivalents were $37.4 million at year-end.
TerrAscend refinanced $79 million of debt on a non-dilutive basis and added an uncommitted term loan facility of up to $35 million for strategic M&A. It advanced its strategic exit from Michigan, expanded in Ohio via the Ratio Cannabis acquisition, and renewed a share repurchase program of up to $10 million.
TerrAscend Corp. disclosed that it has closed an option agreement to acquire a 35% equity interest in Union Chill Cannabis Company LLC, a single dispensary operator in Hunterdon County, New Jersey. As part of this Union Chill transaction, TerrAscend issued convertible promissory notes with an aggregate principal amount of $9,000,000 to the Union Chill sellers and agreed to pay an additional $4,000,000 in cash upon exercise of the option, for total consideration of $13,000,000.
The notes carry 6.5% annual interest, payable quarterly, and mature on December 26, 2029. Before maturity, each note may be converted in full into TerrAscend common shares at a conversion price of $1.89 per share, based on the outstanding principal plus accrued interest at the time of conversion. TerrAscend can prepay principal in minimum $50,000 increments with 30 days’ notice, while noteholders retain the right to convert during the notice period. The securities were issued as unregistered securities under Section 4(a)(2) of the Securities Act.
TerrAscend Corp. furnished an 8-K to announce it issued a press release covering financial results and business highlights for the third quarter ended September 30, 2025. The press release is attached as Exhibit 99.1 and incorporated by reference. The company states the information under Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” under the Exchange Act. TerrAscend’s common shares trade on the OTCQX Best Market under the symbol TSNDF.