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SNDL Inc.

Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited – expressed in thousands of Canadian dollars)

 

 

 

 


SNDL Inc.

Condensed Consolidated Interim Statements of Financial Position

(Unaudited - expressed in thousands of Canadian dollars)

 

As at

Note

March 31, 2026

 

December 31, 2025

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

 

213,404

 

 

252,243

 

Restricted cash

 

 

20,124

 

 

20,081

 

Marketable securities

 

 

139

 

 

84

 

Accounts receivable

 

 

29,059

 

 

27,643

 

Biological assets

6

 

2,969

 

 

3,120

 

Inventory

7

 

134,982

 

 

126,877

 

Prepaid expenses and deposits

 

 

15,158

 

 

15,566

 

Investments

12

 

362

 

 

484

 

Assets held for sale

 

 

746

 

 

746

 

Net investment in subleases

10

 

2,877

 

 

2,775

 

 

 

419,820

 

 

449,619

 

Non-current assets

 

 

 

 

 

Long-term deposits and receivables

 

 

2,508

 

 

4,526

 

Right of use assets

8

 

136,852

 

 

138,353

 

Property, plant and equipment

9

 

149,398

 

 

151,900

 

Net investment in subleases

10

 

11,244

 

 

11,643

 

Intangible assets

11

 

57,824

 

 

58,520

 

Investments

12

 

14,322

 

 

11,574

 

Equity-accounted investees

13

 

395,411

 

 

385,534

 

Goodwill

 

 

127,260

 

 

124,248

 

Total assets

 

 

1,314,639

 

 

1,335,917

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

51,799

 

 

56,747

 

Lease liabilities

14

 

34,990

 

 

35,462

 

 

 

86,789

 

 

92,209

 

Non-current liabilities

 

 

 

 

 

Lease liabilities

14

 

133,381

 

 

134,471

 

Other liabilities

 

 

6,925

 

 

8,041

 

Total liabilities

 

 

227,095

 

 

234,721

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Share capital

15(b)

 

2,274,393

 

 

2,310,398

 

Warrants

 

 

306

 

 

306

 

Contributed surplus

 

 

53,089

 

 

54,038

 

Accumulated deficit

 

 

(1,282,860

)

 

(1,302,441

)

Accumulated other comprehensive income ("AOCI")

 

 

42,616

 

 

38,895

 

Total shareholders’ equity

 

 

1,087,544

 

 

1,101,196

 

Total liabilities and shareholders’ equity

 

 

1,314,639

 

 

1,335,917

 

Commitments and contingencies (note 23)

See accompanying notes to the condensed consolidated interim financial statements.

1


SNDL Inc.

Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

(Unaudited - expressed in thousands of Canadian dollars, except per share amounts)

 

 

 

 

 

Three months ended
March 31

 

 

 

Note

 

2026

 

 

2025

 

Net revenue

 

17

 

 

195,906

 

 

 

204,914

 

Cost of sales

 

7

 

 

143,094

 

 

 

148,273

 

Gross profit

 

 

 

 

52,812

 

 

 

56,641

 

 

 

 

 

 

 

 

 

 

Investment income

 

18

 

 

1,537

 

 

 

2,856

 

Share of profit (loss) of equity-accounted investees

 

13

 

 

501

 

 

 

(4,457

)

 

 

 

 

 

 

 

 

 

General and administrative

 

 

 

 

46,607

 

 

 

46,359

 

Sales and marketing

 

 

 

 

4,009

 

 

 

3,767

 

Depreciation and amortization

 

8,9,11

 

 

12,855

 

 

 

13,228

 

Share-based compensation

 

16

 

 

616

 

 

 

1,388

 

Restructuring costs

 

 

 

 

172

 

 

 

326

 

Asset (reversal) impairment, net

 

8,9

 

 

(178

)

 

 

1,984

 

Other income

 

 

 

 

(81

)

 

 

 

Research and development

 

 

 

 

4

 

 

 

100

 

Gain on disposition of assets

 

 

 

 

(40

)

 

 

(59

)

Operating loss

 

 

 

 

(9,114

)

 

 

(12,053

)

 

 

 

 

 

 

 

 

 

Other expenses, net

 

19

 

 

(2,294

)

 

 

(2,654

)

Loss before income tax

 

 

 

 

(11,408

)

 

 

(14,707

)

Income tax recovery

 

 

 

 

1,497

 

 

 

 

Net loss

 

 

 

 

(9,911

)

 

 

(14,707

)

 

 

 

 

 

 

 

 

 

Equity-accounted investees - share of other comprehensive income (loss)

 

13

 

 

5,013

 

 

 

(348

)

Investments at fair value through other comprehensive income ("FVOCI") - change in fair value

 

12

 

 

(1,292

)

 

 

(5,230

)

Comprehensive loss

 

 

 

 

(6,190

)

 

 

(20,285

)

 

 

 

 

 

 

 

 

 

Net loss per common share attributable to owners of the Company

 

 

 

 

 

 

 

 

Basic and diluted

 

21

 

$

(0.04

)

 

$

(0.06

)

See accompanying notes to the condensed consolidated interim financial statements.

2


SNDL Inc.

Condensed Consolidated Interim Statements of Changes in Shareholders’ Equity

(Unaudited - expressed in thousands of Canadian dollars)

 

 

 

 

 

 

 

 

 

 

 

Accumulated other
comprehensive income

 

 

 

 

Note

Share capital

 

Warrants

 

Contributed surplus

 

Accumulated deficit

 

Equity-accounted investees

 

Investments at FVOCI

 

Total

 

Balance at December 31, 2025

 

 

2,310,398

 

 

306

 

 

54,038

 

 

(1,302,441

)

 

31,673

 

 

7,222

 

 

1,101,196

 

Net loss

 

 

 

 

 

 

 

 

(9,911

)

 

 

 

 

 

(9,911

)

Other comprehensive income (loss)

 

 

 

 

 

 

 

 

 

 

5,013

 

 

(1,292

)

 

3,721

 

Share repurchases

15(b)

 

(38,760

)

 

 

 

 

 

29,492

 

 

 

 

 

 

(9,268

)

Share-based compensation

16

 

 

 

 

 

1,806

 

 

 

 

 

 

 

 

1,806

 

Employee awards exercised

 

 

2,755

 

 

 

 

(2,755

)

 

 

 

 

 

 

 

 

Balance at March 31, 2026

 

 

2,274,393

 

 

306

 

 

53,089

 

 

(1,282,860

)

 

36,686

 

 

5,930

 

 

1,087,544

 

 

Balance at December 31, 2024

 

 

2,346,728

 

 

667

 

 

57,156

 

 

(1,323,965

)

 

50,906

 

 

1,864

 

 

1,133,356

 

Net loss

 

 

 

 

 

 

 

 

(14,707

)

 

 

 

 

 

(14,707

)

Other comprehensive loss

 

 

 

 

 

 

 

 

 

 

(348

)

 

(5,230

)

 

(5,578

)

Share repurchases

 

 

(51,714

)

 

 

 

 

 

36,383

 

 

 

 

 

 

(15,331

)

Share-based compensation

16

 

 

 

 

 

2,459

 

 

 

 

 

 

 

 

2,459

 

Employee awards exercised

 

 

93

 

 

 

 

(93

)

 

 

 

 

 

 

 

 

Balance at March 31, 2025

 

 

2,295,107

 

 

667

 

 

59,522

 

 

(1,302,289

)

 

50,558

 

 

(3,366

)

 

1,100,199

 

See accompanying notes to the condensed consolidated interim financial statements.

3


SNDL Inc.

Condensed Consolidated Interim Statements of Cash Flows

(Unaudited - expressed in thousands of Canadian dollars)

 

 

 

 

 

Three months ended
March 31

 

 

 

Note

 

2026

 

 

2025

 

Cash provided by (used in):

 

 

 

 

 

 

 

 

Operating activities

 

 

 

 

 

 

 

 

Net loss for the period

 

 

 

 

(9,911

)

 

 

(14,707

)

Adjustments for:

 

 

 

 

 

 

 

 

Income tax recovery

 

 

 

 

(1,497

)

 

 

 

Interest and fee income

 

18

 

 

(1,482

)

 

 

(2,856

)

Change in fair value of biological assets

 

6

 

 

(46

)

 

 

(1,447

)

Change in fair value of inventory sold

 

 

 

 

230

 

 

 

336

 

Share-based compensation

 

16

 

 

616

 

 

 

1,388

 

Depreciation and amortization

 

8,9,11

 

 

14,116

 

 

 

14,187

 

Gain on disposition of assets

 

 

 

 

(40

)

 

 

(59

)

Inventory impairment and obsolescence

 

7

 

 

1,446

 

 

 

591

 

Finance costs, net

 

19

 

 

2,062

 

 

 

1,690

 

Change in estimate of fair value of derivative warrants

 

 

 

 

 

 

 

(12

)

Unrealized foreign exchange (gain) loss

 

 

 

 

(299

)

 

 

13

 

Asset (reversal) impairment, net

 

8,9

 

 

(178

)

 

 

1,984

 

Share of (profit) loss of equity-accounted investees

 

13

 

 

(501

)

 

 

4,457

 

Unrealized gain on marketable securities

 

18

 

 

(206

)

 

 

 

Additions to marketable securities

 

 

 

 

151

 

 

 

 

Interest received

 

 

 

 

1,361

 

 

 

2,936

 

Exercise of cash-settled deferred share units

 

16(d)

 

 

(474

)

 

 

 

Change in non-cash working capital

 

3,20

 

 

(1,867

)

 

 

(713

)

Net cash provided by operating activities

 

 

 

 

3,481

 

 

 

7,788

 

Investing activities

 

 

 

 

 

 

 

 

Additions to property, plant and equipment

 

9

 

 

(2,638

)

 

 

(1,588

)

Additions to investments

 

12

 

 

(4,032

)

 

 

(8,997

)

Principal payments from investments

 

12

 

 

116

 

 

 

26,907

 

Capital (contributions) distributions from equity-accounted investees

 

13

 

 

(2,866

)

 

 

719

 

Proceeds from disposal of property, plant and equipment

 

 

 

 

43

 

 

 

113

 

Acquisitions

 

4

 

 

(2,900

)

 

 

 

Change in non-cash working capital

 

20

 

 

911

 

 

 

18

 

Net cash (used in) provided by investing activities

 

 

 

 

(11,366

)

 

 

17,172

 

Financing activities

 

 

 

 

 

 

 

 

Payments on lease liabilities, net

 

10,14

 

 

(10,056

)

 

 

(7,512

)

Repurchase of common shares

 

15(b)

 

 

(9,575

)

 

 

(15,031

)

Change in non-cash working capital

 

20

 

 

819

 

 

 

91

 

Net cash used in financing activities

 

 

 

 

(18,812

)

 

 

(22,452

)

Change in cash and cash equivalents

 

 

 

 

(26,697

)

 

 

2,508

 

Adjustment on initial application of amendments to IFRS 9 on January 1, 2026

 

 

 

 

(12,142

)

 

 

 

Cash and cash equivalents, beginning of period

 

 

 

 

252,243

 

 

 

218,359

 

Cash and cash equivalents, end of period

 

 

 

 

213,404

 

 

 

220,867

 

See accompanying notes to the condensed consolidated interim financial statements.

4


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

1.
Description of business

SNDL Inc. (“SNDL” or the “Company”) was incorporated under the Business Corporations Act (Alberta) on August 19, 2006.

The Company’s head office is located at 101, 17220 Stony Plain Road NW, Edmonton, Alberta, Canada, T5S 1K6.

The principal activities of the Company are the retailing of wines, beers and spirits, the operation and support of corporate-owned, controlled and franchised retail cannabis stores in certain Canadian jurisdictions where the private sale of adult-use cannabis is permitted, the manufacturing of cannabis products providing proprietary cannabis processing services, the production, distribution and sale of cannabis in Canada and for export pursuant to the Cannabis Act (Canada) (the “Cannabis Act”), and the deployment of capital to investment opportunities. The Cannabis Act regulates the production, distribution, and possession of cannabis for both medical and adult-use access in Canada.

SNDL and its subsidiaries operate solely in Canada. Through its joint venture, SunStream Bancorp Inc. (“SunStream”) (note 13), the Company provides growth capital that pursues indirect investment and financial services opportunities in the cannabis sector, as well as other investment opportunities. The Company also makes strategic portfolio investments in debt and equity securities.

The Company’s liquor retail operations are seasonal in nature. Accordingly, sales will vary by quarter based on consumer spending behaviour. The Company is able to adjust certain variable costs in response to seasonal revenue patterns; however, costs such as occupancy are fixed, causing the Company to report a higher level of earnings in the third and fourth quarters. This business seasonality results in quarterly performance that is not necessarily indicative of the year’s performance. The cannabis industry is a growing industry and the Company has not observed significant seasonality as of yet.

The Company’s common shares trade on the Nasdaq Capital Market under the ticker symbol “SNDL” and on the Canadian Securities Exchange under the symbol “SNDL”.

U.S. TARIFFS

In early 2025, the U.S. administration imposed certain tariffs on imports from certain countries, including Canada, and in response, the Canadian administration imposed their own tariffs on certain imports from the United States. Canada and the United States continue ongoing negotiations on a new trade and security relationship, though the scope and terms of such negotiations and the agreements they may produce, if any, are unknown. These tariff announcements and the risk of further potential retaliatory tariffs have created uncertainty, which has permeated the economic and investment outlook, impacting current economic conditions, including such issues as the inflation rate and the global supply chain. Aside from the impact on the global economy, these tariffs may continue to impact SNDL.

SNDL is continuing to monitor the evolving situation and the impacts and potential consequences on its financial position. The Company did not experience a significant impact to its financial performance during the three months ended March 31, 2026.

2.
Basis of presentation

Statement of compliance

These condensed consolidated interim financial statements (“financial statements”) have been prepared in accordance with International Accounting Standard 34 – Interim Financial Reporting as issued by the International Accounting Standards Board and interpretations of the International Financial Reporting Interpretations Committee. These financial statements were prepared using the same accounting policies and methods as those disclosed in the

5


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

annual consolidated financial statements for the year ended December 31, 2025. These financial statements should be read in conjunction with the annual consolidated financial statements for the Company for the year ended December 31, 2025.

Certain prior period amounts have been reclassified to conform to current year presentation. Specifically, changes to investments have been separated into additions to investments and principal payments from investments and change in fair value of biological assets has been separated into change in fair value of biological assets and change in fair value of inventory sold, both on the condensed consolidated interim statement of cash flows.

These financial statements were approved and authorized for issue by the board of directors of the Company (the “Board”) on April 28, 2026.

3.
NEW ACCOUNTING STANDARDS

Classification and Measurement of Financial Instruments — Amendments to IFRS 9 and IFRS 7

On January 1, 2026, the Company adopted the amendments to IFRS 9 and IFRS 7 using the prospective application. The amendments include the following:

Clarification on the date of recognition and derecognition of some financial assets and liabilities, with a new exception for some financial liabilities settled through an electronic payment system.
Clarification and further guidance for assessing whether a financial asset meets the solely payments of principal and interest criterion.
New disclosure requirements for certain instruments without contractual terms that can change cash flows.
Updates to the disclosure required for equity instruments designated at FVOCI.

Impact on adoption

At March 31, 2026, there was a $5.7 million net reduction in cash and cash equivalents with an equivalent increase in accounts receivable, which is reflected in the statement of financial position and statement of cash flows. The Company estimated the impact to be approximately $12.1 million net reduction in cash and cash equivalents with an equivalent increase in accounts receivable, had the amendments been in effect for the annual period ending December 31, 2025.

4.
Business acquisitions

On April 9, 2025, the Company announced that it had entered into an arrangement agreement (the “1CM Agreement”) with 1CM Inc. (“1CM”) pursuant to which it would acquire 32 cannabis retail stores (the “1CM Transaction”) operating under the Cost Cannabis and T Cannabis banners in Ontario, Alberta and Saskatchewan (the “1CM Stores”).

Under the terms of the 1CM Agreement, the Company would acquire, with the option to assign, the 1CM Stores for total consideration of $32.2 million cash, subject to certain adjustments at the closing of the 1CM Transaction. The 1CM Stores are comprised of 2 stores in Alberta, 3 stores in Saskatchewan and 27 stores located in Ontario.

The 1CM Transaction is to be completed by way of an arrangement under the Business Corporations Act (Ontario). On June 16, 2025, 1CM announced the approval of the 1CM Transaction by 1CM shareholders. On June 18, 2025, 1CM announced that the Ontario Superior Court of Justice (Commercial List) approved the plan of arrangement involving SNDL.

On December 15, 2025, the Company announced that it had entered into an amended and restated arrangement agreement (the “1CM A&R Agreement”). Under the 1CM A&R Agreement, the parties have agreed to, among other things, complete the 1CM Transaction in two stages to align with the status of required provincial regulatory approvals. The aggregate purchase price for the 1CM Transaction has not been amended.

6


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

On January 7, 2026, the first closing (“First Closing”) was completed and involved the purchase of 5 cannabis retail stores located in Alberta and Saskatchewan. The purchase price for the First Closing was $5.0 million cash, subject to certain adjustments at the time of the First Closing. Pursuant to the 1CM A&R Agreement, the Company had previously paid a $2.0 million non-refundable cash deposit towards the purchase price in respect of the First Closing.

The second closing (“Second Closing”) will involve the purchase of the remaining 27 cannabis retail stores, each of which are located in Ontario. The purchase price for the Second Closing will be $27.2 million cash, subject to certain adjustments at the time of the Second Closing. In addition, the outside date for completion of the 1CM Transaction has been extended from December 31, 2025 to May 31, 2026. The previously paid $1.0 million cash deposit from April 2025 will be applied towards the purchase price in respect of the Second Closing, which is still pending regulatory approval.

The purchase price allocation is not final as the Company continues to obtain and verify information required to determine the fair value of certain assets and liabilities and the amount of deferred income taxes, if any, arising on their recognition.

Due to the inherent complexity associated with valuations and the timing of the acquisition, the amounts below are provisional and subject to adjustment. The fair value of consideration paid was as follows:

 

Provisional

 

Adjustments

 

Provisional

 

Cash

 

5,000

 

 

 

 

5,000

 

The preliminary fair value of the assets and liabilities acquired was as follows:

 

Provisional

 

Adjustments

 

Provisional

 

Inventory

 

385

 

 

22

 

 

407

 

Prepaid expenses and deposits

 

10

 

 

 

 

10

 

Right of use assets

 

554

 

 

1,150

 

 

1,704

 

Property, plant and equipment

 

1,172

 

 

 

 

1,172

 

Lease liabilities

 

(435

)

 

(870

)

 

(1,305

)

Total identifiable net assets acquired

 

1,686

 

 

302

 

 

1,988

 

Goodwill

 

3,314

 

 

(302

)

 

3,012

 

 

 

5,000

 

 

 

 

5,000

 

Goodwill reflects benefits arising from the acquisition that are not individually identifiable or separately recognizable, including expected operational synergies and future growth opportunities.

As new information is obtained within one year of the date of acquisition, about facts and circumstances that existed at the date of acquisition, the accounting for the acquisition will be revised.

The consolidated financial statements incorporate the operations of the 5 cannabis retail stores located in Alberta and Saskatchewan commencing January 8, 2026. During the period January 8, 2026 to March 31, 2026 the Company recorded revenues of $0.9 million and a net loss of $0.2 million from the 5 cannabis retail stores. Had the First Closing closed on January 1, 2026, management estimates that for the period January 1, 2026, to January 7, 2026, revenue would have increased by $79 thousand and net loss would have increased by $17 thousand. In determining these amounts, management assumes the fair values on the date of acquisition would have been the same as if the acquisition had occurred on January 1, 2026.

The Company incurred costs related to the First Closing of $0.1 million which have been included in transaction costs.

5.
Segment information

The Company’s reportable segments are organized by business line and are comprised of four reportable segments: liquor retail, cannabis retail, cannabis operations, and investments.

7


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

Liquor retail includes the sale of wines, beers and spirits through wholly owned liquor stores. Cannabis retail includes the private sale of adult-use cannabis products and accessories through corporate-owned, controlled and franchised retail cannabis stores. Cannabis operations include the cultivation, distribution and sale of cannabis for the adult-use and medical markets domestically and for export, and providing proprietary cannabis processing services, in addition to product development, manufacturing, and commercialization of cannabis consumer packaged goods. Investments include the deployment of capital to investment opportunities. Certain overhead expenses not directly attributable to any operating segment are reported as “Corporate”.

 

Cannabis
Retail

 

Cannabis
Operations

 

Intersegment
Eliminations

 

Cannabis
Total

 

Liquor
Retail

 

Investments

 

Corporate

 

Total

 

As at March 31, 2026

 

Total assets

 

206,508

 

 

211,380

 

 

 

 

417,888

 

 

319,076

 

 

410,095

 

 

167,580

 

 

1,314,639

 

Three months ended March 31, 2026

 

Net revenue (1)

 

77,345

 

 

29,432

 

 

(14,954

)

 

91,823

 

 

104,083

 

 

 

 

 

 

195,906

 

Gross profit

 

20,352

 

 

5,802

 

 

 

 

26,154

 

 

26,658

 

 

 

 

 

 

52,812

 

Operating income (loss)

 

1,116

 

 

(6,942

)

 

 

 

(5,826

)

 

(3,160

)

 

2,038

 

 

(2,166

)

 

(9,114

)

Earnings (loss) before income tax

 

554

 

 

(7,109

)

 

 

 

(6,555

)

 

(4,572

)

 

2,038

 

 

(2,319

)

 

(11,408

)

(1)
The Company has eliminated $15.0 million for the three months ended March 31, 2026 of cannabis operations revenue and equal cost of sales associated with sales to provincial boards that are expected to be subsequently repurchased by the Company’s licensed retail subsidiaries for resale, at which point the full retail sales revenue will be recognized.

 

Cannabis
Retail

 

Cannabis
Operations

 

Intersegment
Eliminations

 

Cannabis
Total

 

Liquor
Retail

 

Investments

 

Corporate

 

Total

 

As at December 31, 2025

 

Total assets

 

219,462

 

 

211,625

 

 

 

 

431,087

 

 

324,447

 

 

397,537

 

 

182,846

 

 

1,335,917

 

Three months ended March 31, 2025

 

Net revenue (1)

 

77,540

 

 

34,319

 

 

(16,417

)

 

95,442

 

 

109,472

 

 

 

 

 

 

204,914

 

Gross profit

 

19,627

 

 

9,211

 

 

 

 

28,838

 

 

27,803

 

 

 

 

 

 

56,641

 

Operating income (loss) (2)

 

1,327

 

 

(6,171

)

 

 

 

(4,844

)

 

(2,417

)

 

(1,601

)

 

(3,191

)

 

(12,053

)

Earnings (loss) before income tax (2)

 

774

 

 

(6,318

)

 

 

 

(5,544

)

 

(3,462

)

 

(1,601

)

 

(4,100

)

 

(14,707

)

(1)
The Company has eliminated $16.4 million for the three months ended March 31, 2025 of cannabis operations revenue and equal cost of sales associated with sales to provincial boards that are expected to be subsequently repurchased by the Company’s licensed retail subsidiaries for resale, at which point the full retail sales revenue will be recognized.
(2)
Recast - refer to description below

In 2026, the Company began allocating applicable direct and indirect overhead costs from the corporate segment to each individual operating segment all categorized within general and administrative expenses. The Company has recast the comparative period to illustrate the impact of these allocations had they been done during the prior period.

The following table presents the effect of the adjustments made to operating income (loss) and earnings (loss) before income tax for the periods indicated.

8


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

 

Cannabis
Retail

 

Cannabis
Operations

 

Intersegment
Eliminations

 

Cannabis
Total

 

Liquor
Retail

 

Investments

 

Corporate

 

Total

 

Three months ended March 31, 2025

 

Operating income (loss) as previously reported

 

5,162

 

 

(486

)

 

 

 

4,676

 

 

1,980

 

 

(1,601

)

 

(17,108

)

 

(12,053

)

Adjustment to general and administrative expenses

 

(3,835

)

 

(5,685

)

 

 

 

(9,520

)

 

(4,397

)

 

 

 

13,917

 

 

 

Operating income (loss) as recast

 

1,327

 

 

(6,171

)

 

 

 

(4,844

)

 

(2,417

)

 

(1,601

)

 

(3,191

)

 

(12,053

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) before income tax as previously reported

 

4,609

 

 

(633

)

 

 

 

3,976

 

 

935

 

 

(1,601

)

 

(18,017

)

 

(14,707

)

Adjustment to general and administrative expenses

 

(3,835

)

 

(5,685

)

 

 

 

(9,520

)

 

(4,397

)

 

 

 

13,917

 

 

 

Earnings (loss) before income tax as recast

 

774

 

 

(6,318

)

 

 

 

(5,544

)

 

(3,462

)

 

(1,601

)

 

(4,100

)

 

(14,707

)

Geographical disclosure

As at March 31, 2026, the Company had non-current assets related to credit investments in the United States of $395.4 million (December 31, 2025 – $385.5 million). For the three months ended March 31, 2026, share of profit of equity-accounted investees related to operations in the United States was a profit of $0.5 million (three months ended March 31, 2025 – loss of $4.5 million). All other non-current assets relate to operations in Canada and revenues from external customers relate to operations in Canada.

6.
biological assets

The Company’s biological assets consist of cannabis plants in various stages of vegetation, including plants which have not been harvested. The change in carrying value of biological assets is as follows:

As at

March 31, 2026

 

December 31, 2025

 

Balance, beginning of year

 

3,120

 

 

1,187

 

Increase in biological assets due to capitalized costs

 

4,713

 

 

16,082

 

Net change in fair value of biological assets

 

46

 

 

2,322

 

Transferred to inventory upon harvest

 

(4,910

)

 

(16,471

)

Balance, end of period

 

2,969

 

 

3,120

 

Biological assets are valued in accordance with International Accounting Standard 41 – Agriculture and are presented at their fair value less costs to sell up to the point of harvest. This is determined using a model which estimates the expected harvest yield in grams for plants currently being cultivated, and then adjusts that amount for the expected selling price less costs to produce and sell per gram.

The fair value measurements for biological assets have been categorized as Level 3 fair values based on the inputs to the valuation technique used. The Company’s method of accounting for biological assets attributes value accretion on a straight-line basis throughout the life of the biological asset from initial cloning to the point of harvest.

The Company estimates the harvest yields for cannabis at various stages of growth. As at March 31, 2026, it is estimated that the Company’s biological assets will yield approximately 11,785 kilograms (December 31, 2025 – 12,189

9


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

kilograms) of dry cannabis when harvested. During the three months ended March 31, 2026, the Company harvested 8,941 kilograms of dry cannabis (three months ended March 31, 2025 – 6,736 kilograms).

7.
Inventory

As at

March 31, 2026

 

December 31, 2025

 

Retail liquor

 

77,216

 

 

75,145

 

Retail cannabis

 

15,772

 

 

16,348

 

Harvested cannabis

 

 

 

 

Work-in-progress

 

2,902

 

 

2,203

 

Finished goods

 

5,434

 

 

4,342

 

Manufactured cannabis

 

 

 

 

Dried cannabis & biomass

 

5,397

 

 

2,270

 

Work in progress

 

13,871

 

 

12,577

 

Finished goods

 

5,566

 

 

5,600

 

Packaging supplies and consumables

 

8,824

 

 

8,392

 

 

 

134,982

 

 

126,877

 

During the three months ended March 31, 2026, inventories of $141.5 million were recognized in cost of sales as an expense (three months ended March 31, 2025 – $148.8 million).

During the three months ended March 31, 2026, the Company recognized inventory write downs of $1.4 million (three months ended March 31, 2025 – $0.6 million).

8.
Right of use assets

Cost

 

 

 

Balance at December 31, 2025

 

 

270,591

 

Acquisition (note 4)

 

 

1,704

 

Additions

 

 

3,858

 

Renewals, remeasurements and dispositions

 

 

778

 

Balance at March 31, 2026

 

 

276,931

 

 

 

 

 

Accumulated depreciation and impairment

 

 

 

Balance at December 31, 2025

 

 

132,238

 

Depreciation

 

 

8,141

 

Impairment reversal

 

 

(300

)

Balance at March 31, 2026

 

 

140,079

 

 

 

 

 

Net book value

 

 

 

Balance at December 31, 2025

 

 

138,353

 

Balance at March 31, 2026

 

 

136,852

 

For the three months ended March 31, 2026, renewals, remeasurements and dispositions of $0.8 million mainly related to lease renewals for which the Company reassessed likely terms.

For the three months ended March 31, 2026, the Company recorded the following net impairment losses (reversals) on right of use assets:

10


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

 

Reporting Segment

 

 

 

Three months ended

Liquor retail

 

Cannabis retail

 

Total

 

March 31, 2026

 

 

 

(300

)

 

(300

)

Refer to note 9 for the significant assumptions applied in the impairment test.

For the three months ended March 31, 2025, the Company recorded the following net impairment losses (reversals) on right of use assets:

 

Reporting Segment

 

 

 

Three months ended

Liquor retail

 

Cannabis retail

 

Total

 

March 31, 2025

 

 

 

(468

)

 

(468

)

 

9.
Property, plant and equipment

 

Land

 

Production facilities

 

Leasehold improvements

 

Equipment

 

Construction
in progress

 

Total

 

Cost

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2025

 

9,454

 

 

69,519

 

 

84,580

 

 

111,672

 

 

5,153

 

 

280,378

 

Acquisition (note 4)

 

 

 

 

 

1,172

 

 

 

 

 

 

1,172

 

Additions

 

 

 

29

 

 

64

 

 

1,313

 

 

321

 

 

1,727

 

Transfers from CIP

 

 

 

 

 

785

 

 

26

 

 

(811

)

 

 

Dispositions

 

 

 

 

 

 

 

 

 

 

 

 

Balance at March 31, 2026

 

9,454

 

 

69,548

 

 

86,601

 

 

113,011

 

 

4,663

 

 

283,277

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation and impairment

 

Balance at December 31, 2025

 

689

 

 

11,567

 

 

45,907

 

 

70,315

 

 

 

 

128,478

 

Depreciation

 

750

 

 

120

 

 

2,188

 

 

2,221

 

 

 

 

5,279

 

Impairment (recovery)

 

 

 

475

 

 

(277

)

 

(76

)

 

 

 

122

 

Dispositions

 

 

 

 

 

 

 

 

 

 

 

 

Balance at March 31, 2026

 

1,439

 

 

12,162

 

 

47,818

 

 

72,460

 

 

 

 

133,879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2025

 

8,765

 

 

57,952

 

 

38,673

 

 

41,357

 

 

5,153

 

 

151,900

 

Balance at March 31, 2026

 

8,015

 

 

57,386

 

 

38,783

 

 

40,551

 

 

4,663

 

 

149,398

 

During the three months ended March 31, 2026, depreciation expense of $1.3 million was capitalized to biological assets and inventory (three months ended March 31, 2025 – $1.0 million).

During the three months ended March 31, 2026, the Company determined that indicators of impairment existed relating to the Stellarton facility due to slow moving market conditions. The estimated recoverable amount of the facility was determined to be its fair value less costs of disposal and an impairment of $0.5 million was recorded to write down the facility to its recoverable amount of $1.9 million. The fair value measurement is categorized within Level 3 of the fair value hierarchy. The impairment was recognized in the Company’s cannabis operations reporting segment.

During the three months ended March 31, 2026, the Company determined that indicators of impairment reversal existed relating to one cannabis retail store and three liquor retail stores showing improved store level operating results. For impairment testing of retail property, plant and equipment and right of use assets, the Company determined that a cash generating unit (“CGU”) was defined as each individual retail store. The Company completed impairment tests for each CGU determined to have an indicator of potential impairment or impairment reversal using a discounted cash flow model. The recoverable amounts for each CGU were based on the higher of its estimated value

11


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

in use and fair value less costs of disposal using Level 3 inputs. The significant assumptions applied in the impairment test are described below:

Cash flows: Projected future sales and earnings for cash flows are based on actual operating results and operating forecasts. Management determined forecasted growth rates of sales based on past performance, expectations of future performance for each location and industry averages. Expenditures were based upon a combination of historical percentages of revenue, sales growth rates, forecasted inflation rates and contractual lease payments. The duration of the cash flow projections for individual CGUs is 5 years or based on the remaining lease term of the CGU.
Discount rate: A pre-tax discount rate range of 11.0% – 13.5% was estimated and is based on market assessments of the time value of money and CGU specific risks to determine the weighted average cost of capital for the given CGU.

For the three months ended March 31, 2026, the Company recorded the following net impairment losses (reversals) on retail property, plant and equipment:

 

Reporting Segment

 

 

 

Three months ended

Liquor retail

 

Cannabis retail

 

Total

 

March 31, 2026

 

(171

)

 

(182

)

 

(353

)

The Company also recorded impairment losses and impairment reversals on right of use assets (note 8).

For the three months ended March 31, 2025, the Company recorded the following net impairment losses (reversals) on retail property, plant and equipment:

 

Reporting Segment

 

 

 

Three months ended

Liquor retail

 

Cannabis retail

 

Total

 

March 31, 2025

 

 

 

(263

)

 

(263

)

10.
Net investment in subleases

 

March 31, 2026

 

December 31, 2025

 

Balance, beginning of year

 

14,418

 

 

18,186

 

Finance income

 

137

 

 

612

 

Rents recovered (payments made directly to landlords)

 

(837

)

 

(3,342

)

Dispositions and remeasurements

 

403

 

 

(1,038

)

Balance, end of period

 

14,121

 

 

14,418

 

 

 

 

 

 

Current portion

 

2,877

 

 

2,775

 

Long-term

 

11,244

 

 

11,643

 

Net investment in subleases represent leased retail stores that have been subleased to certain franchise partners. These subleases are classified as a finance lease as the sublease terms are for the remaining term of the head lease.

12


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

11.
Intangible assets

 

Brands and trademarks

 

Franchise agreements

 

Software

 

Retail
licenses

 

Total

 

Cost

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2025

 

81,900

 

 

10,000

 

 

5,589

 

 

6,482

 

 

103,971

 

Balance at March 31, 2026

 

81,900

 

 

10,000

 

 

5,589

 

 

6,482

 

 

103,971

 

 

 

 

 

 

 

 

 

 

 

Accumulated amortization and impairment

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2025

 

35,792

 

 

5,564

 

 

3,365

 

 

730

 

 

45,451

 

Amortization

 

43

 

 

308

 

 

224

 

 

121

 

 

696

 

Balance at March 31, 2026

 

35,835

 

 

5,872

 

 

3,589

 

 

851

 

 

46,147

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2025

 

46,108

 

 

4,436

 

 

2,224

 

 

5,752

 

 

58,520

 

Balance at March 31, 2026

 

46,065

 

 

4,128

 

 

2,000

 

 

5,631

 

 

57,824

 

 

12.
Investments

As at

March 31, 2026

 

December 31, 2025

 

Investments at amortized cost

 

708

 

 

822

 

Investments at FVOCI

 

13,976

 

 

11,236

 

 

 

14,684

 

 

12,058

 

 

 

 

 

 

Current portion

 

362

 

 

484

 

Long-term

 

14,322

 

 

11,574

 

Investments at amortized cost

The Company has loans outstanding to franchise partners with a total balance of $0.7 million, maturity dates ranging from August 2026 to June 2030, and annual interest rates ranging from 7.5% – 8%.

Investments at fAIR vALUE tHROUGH OTHER COMPREHENSIVE INCOME

During the three months ended March 31, 2026, the Company acquired an additional $4.0 million of investments in listed common shares that are not held for trading, for which the Company irrevocably elected at initial recognition to designate at fair value through other comprehensive income. The shares were marked to market to $14.0 million as a Level 1 investment and the corresponding $1.3 million loss was recognized in other comprehensive income.

13.
Equity-accounted investees

As at

March 31, 2026

 

December 31, 2025

 

Interest in joint venture

 

395,411

 

 

385,534

 

SunStream is a joint venture in which the Company has a 50% ownership interest. SunStream is a private company, incorporated under the Business Corporations Act (Alberta), which provides growth capital that pursues indirect investment and financial services opportunities in the cannabis sector, as well as other investment opportunities.

SunStream is structured separately from the Company, and the Company has a residual interest in the net assets of SunStream. Accordingly, the Company has classified its interest in SunStream as a joint venture, which is accounted for using the equity-method.

13


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

The current investment portfolio of SunStream is comprised of secured debt, hybrid debt, derivative instruments and convertible equity instruments with United States based cannabis businesses. These investments are recorded at fair value each reporting period with any changes in fair value recorded through profit or loss. SunStream actively monitors these investments for changes in credit risk, market risk and other risks specific to each investment.

The following table summarizes the carrying amount of the Company’s interest in the joint venture:

 

 

Carrying amount

 

Balance at December 31, 2025

 

 

385,534

 

Share of net earnings

 

 

501

 

Share of other comprehensive income (taxes at 23%)

 

 

6,510

 

Capital contributions

 

 

2,866

 

Balance at March 31, 2026

 

 

395,411

 

SunStream is a related party due to it being classified as a joint venture of the Company. Capital contributions to the joint venture and distributions received from the joint venture are classified as related party transactions.

The following table summarizes the financial information of SunStream:

As at

March 31, 2026

 

March 31, 2025

 

Current assets (including cash and cash equivalents - 2026: $0.2 million, 2025: $0.7 million)

 

3,174

 

 

2,058

 

Non-current assets

 

373,912

 

 

402,960

 

Current liabilities

 

(10,088

)

 

(1,144

)

Net assets (liabilities) (100%)

 

366,998

 

 

403,874

 

 

 

 

 

 

Three months ended March 31

2026

 

2025

 

Revenue (loss)

 

1,131

 

 

(3,874

)

Profit (loss) from operations

 

724

 

 

(4,245

)

Other comprehensive income (loss)

 

6,510

 

 

(348

)

Total comprehensive income (loss)

 

7,192

 

 

(4,539

)

 

14.
Lease Liabilities

 

March 31, 2026

 

December 31, 2025

 

Balance, beginning of year

 

169,933

 

 

152,273

 

Acquisition (note 4)

 

1,305

 

 

 

Additions

 

3,917

 

 

9,634

 

Lease payments

 

(10,893

)

 

(42,587

)

Renewals, remeasurements and dispositions

 

1,132

 

 

42,790

 

Tenant inducement allowances received

 

804

 

 

303

 

Accretion expense

 

2,173

 

 

7,520

 

Balance, end of period

 

168,371

 

 

169,933

 

 

 

 

 

 

Current portion

 

34,990

 

 

35,462

 

Long-term

 

133,381

 

 

134,471

 

For the three months ended March 31, 2026, renewals, remeasurements and dispositions of $1.1 million mainly related to lease renewals for which the Company reassessed likely terms.

14


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

The following table presents the contractual undiscounted cash flows, excluding periods covered by lessee lease extension options that have been included in the determination of the lease term, related to the Company’s lease liabilities as at March 31, 2026:

 

 

March 31, 2026

 

Less than one year

 

 

43,711

 

One to three years

 

 

72,651

 

Three to five years

 

 

50,174

 

Thereafter

 

 

11,120

 

Minimum lease payments

 

 

177,656

 

 

15.
Share capital and warrants
A)
Authorized

The authorized capital of the Company consists of an unlimited number of voting common shares and preferred shares with no par value.

B)
Issued and outstanding

 

 

March 31, 2026

 

December 31, 2025

 

 

Note

Number of
Shares

 

Carrying
Amount

 

Number of
Shares

 

Carrying
Amount

 

Balance, beginning of year

 

 

263,359,123

 

 

2,310,398

 

 

263,021,847

 

 

2,346,728

 

Share repurchases

 

 

(4,453,358

)

 

(38,760

)

 

(5,899,897

)

 

(52,688

)

Employee awards exercised

 

 

1,265,453

 

 

2,755

 

 

6,237,173

 

 

16,358

 

Balance, end of period

 

 

260,171,218

 

 

2,274,393

 

 

263,359,123

 

 

2,310,398

 

During the three months ended March 31, 2026, the Company purchased and cancelled 4.5 million common shares, pursuant to its repurchase program, at a weighted average price, excluding commissions, of $2.13 (US$1.56) per common share for a total cost of $9.6 million including commissions. Accumulated deficit was reduced by $29.5 million, representing the excess of the average carrying value of the common shares over their purchase price.

16.
Share-based compensation

The Company has a number of share-based compensation plans which include simple and performance warrants, stock options, restricted share units (“RSUs”) and deferred share units (“DSUs”). During 2019, the Company established the stock option, RSU and DSU plans to replace the granting of simple warrants and performance warrants.

The components of share-based compensation expense are as follows:

 

Three months ended
March 31

 

 

2026

 

2025

 

Equity-settled expense

 

 

 

 

Restricted share units (C)

 

1,806

 

 

2,459

 

Cash-settled (recovery) expense

 

 

 

 

Deferred share units (1) (D)

 

(1,190

)

 

(1,071

)

 

616

 

 

1,388

 

(1)
Cash-settled DSUs are accounted for as a liability and are measured at fair value based on the market value of the Company’s common shares at each period end. Fluctuations in the fair value are recognized during the period in which they occur.

15


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

Equity-settled plans

A)
Simple and performance warrants

The Company issued simple warrants and performance warrants to employees, directors and others at the discretion of the Board. Simple and performance warrants granted generally vest annually over a three-year period, simple warrants expire five years after the grant date and performance warrants expire five years after vesting criteria are met.

The following table summarizes changes in the simple and performance warrants during the three months ended March 31, 2026:

 

 

Simple
warrants
outstanding

 

 

Weighted
average
exercise price

 

 

Performance
warrants
outstanding

 

 

Weighted
average
exercise price

 

Balance at December 31, 2025

 

 

16,320

 

 

$

64.32

 

 

 

20,800

 

 

$

40.38

 

Forfeited

 

 

(320

)

 

 

155.19

 

 

 

 

 

 

0.00

 

Expired

 

 

 

 

 

0.00

 

 

 

(12,800

)

 

 

18.75

 

Balance at March 31, 2026

 

 

16,000

 

 

$

62.50

 

 

 

8,000

 

 

$

75.00

 

The following table summarizes outstanding simple and performance warrants as at March 31, 2026:

 

 

Warrants outstanding

 

 

Warrants exercisable

 

Range of exercise prices

 

Number of
warrants

 

 

Weighted
average
exercise
price

 

 

Weighted
average
contractual
life (years)

 

 

Number of
warrants

 

 

Weighted
average
exercise
price

 

 

Weighted
average
contractual
life (years)

 

Simple warrants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$62.50 - $93.75

 

 

16,000

 

 

$

62.50

 

 

 

0.78

 

 

 

16,000

 

 

$

62.50

 

 

 

0.78

 

Performance warrants

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$62.50 - $93.75

 

 

8,000

 

 

$

75.00

 

 

n/a

 

 

 

 

 

$

 

 

n/a

 

B)
Stock options

The Company issues stock options to employees and others at the discretion of the Board. Stock options granted generally vest annually over a three-year period and generally expire ten years after the grant date.

The following table summarizes changes in stock options during the three months ended March 31, 2026:

 

 

Stock options outstanding

 

 

Weighted
average
exercise price

 

Balance at December 31, 2025

 

 

320,951

 

 

$

11.86

 

Forfeited

 

 

(236,853

)

 

 

11.79

 

Balance at March 31, 2026

 

 

84,098

 

 

$

12.05

 

 

16


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

The following table summarizes outstanding stock options as at March 31, 2026:

 

 

Stock options outstanding

 

 

Stock options exercisable

 

Exercise prices

 

Number of
options

 

 

Weighted
average
contractual
life (years)

 

 

Number of
options

 

 

Weighted
average
contractual
life (years)

 

$11.50

 

 

10,000

 

 

 

4.16

 

 

 

10,000

 

 

 

4.16

 

$11.79

 

 

64,738

 

 

 

0.80

 

 

 

64,738

 

 

 

0.80

 

$11.90

 

 

8,160

 

 

 

4.24

 

 

 

8,160

 

 

 

4.24

 

$31.50

 

 

1,200

 

 

 

1.73

 

 

 

1,200

 

 

 

1.73

 

 

 

 

84,098

 

 

 

1.55

 

 

 

84,098

 

 

 

1.55

 

C)
Restricted share units

RSUs are granted to employees and the vesting requirements and maximum term are at the discretion of the Board. RSUs are exchangeable for an equal number of common shares.

The following table summarizes changes in RSUs during the three months ended March 31, 2026:

 

 

 

 

RSUs
outstanding

 

Balance at December 31, 2025

 

 

 

 

6,855,023

 

Granted

 

 

 

 

3,699,608

 

Forfeited

 

 

 

 

(599,755

)

Exercised

 

 

 

 

(1,265,453

)

Balance at March 31, 2026

 

 

 

 

8,689,423

 

At March 31, 2026, no RSUs were vested or exercisable.

Cash-settled plans

D)
Deferred share units

DSUs are granted to directors and generally vest in equal instalments over one year. DSUs are settled by making a cash payment to the holder equal to the fair value of the Company’s common shares calculated at the date of such payment.

The DSU plan was amended for grants made in 2025 and onward, allowing directors who have met the Company’s share ownership guidelines to select a redemption date based on specific criteria. All DSUs granted prior to December 31, 2024 can only be exercised once a director ceases to be on the Board. The fair value of DSUs that will be redeemed within the next year are classified as a current liability within accounts payable.

As at March 31, 2026, the Company recognized a liability of $6.5 million relating to the fair value of cash-settled DSUs (December 31, 2025 – $8.1 million) with $6.4 million (December 31, 2025 – $7.6 million) included as a non-current liability within other liabilities and $0.1 million (December 31, 2025 – $0.5 million) included as a current liability within accounts payable.

17


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

The following table summarizes changes in DSUs during the three months ended March 31, 2026:

 

 

 

 

DSUs
outstanding

 

Balance at December 31, 2025

 

 

 

 

3,568,503

 

Granted

 

 

 

 

157,107

 

Exercised

 

 

 

 

(217,602

)

Balance at March 31, 2026

 

 

 

 

3,508,008

 

At March 31, 2026, 3.51 million DSUs were vested (December 31, 2025 – 3.57 million) and 0.1 million were exercisable (December 31, 2025 – 0.3 million).

17.
NET revenue

Liquor retail revenue is derived from the sale of wines, beers and spirits to customers and proprietary licensing. Cannabis retail revenue is derived from retail cannabis sales to customers, proprietary licensing, franchise revenue consisting of royalty and franchise fee revenue, and other revenue consisting of millwork, supply and accessories revenue. Cannabis operations revenue is derived from contracts with customers and is comprised of sales to provincial boards that sell cannabis through their respective distribution models, sales to licensed producers for further processing, provision of proprietary cannabis processing services, product development, manufacturing and commercialization of cannabis consumer products and sales to medical customers.

 

Three months ended
March 31

 

 

2026

 

2025

 

Liquor retail revenue

 

 

 

 

Retail

 

103,696

 

 

109,022

 

Proprietary licensing

 

387

 

 

450

 

Liquor retail revenue

 

104,083

 

 

109,472

 

Cannabis retail revenue

 

 

 

 

Retail

 

72,449

 

 

72,256

 

Proprietary licensing

 

3,865

 

 

4,077

 

Franchise

 

1,031

 

 

1,207

 

Cannabis retail revenue

 

77,345

 

 

77,540

 

Cannabis operations revenue

 

 

 

 

Provincial boards

 

32,577

 

 

34,855

 

Wholesale

 

7,586

 

 

11,483

 

Analytical testing and other

 

108

 

 

204

 

Intersegment eliminations

 

(14,954

)

 

(16,417

)

Cannabis operations revenue

 

25,317

 

 

30,125

 

Gross revenue

 

206,745

 

 

217,137

 

Excise taxes (1)

 

10,839

 

 

12,223

 

Net revenue

 

195,906

 

 

204,914

 

(1)
Excise tax is only applicable to cannabis operations provincial board revenue.

18


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

18.
Investment income

 

Three months ended
March 31

 

 

2026

 

2025

 

Interest income from investments at amortized cost

 

14

 

 

1,373

 

Interest income from cash

 

1,468

 

 

1,483

 

Gain on marketable securities

 

55

 

 

 

 

 

1,537

 

 

2,856

 

 

19.
Other (expenses) INCOME, NET

 

Three months ended
March 31

 

 

2026

 

2025

 

Finance (costs) income

 

 

 

 

Accretion on lease liabilities

 

(2,173

)

 

(1,830

)

Financial guarantee liability recovery

 

12

 

 

14

 

Other finance costs

 

(38

)

 

(41

)

Interest income

 

137

 

 

167

 

Total finance costs

 

(2,062

)

 

(1,690

)

Change in fair value of derivative warrants

 

 

 

12

 

Transaction costs

 

(341

)

 

(778

)

Foreign exchange loss

 

109

 

 

(198

)

 

 

(2,294

)

 

(2,654

)

 

19


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

20.
SUPPLEMENTAL CASH FLOW DISCLOSURES

 

Three months ended
March 31

 

 

2026

 

2025

 

Cash provided by (used in):

 

 

 

 

Accounts receivable

 

10,802

 

 

(1,591

)

Biological assets

 

197

 

 

(751

)

Inventory

 

(9,374

)

 

(5,571

)

Prepaid expenses and deposits

 

321

 

 

5,979

 

Investments

 

 

 

27

 

Right of use assets

 

(3,859

)

 

6

 

Property, plant and equipment

 

911

 

 

(9

)

Accounts payable and accrued liabilities

 

(3,856

)

 

1,244

 

Lease liabilities

 

4,721

 

 

62

 

 

 

(137

)

 

(604

)

 

 

 

 

 

Changes in non-cash working capital relating to:

 

 

 

 

Operating

 

(1,867

)

 

(713

)

Investing

 

911

 

 

18

 

Financing

 

819

 

 

91

 

 

 

(137

)

 

(604

)

 

21.
Earnings (Loss) per share

 

 

Three months ended
March 31

 

 

 

2026

 

 

2025

 

Weighted average shares outstanding (000s)

 

 

 

 

 

 

Basic and diluted (1)

 

 

261,299

 

 

 

259,127

 

Net loss attributable to owners of the Company

 

 

(9,911

)

 

 

(14,707

)

Per share - basic and diluted

 

$

(0.04

)

 

$

(0.06

)

(1)
For the three months ended March 31, 2026, there were 54.4 thousand equity classified warrants, 16.0 thousand simple warrants, 8.0 thousand performance warrants, 0.1 million stock options and 8.7 million RSUs that were excluded from the calculation as the impact was anti-dilutive (three months ended March 31, 2025 – 118.4 thousand equity classified warrants, 50.0 thousand derivative warrants, 37.6 thousand simple warrants, 24.8 thousand performance warrants, 0.6 million stock options and 13.3 million RSUs).
22.
Financial instruments

The financial instruments recognized on the consolidated statement of financial position are comprised of cash and cash equivalents, restricted cash, marketable securities, accounts receivable, investments at amortized cost, investments at FVOCI and accounts payable and accrued liabilities.

Fair value

The carrying value of cash and cash equivalents, restricted cash, accounts receivable and accounts payable and accrued liabilities approximate their fair value due to the short-term nature of the instruments. The carrying value of investments at amortized cost approximate their fair value as the fixed interest rates approximate market rates for comparable transactions.

20


SNDL Inc.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2026

(Unaudited, expressed in thousands of Canadian dollars, except where otherwise noted)

 

 

Fair value measurements of marketable securities, investments at FVOCI and derivative warrants are as follows:

 

 

 

Fair value measurements using

 

March 31, 2026

Carrying
amount

 

Level 1

 

Level 2

 

Level 3

 

Recurring measurements:

 

 

 

 

 

 

 

 

Financial assets

 

 

 

 

 

 

 

 

Marketable securities

 

139

 

 

139

 

 

 

 

 

Investments at FVOCI

 

13,976

 

 

13,976

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value measurements using

 

December 31, 2025

Carrying
amount

 

Level 1

 

Level 2

 

Level 3

 

Recurring measurements:

 

 

 

 

 

 

 

 

Financial assets

 

 

 

 

 

 

 

 

Marketable securities

 

84

 

 

84

 

 

 

 

 

Investments at FVOCI

 

11,236

 

 

11,236

 

 

 

 

 

There were no transfers between Levels 1, 2 and 3 inputs during the period.

23.
Commitments and contingencies

The following table summarizes contractual commitments at March 31, 2026:

 

Less than
one year

 

One to three
years

 

Three to five
years

 

Thereafter

 

Total

 

Accounts payable and accrued liabilities

 

51,799

 

 

 

 

 

 

 

 

51,799

 

Financial guarantee liability

 

 

 

135

 

 

 

 

 

 

135

 

Loyalty liability

 

 

 

388

 

 

 

 

 

 

388

 

Balance, end of year

 

51,799

 

 

523

 

 

 

 

 

 

52,322

 

A)
Commitments

The Company has entered into certain supply agreements to provide dried cannabis and cannabis products to third parties. The contracts require the provision of various amounts of dried cannabis on or before certain dates. Should the Company not deliver the product in the agreed timeframe, financial penalties apply which may be paid either in product in-kind or cash.

B)
Contingencies

From time to time, the Company and its subsidiaries are or may become involved in various legal claims and actions which arise in the ordinary course of their business and operations. While the outcome of any such claim or action is inherently uncertain, after consulting with counsel, the Company believes that the losses that may result, if any, will not be material to the consolidated financial statements.

21