. The Board of Directors, co-CEOs <span class="xn-person">Bruce Linton</span> and <span class="xn-person">Mark Zekulin</span>, along with the whole Canopy family, thank Tim for his dedication and leadership. Having championed the financial health of the Company through an aggressive phase of M&A growth, multiple financing rounds, and historic listings on the TSX and NYSE, both firsts for cannabis companies, Tim's mark on Canopy Growth is permanent and sincerely appreciated." data-reactid="85">Canopy Growth's EVP & Chief Financial Officer Tim Saunders has informed the Company and its Board of Directors of his decision to retire as CFO in mid to late calendar 2019. Tim will continue to serve as CFO until his successor has transitioned into the role. The search for Tim's replacement is already in process, with candidates identified, and the Company expects to announce his successor in the next few months. Following the transition, Tim will continue to serve the executive team and Board of Directors of Canopy Growth as a strategic advisor in areas of mergers and acquisitions, corporate financing, and business transformation. The Board of Directors, co-CEOs Bruce Linton and Mark Zekulin, along with the whole Canopy family, thank Tim for his dedication and leadership. Having championed the financial health of the Company through an aggressive phase of M&A growth, multiple financing rounds, and historic listings on the TSX and NYSE, both firsts for cannabis companies, Tim's mark on Canopy Growth is permanent and sincerely appreciated.
The unaudited Consolidated Financial Statements and Management's Discussion and Analysis documents for the three and six months ended December 31, 2018 will be filed on SEDAR after financial markets close today, February 14, 2018, and will be available at www.sedar.com. The basis of financial reporting in the Unaudited Condensed Interim Consolidated Financial Statements and Management's Discussion and Analysis documents is in thousands of Canadian dollars, unless otherwise indicated.
Note 1: The Gross margin before the fair value effects of the IFRS accounting for biological assets and inventory is a key operational metric that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. The definition of this term can be found in the Management's Discussion & Analysis under GROSS MARGIN, a copy of which will be filed on SEDAR after financial markets close today.
Note 2: The Adjusted EBITDA is a non-GAAP financial measure that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. The Adjusted EBITDA is reconciled and explained in the Management's Discussion & Analysis under "Adjusted EBITDA (Non-GAAP Measure)", a copy of which will filed on SEDAR after financial markets close today.
Webcast and Conference Call Information
The Company will host a conference call and audio webcast with Bruce Linton, Chairman & Co-CEO and Tim Saunders, CFO at 8:30 AM Eastern Time on February 15, 2019.
Webcast Information
A live audio webcast will be available at:
https://event.on24.com/wcc/r/1913031/9F3A6AC5FFF944BE38A01DF2D130074D
Calling Information
Toll Free Dial-In Number: 1-888-231-8191
International Dial-In Number: (647) 427-7450
Conference ID: 4179499
Replay Information
A replay of the call will be accessible by telephone until
11:59 PM ET on May 14, 2019.
Toll Free Dial-in Number: 1-855-859-2056
Replay Password: 4179499
About Canopy Growth
Corporation
Canopy Growth is a world-leading diversified
cannabis and hemp company, offering distinct brands and curated
cannabis varieties in dried, oil and Softgel capsule forms. Canopy
Growth offers medically approved vaporizers through the Company's
subsidiary, Storz & Bickel GMbH & Co. KG. From product and
process innovation to market execution, Canopy Growth is driven by
a passion for leadership and a commitment to building a world-class
cannabis company one product, site and country at a time. The
Company has operations in over a dozen countries across five
continents.
The Company is proudly dedicated to educating healthcare practitioners, conducting robust clinical research, and furthering the public's understanding of cannabis, and through its wholly owned subsidiary, Canopy Health Innovations ("Canopy Health"), has devoted millions of dollars toward cutting edge, commercializable research and IP development. Canopy Growth works with the Beckley Foundation and has launched Beckley Canopy Therapeutics to research and develop clinically validated cannabis-based medicines, with a strong focus on intellectual property protection. Canopy Growth acquired assets of leading hemp research company, ebbu, Inc. ("ebbu"). Intellectual Property ("IP") and R&D advancements achieved by ebbu's team apply directly to Canopy Growth's hemp and THC-rich cannabis genetic breeding program and its cannabis-infused beverage capabilities. Through partly owned subsidiary Canopy Rivers Corporation, the Company is providing resources and investment to new market entrants and building a portfolio of stable investments in the sector.
From our historic public listing on the Toronto Stock Exchange and New York Stock Exchange to our continued international expansion, pride in advancing shareholder value through leadership is engrained in all we do at Canopy Growth. Canopy Growth has established partnerships with leading sector names including cannabis icon Snoop Dogg, breeding legends DNA Genetics and Green House seeds, Battelle, the world's largest nonprofit research and development organization, and Fortune 500 alcohol leader Constellation Brands, to name but a few. Canopy Growth operates ten licensed cannabis production sites with over 4.3 million square feet of production capacity, including over 500,000 square feet of GMP certified production space. The Company operates Tweed retail stores in Newfoundland and Manitoba and has entered into supply agreements with every Canadian province and territory. For more information visit www.canopygrowth.com
Notice Regarding Forward Looking
Statements
This news release contains forward-looking
information. Often, but not always, forward-looking information can
be identified by the use of words such as "plans", "expects" or
"does not expect", "is expected", "estimates", "intends",
"anticipates" or "does not anticipate", or "believes", or
variations of such words and phrases or state that certain actions,
events or results "may", "could", "would", "might" or "will" be
taken, occur or be achieved. Forward-looking information involves
known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of Canopy
Growth or its subsidiaries to be materially different from any
future results, performance or achievements expressed or implied by
the forward-looking information contained in this news release.
Examples of such statements include statements with respect to the
future market share achieved in recreational markets, product
development, clinical trial work, and planned acquisition
activities related to BC Tweed, and Canopy Health
Innovations. Risks, uncertainties and other factors involved
with forward-looking information could cause actual events,
results, performance, prospects and opportunities to differ
materially from those expressed or implied by such forward-looking
information, including risks associated with entering a new market
dynamic in Canada or internationally, and such risks
contained in the Company's annual information form dated June
28, 2017 and filed with Canadian securities regulators
available on the Company's issuer profile on SEDAR
at www.sedar.com. Although the Company
believes that the assumptions and factors used in preparing the
forward-looking information in this news release are reasonable,
undue reliance should not be placed on such information and no
assurance can be given that such events will occur in the disclosed
time frames or at all. The forward-looking information included in
this news release are made as of the date of this news release and
the Company does not undertake an obligation to publicly update
such forward-looking information to reflect new information,
subsequent events or otherwise unless required by applicable
securities legislation.
CANOPY GROWTH CORPORATION |
|||||
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION |
|||||
UNAUDITED |
December 31, |
March 31, |
|||
(Expressed in CDN $000's) |
2018 |
2018 |
|||
Assets |
|||||
Current assets |
|||||
Cash and cash equivalents |
$ |
4,115,870 |
$ |
322,560 |
|
Marketable securities |
799,418 |
- |
|||
Amounts receivable |
95,476 |
21,425 |
|||
Biological assets |
31,013 |
16,348 |
|||
Inventory |
184,961 |
101,607 |
|||
Prepaid expenses and other assets |
50,439 |
19,837 |
|||
5,277,177 |
481,777 |
||||
Property, plant and equipment |
960,158 |
303,682 |
|||
Other long-term assets |
32,919 |
8,340 |
|||
Investments in associates and joint ventures |
103,773 |
63,106 |
|||
Other financial assets |
281,928 |
163,463 |
|||
Intangible assets |
168,536 |
101,526 |
|||
Goodwill |
1,815,624 |
314,923 |
|||
$ |
8,640,115 |
$ |
1,436,817 |
||
Liabilities |
|||||
Current liabilities |
|||||
Accounts payable and accrued liabilities |
$ |
215,612 |
$ |
89,571 |
|
Deferred revenue |
263 |
900 |
|||
Current portion of long-term debt |
18,447 |
1,557 |
|||
Other current liabilities |
61,357 |
- |
|||
295,679 |
92,028 |
||||
Long-term debt |
773,049 |
6,865 |
|||
Deferred tax liability |
25,703 |
33,536 |
|||
Other long-term liabilities |
122,006 |
61,150 |
|||
1,216,437 |
193,579 |
||||
Commitments and contingencies |
|||||
Shareholders' equity |
|||||
Share capital |
5,947,715 |
1,076,838 |
|||
Other reserves |
1,645,441 |
127,418 |
|||
Accumulated other comprehensive income |
76,584 |
46,166 |
|||
Deficit |
(441,480) |
(91,649) |
|||
Equity attributable to Canopy Growth Corporation |
7,228,260 |
1,158,773 |
|||
Non-controlling interests |
195,418 |
84,465 |
|||
Total equity |
7,423,678 |
1,243,238 |
|||
$ |
8,640,115 |
$ |
1,436,817 |
CANOPY GROWTH CORPORATION |
|||||||||||
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS |
|||||||||||
FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2018 AND 2017 |
|||||||||||
UNAUDITED |
Three months ended |
Nine months ended |
|||||||||
December 31, |
December 31, |
December 31, |
December 31 |
||||||||
(Expressed in CDN $000's except share amounts) |
2018 |
2017 |
2018 |
2017 |
|||||||
(As Restated - |
(As Restated - |
||||||||||
see note 3) |
see note 3) |
||||||||||
Revenue |
$ |
97,703 |
$ |
21,700 |
$ |
146,946 |
$ |
55,142 |
|||
Excise taxes |
14,655 |
- |
14,655 |
- |
|||||||
Net revenue |
83,048 |
21,700 |
132,291 |
55,142 |
|||||||
Inventory production costs expensed to cost of sales |
64,758 |
9,811 |
96,349 |
25,073 |
|||||||
Gross margin before the undernoted |
18,290 |
11,889 |
35,942 |
30,069 |
|||||||
Fair value changes in biological assets included in inventory sold and other charges |
28,105 |
24,204 |
105,989 |
47,836 |
|||||||
Unrealized gain on changes in fair value of biological assets |
(22,267) |
(28,845) |
(90,500) |
(79,221) |
|||||||
Gross margin |
12,452 |
16,530 |
20,453 |
61,454 |
|||||||
Sales and marketing |
44,895 |
9,409 |
101,208 |
23,452 |
|||||||
Research and development |
5,264 |
287 |
7,964 |
914 |
|||||||
General and administration |
46,088 |
11,050 |
102,777 |
26,936 |
|||||||
Acquisition-related costs |
4,520 |
790 |
9,606 |
2,491 |
|||||||
Share-based compensation expense |
40,062 |
8,965 |
108,159 |
17,708 |
|||||||
Share-based compensation expense related to acquisition milestones |
23,849 |
8,914 |
81,674 |
11,228 |
|||||||
Depreciation and amortization |
5,015 |
3,147 |
11,640 |
9,974 |
|||||||
Operating expenses |
169,693 |
42,562 |
423,028 |
92,703 |
|||||||
Loss from operations |
(157,241) |
(26,032) |
(402,575) |
(31,249) |
|||||||
Share of loss on equity investments |
(2,089) |
- |
(9,021) |
(170) |
|||||||
Other income |
235,231 |
44,641 |
63,466 |
41,281 |
|||||||
Other income |
233,142 |
44,641 |
54,445 |
41,111 |
|||||||
Income (loss) before income taxes |
75,901 |
18,609 |
(348,130) |
9,862 |
|||||||
Income tax (expense) recovery |
(1,041) |
(7,595) |
1,398 |
(9,635) |
|||||||
Net income (loss) |
$ |
74,860 |
$ |
11,014 |
$ |
(346,732) |
$ |
227 |
|||
Net income (loss) attributable to: |
|||||||||||
Canopy Growth Corporation |
$ |
67,582 |
$ |
1,583 |
$ |
(349,831) |
$ |
(8,809) |
|||
Non-controlling interests |
7,278 |
9,431 |
3,099 |
9,036 |
|||||||
$ |
74,860 |
$ |
11,014 |
$ |
(346,732) |
$ |
227 |
||||
Earnings (loss) per share, basic |
|||||||||||
Net income (loss) per share, basic: |
$ |
0.22 |
$ |
0.01 |
$ |
(1.45) |
$ |
(0.05) |
|||
Weighted average number of outstanding common shares, basic: |
303,281,549 |
182,029,481 |
241,806,351 |
171,075,324 |
|||||||
Earnings (loss) per share, diluted |
|||||||||||
Net income (loss) per share, diluted: |
$ |
(0.38) |
$ |
0.01 |
$ |
(1.45) |
$ |
(0.05) |
|||
Weighted average number of outstanding common shares, diluted: |
315,974,639 |
194,739,044 |
242,044,821 |
171,075,324 |
CANOPY GROWTH CORPORATION |
|||||||||||
CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS |
|||||||||||
FOR THE THREE AND NINE MONTHS ENDED DECEMBER 31, 2018 AND 2017 |
|||||||||||
Three Months Ended |
Nine Months Ended |
||||||||||
UNAUDITED |
December 31, |
December 31, |
December 31, |
December 31, |
|||||||
(Expressed in CDN $000's) |
2018 |
2017 |
2018 |
2017 |
|||||||
(Restated) |
(Restated) |
||||||||||
Net inflow (outflow) of cash related to the following activities: |
|||||||||||
Operating |
|||||||||||
Net loss |
$ |
74,860 |
$ |
11,014 |
$ |
(346,732) |
$ |
227 |
|||
Adjustments for: |
|||||||||||
Depreciation of property, plant and equipment |
5,257 |
2,324 |
15,703 |
6,360 |
|||||||
Amortization of intangible assets |
2,633 |
2,863 |
7,869 |
9,175 |
|||||||
Share of loss on equity investments |
2,089 |
- |
9,021 |
170 |
|||||||
Fair value changes in biological assets included in inventory sold and other charges |
28,105 |
24,204 |
105,989 |
47,836 |
|||||||
Unrealized gain on changes in fair value of biological assets |
(22,267) |
(28,845) |
(90,500) |
(79,221) |
|||||||
Share-based compensation |
64,090 |
19,015 |
194,686 |
30,249 |
|||||||
Loss on disposal of property, plant and equipment and intangible assets |
(397) |
385 |
1,443 |
553 |
|||||||
Other assets |
1,902 |
(5,286) |
(16,908) |
(1,932) |
|||||||
Other income and expense |
(215,188) |
(40,972) |
(45,919) |
(40,972) |
|||||||
Income tax (recovery) expense |
1,041 |
7,595 |
(1,398) |
9,635 |
|||||||
Non-cash interest and FX impact on assets |
1,804 |
- |
1,394 |
- |
|||||||
Changes in non-cash operating working capital items |
(40,692) |
(14,020) |
(129,547) |
(26,675) |
|||||||
Net cash used in operating activities |
(96,763) |
(21,723) |
(294,899) |
(44,595) |
|||||||
Investing |
|||||||||||
Purchases and deposits of property, plant and equipment and assets in process |
(202,057) |
(60,581) |
(495,236) |
(86,107) |
|||||||
Purchases of intangible assets and intangibles in process |
(33,800) |
(751) |
(40,140) |
(1,033) |
|||||||
Proceeds on disposals of property and equipment |
- |
- |
- |
75 |
|||||||
Purchases of marketable securities |
(799,418) |
- |
(802,247) |
(118) |
|||||||
Proceeds on assets classified as held for sale |
- |
- |
- |
7,000 |
|||||||
Investments in associates |
15,238 |
(12,887) |
(27,201) |
(18,824) |
|||||||
Investments in other financial assets |
(44,376) |
(19,020) |
(74,071) |
(27,732) |
|||||||
Net cash outflow on acquisition of BC Tweed NCI |
- |
- |
(1,000) |
- |
|||||||
Net cash outflow on acquisition of Spectrum Chile NCI |
3 |
- |
(996) |
- |
|||||||
Net cash inflow (outflow) on acquisition of subsidiaries |
(344,899) |
(3,241) |
(344,472) |
(3,600) |
|||||||
Net cash used in investing activities |
(1,409,309) |
(96,480) |
(1,785,363) |
(130,339) |
|||||||
Financing |
|||||||||||
Payment of share issue costs |
(11,798) |
(1,166) |
(18,617) |
(1,345) |
|||||||
Proceeds from issuance of common shares and warrants |
5,072,500 |
244,990 |
5,072,500 |
269,990 |
|||||||
Proceeds from issuance of shares by Canopy Rivers |
- |
- |
91,218 |
35,113 |
|||||||
Proceeds from exercise of stock options |
15,104 |
4,109 |
28,730 |
7,544 |
|||||||
Proceeds from exercise of warrants |
18,551 |
154 |
18,684 |
681 |
|||||||
Issuance of long-term debt |
- |
- |
600,000 |
- |
|||||||
Payment of long-term debt issue costs |
- |
- |
(16,380) |
- |
|||||||
Repayment of finance lease obligations |
(2,624) |
- |
(2,728) |
- |
|||||||
Repayment of long-term debt |
(2,856) |
(387) |
(3,499) |
(1,141) |
|||||||
Net cash provided by financing activities |
5,088,877 |
247,700 |
5,769,908 |
310,842 |
|||||||
Effect of exchange rate changes on cash and cash equivalents |
103,664 |
- |
103,664 |
- |
|||||||
Net cash inflow |
3,686,469 |
129,497 |
3,793,310 |
135,908 |
|||||||
Cash and cash equivalents, beginning of period |
429,401 |
115,494 |
322,560 |
101,800 |
|||||||
Cash and cash equivalents, end of period |
$ |
4,115,870 |
$ |
244,991 |
$ |
4,115,870 |
$ |
237,708 |
CANOPY GROWTH CORPORATION |
|||||||||||
Adjusted EBITDA1Non-GAAP Measure |
Three Months Ended |
Nine Months Ended |
|||||||||
(In CDN$000's) |
December 31, |
December 31, |
December 31, |
December 31, |
|||||||
(Restated) |
(Restated) |
||||||||||
Adjusted EBITDA1Reconciliation |
|||||||||||
Loss from operations - as reported |
$ |
(157,241) |
$ |
(26,032) |
$ |
(316,427) |
$ |
(31,249) |
|||
IFRS fair value accounting related to biological assets and inventory |
|||||||||||
Fair value changes in biological assets included in inventory sold and other charges |
28,105 |
24,204 |
105,989 |
47,836 |
|||||||
Unrealized gain on changes in fair value of biological assets |
(22,267) |
(28,845) |
(90,500) |
(79,221) |
|||||||
5,838 |
(4,641) |
15,489 |
(31,385) |
||||||||
Share-based compensation expense (per statement of cash flows)2 |
64,090 |
19,015 |
194,686 |
30,249 |
|||||||
Excess space provision included in general and administration expenses |
(178) |
- |
4,068 |
- |
|||||||
Acquisition Costs |
4,520 |
790 |
9,606 |
2,491 |
|||||||
Depreciation and amortization (per statement of cash flows) |
7,890 |
5,187 |
23,572 |
15,535 |
|||||||
76,322 |
24,992 |
231,932 |
48,275 |
||||||||
Adjusted EBITDA |
$ |
(75,081) |
$ |
(5,681) |
$ |
(69,006) |
$ |
(14,359) |
1 - Adjusted EBITDA is Earnings Before Interest, Tax, and Depreciation, stock compensation, fair value changes and other non-cash items, and as adjusted for acquisition related items. |
||||||||
2 - Includes $23,849 and $8,914 for the three months ended December 31, 2018 and 2017, respectively, in share-based compensation expense related to acquisition milestones |
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