ACREAGE HOLDINGS, INC. Discusión y análisis de la administración sobre la situación financiera y los resultados de las operaciones. (formulario 10-Q)

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Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A") is meant to help within the understanding and assessing the
tendencies and important adjustments in our outcomes of operations and monetary
situation. Historical outcomes might not be indicative of future efficiency. This
dialogue contains forward-looking statements that replicate our plans, estimates
and beliefs. Such statements contain dangers and uncertainties. Our precise outcomes
might differ materially from these contemplated by these forward-looking
statements because of numerous elements, together with these set forth in "Risk
Factors" in Part I, Item 1A of the Annual Report on Form 10-Ok for the 12 months ended
December 31, 2021 (the "2021 Form 10-Ok"), and "Cautionary Statement Regarding
Forward-Looking Statements" set forth beneath.

This MD&A must be learn at the side of the Company's unaudited condensed
consolidated monetary statements for the three month interval ended June 30, 2022
and associated notes showing elsewhere on this Quarterly Report on Form 10-Q
(this "Quarterly Report" or "Form 10-Q") and the 2021 Form 10-Ok. Financial
info introduced on this MD&A is introduced in hundreds of U.S. {dollars},
until in any other case indicated.

Declaración de advertencia con respecto a las declaraciones prospectivas


This Quarterly Report of the Company accommodates statements that embody
forward-looking info and are forward-looking statements throughout the
that means of relevant Canadian and United States securities laws
("forward-looking statements"), together with the Private Securities Litigation
Reform Act of 1995, that contain dangers and uncertainties. All statements, different
than statements of historic reality, included herein are forward-looking
statements, together with, for higher certainty, the on-going implications of the
novel coronavirus ("COVID-19") and statements relating to the proposed transaction
with Canopy Growth Corporation ("Canopy Growth"), together with the anticipated
advantages and chance of completion thereof.

Generally, forward-looking statements could also be recognized by way of
forward-looking terminology corresponding to "plans", "expects" or "doesn't anticipate",
"proposed", "is predicted", "budgets", "scheduled", "estimates", "forecasts",
"intends", "anticipates" or "doesn't anticipate", or "believes", or variations
of such phrases and phrases, or by way of phrases or phrases which state that
sure actions, occasions or outcomes might, might, would, or would possibly happen or be
achieved. There could be no assurance that such forward-looking statements will
show to be correct, and precise outcomes and future occasions might differ
materially from these anticipated in such forward-looking statements.
Forward-looking statements replicate Acreage's present beliefs and are based mostly on
info presently out there to Acreage and on assumptions Acreage believes
are cheap. Forward-looking statements are topic to identified and unknown
dangers, uncertainties and different elements that will trigger the precise outcomes, stage
of exercise, efficiency or achievements of Acreage to be materially completely different
from these expressed or implied by such forward-looking statements. Such dangers
and different elements might embody, however are usually not restricted to:

•the longer term implications to the enterprise, monetary outcomes and efficiency of
the Company arising, immediately or not directly, from COVID-19;
•the anticipated advantages of the Amended Arrangement with Canopy Growth;
•the incidence or waiver of the Triggering Event, as outlined beneath, the flexibility
of Acreage to meets its efficiency targets and monetary thresholds agreed upon
with Canopy Growth as a part of the Amended Arrangement;
•the chance of the Triggering Event occurring or being waived by the surface
date;
•the chance of Canopy Growth finishing the acquisition of the Fixed Shares
and/or Floating Shares;
•dangers associated to the flexibility of the Company to finance its enterprise and fund
its obligations;
•different expectations and assumptions regarding the transactions contemplated
between Canopy Growth and Acreage;
•the out there funds of Acreage and the anticipated use of such funds;
•the provision of financing alternatives for Acreage and the dangers
related to the completion thereof;
•regulatory and licensing dangers;
•adjustments on the whole financial, enterprise and political circumstances, together with
adjustments within the monetary and inventory markets;
•dangers associated to infectious illnesses, together with the impacts of COVID-19;
•authorized and regulatory dangers inherent within the hashish trade;
•dangers related to financial circumstances, dependence on administration and
forex threat;
•dangers regarding U.S. regulatory panorama and enforcement associated to
hashish, together with political dangers;
•dangers regarding anti-money laundering legal guidelines and regulation;
•dangers regarding shortages in supplies and elevated prices for
transportation, power, and uncooked materials due partly to the damaging affect of
the Russia-Ukraine struggle on the worldwide economic system;
•different governmental and environmental regulation;
•public opinion and notion of the hashish trade;
•dangers associated to contracts with third-party service suppliers;
•dangers associated to the enforceability of contracts and lack of entry to U.S.
chapter protections;
•reliance on the experience and judgment of senior administration of Acreage;
•dangers associated to proprietary mental property and potential infringement
by third events;
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•the concentrated voting management of Acreage's founder and the unpredictability
brought on by Acreage's capital construction;
•dangers regarding the administration of progress;
•rising competitors within the trade;
•dangers inherent in an agricultural enterprise;
•dangers regarding power prices;
•dangers related to hashish merchandise manufactured for human consumption
together with potential product recollects;
•reliance on key inputs, suppliers and expert labor;
•cybersecurity dangers;
•capacity and constraints on advertising and marketing merchandise;
•fraudulent exercise by workers, contractors and consultants;
•tax and insurance coverage associated dangers;
•dangers associated to the economic system typically;
•threat of litigation;
•conflicts of curiosity;
•dangers regarding sure treatments being restricted and the problem of
enforcement judgments and effecting service outdoors of Canada;
•dangers associated to future acquisitions or tendencies;
•gross sales by current shareholders; and
•restricted analysis and knowledge regarding hashish.

An outline of further assumptions used to develop such forward-looking
statements and an outline of further threat elements that will trigger precise
outcomes to vary materially from forward-looking statements could be present in
Part I, Item 1A of the Company's Annual Report on Form 10-Ok, below the heading
"Risk Factors", dated March 11, 2022, as filed with the Securities and Exchange
Commission. Although Acreage has tried to determine necessary elements that
might trigger precise outcomes to vary materially from these contained in
forward-looking statements, there could also be different elements that trigger outcomes to not
be as anticipated, estimated or supposed. Readers are cautioned that the
foregoing listing of things isn't exhaustive. Readers are additional cautioned not
to put undue reliance on forward-looking statements as there could be no
assurance that the plans, intentions or expectations upon which they're positioned
will happen. Forward-looking statements contained on this Form 10-Q are expressly
certified by this cautionary assertion. The forward-looking statements contained
on this Form 10-Q symbolize the expectations of Acreage as of the date of this
Form 10-Q and, accordingly, are topic to alter after such date. However,
Acreage expressly disclaims any intention or obligation to replace or revise any
forward-looking statements, whether or not because of new info, future
occasions or in any other case, besides as expressly required by relevant securities legislation.

La discusión y el análisis de la administración sobre la situación financiera y los resultados de las operaciones tiene por objeto ayudar a comprender la situación financiera de la Compañía, los cambios en la situación financiera y los resultados de las operaciones. Esta discusión está organizada de la siguiente manera:


•Overview-This part gives a normal description of the Company's
companies, its strategic targets, in addition to developments that occurred
through the three and 6 months ended June 30, 2022 and 2021 that the Company
believes are necessary in understanding its outcomes of operations and monetary
situation or to reveal identified tendencies.

•Results of Operations-This part gives an evaluation of the Company's
outcomes of operations for the three and 6 months ended June 30, 2022 and 2021.
This evaluation is introduced on a consolidated foundation. In addition, a short
description is offered of serious transactions and occasions that affect the
comparability of the outcomes being analyzed.

•Liquidity and Capital Resources-This part gives an evaluation of the
Company's money flows for the three and 6 months ended June 30, 2022 and 2021,
in addition to a dialogue on the Company's excellent debt and commitments that
existed as of June 30, 2022. Included within the dialogue of excellent debt is a
dialogue of the quantity of economic capability out there to fund the Company's
future commitments and obligations, in addition to a dialogue of different financing
preparations.

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Visión normal


Acreage, a vertically built-in, multi-state operator of hashish licenses and
belongings within the U.S, was continued into the Province of British Columbia below the
Business Corporations Act (British Columbia). Acreage Fixed Shares and Floating
Shares (as such phrases are outlined at Note 13 of the unaudited condensed
consolidated monetary statements) are every listed on the Canadian Securities
Exchange below the symbols "ACRG.A.U" and "ACRG.B.U", respectively, and are
quoted on the OTCQX® Best Market by OTC Markets Group below the symbols "ACRHF"
and "ACRDF", respectively and on the Open Market of the Frankfurt Stock Exchange
below the symbols "0VZ1" and "0VZ2", respectively. Acreage operates by means of its
consolidated subsidiary High Street Capital Partners, LLC ("HSCP"), a Delaware
restricted legal responsibility firm. HSCP, which does enterprise as "Acreage Holdings", was
shaped on April 29, 2014. The Company turned an oblique father or mother of HSCP on
November 14, 2018 in reference to a reverse takeover ("RTO") transaction. The
Company's operations embody (i) cultivating hashish crops, (ii) manufacturing
branded client merchandise, (iii) distributing hashish flower and manufactured
merchandise, and (iv) retailing high-quality, efficient and dosable hashish
merchandise to shoppers. The Company appeals to medical and adult-use clients
by means of model methods supposed to construct belief and loyalty.

As of June 30, 2022, Acreage owned and operated a complete of 27 dispensaries - 4
dispensaries in Oregon, 4 in New York, 3 in New Jersey, 3 in Connecticut, 2 in
Massachusetts, 2 in Illinois, 5 in Ohio, and 4 in Maine. As of June 30, 2022,
Acreage owned and operated a complete of 9 cultivation and processing amenities, 1
every in California, Illinois, Maine, New Jersey, New York, Ohio and
Pennsylvania, respectively, and a couple of in Massachusetts.

Prioridades estratégicas


The Company believes its refocused technique is the important thing to continued enhancements
in its monetary outcomes and shareholder worth. The Company stays centered on
three key strategic targets - accelerating progress in its core markets,
driving profitability, and strengthening the steadiness sheet.

Accelerating Growth in Core Markets: Through prior acquisitions and capital
expenditures, administration believes Acreage is nicely positioned for future success
in a number of key markets as rules relating to using hashish proceed to
evolve. The Company will proceed to focus its progress on its core markets the place
it will possibly reap the benefits of and develop on the presence already established.

Driving Profitability: The Company's give attention to bettering operational and
monetary outcomes has typically resulted in bettering profitability. Management
continues to diligently management prices, enhance operational efficiencies, and
speed up natural progress in its core markets to proceed to report improved
profitability going ahead.

Strengthening the Balance Sheet: Strengthening the steadiness sheet is essential to each
offering the Company with the required capital to attain its operational
plans and constructing shareholder confidence. The Company has labored to make sure that
enough capital is on the market when wanted. Going ahead, the Company will
monitor the capital markets and make the most of alternatives to entry further debt
or fairness, or each, when it's mandatory and advantageous to take action.

Aspectos destacados de los tres y seis meses finalizados 30 de junio de 2022:

•La Compañía logró un crecimiento whole de ingresos consolidados de 39% y 43% en comparación con los tres y seis meses finalizados 30 de junio de 2021.


•Adjusted EBITDA for the three and 6 months ended June 30, 2022 was
$10.4 million and $19.0 million, respectively, in comparison with adjusted EBITDA of
$8.1 million and $9.7 million, respectively, throughout the identical interval in 2021. The
Adjusted EBITDA for the second quarter of 2022 of $10.4 million represents a
file quarter for the Company. This additionally marks six consecutive quarters of
optimistic adjusted EBITDA, additional validating administration's refocused strategic
plan. Refer to part "Non-GAAP Information" on this Item 2 for dialogue of
Adjusted EBITDA as a non-GAAP measure.

•Durante el trimestre, la Compañía completó la venta de su planta de cultivo en Medford Oregón por los ingresos totales de $ 2,0 millones.

•Durante el trimestre, la Compañía adquirió y convirtió para uso de adultos el dispensario closing propiedad de nuestro socio en Maine.

•En 25 de abril de 2022la Compañía inició operaciones de uso para adultos en New Jerseyque ofrece una gama de productos de la marca insignia The Botanist para ventas para adultos.

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Panorama Operativo y de Regulación


The Company believes its operations are in materials compliance with all
relevant state and native legal guidelines, rules and licensing necessities within the
states through which it operates. However, hashish is prohibited below U.S. federal
legislation. Substantially all the Company's income is derived from U.S. hashish
operations. For details about dangers associated to U.S. hashish operations,
please discuss with Item 1A of the Company's Annual Report on Form 10-Ok for the 12 months
ended December 31, 2021.

COVID-19

In December 2019, a novel pressure of coronavirus ("COVID-19") emerged in Wuhan,
China. Since then, it has unfold to different nations and infections have been
reported around the globe. On March 11, 2020, the World Health Organization
declared the outbreak of COVID-19 a worldwide pandemic.

In response to the outbreak, governmental authorities in the United States,
Canada and internationally have launched numerous suggestions and measures
to attempt to restrict the pandemic, together with journey restrictions, border closures,
non-essential enterprise closures, quarantines, self-isolations, shelters-in-place
and social distancing. The COVID-19 outbreak and the response of governmental
authorities to attempt to restrict it are having a big affect on the personal
sector and people, together with unprecedented enterprise, employment and
financial disruptions. Management has been intently monitoring the affect of
COVID-19, with a spotlight within the well being and security of our workers, enterprise
continuity and supporting our communities. The Company applied numerous
measures on the top of the pandemic to scale back the unfold of the virus, such
as implementing social distancing measures at its amenities. Most of those
measures are now not thought-about to be mandatory or required; nonetheless, the
Company reserves the best to implement related precautionary measures within the
future as circumstances change.

Aside from minimal affect to our day-to-day operations at choose places,
COVID-19 has had an immaterial affect total on our Company's efficiency as
key efficiency metrics are trending positively, together with, however not restricted to,
important enhancements to web income and web loss in addition to optimistic
adjusted EBITDA outcomes.

Resultados de Operaciones


The following desk presents chosen monetary knowledge derived from the unaudited
condensed consolidated monetary statements of the Company for the three and 6
months ended June 30, 2022 and 2021. The chosen monetary info set out
beneath might not be indicative of the Company's future efficiency.

Resumen de resultados de operaciones

      Better/(Worse)                                                                           Better/(Worse)
in hundreds, besides per
share quantities                        Three Months Ended June 30,                  2022 vs. 2021                          Six Months Ended June 30,                  2022 vs. 2021
                                    2022                 2021                  $                    %                  2022                 2021                        $                    %
Revenues, web                 $       61,351          $ 44,217          $      17,134                39  %       $      118,230          $ 82,610                $      35,620                43  %
Net working revenue (loss)            3,310            (6,757)                10,067                  n/m                  588            (4,950)                       5,538                  n/m
Net loss attributable to
Acreage                               (9,929)           (2,553)                (7,376)             (289)                (22,623)          (10,361)                     (12,262)             (118)
Basic and diluted loss per
share attributable to Acreage $        (0.09)         $  (0.02)         $       (0.07)             (350) %       $        (0.21)         $  (0.10)               $       (0.11)             (110) %


Ingresos, Costo de bienes vendidos y Utilidad bruta


The Company derives its revenues from gross sales of hashish and cannabis-infused
merchandise by means of retail dispensary, wholesale and manufacturing and cultivation
companies, in addition to from administration or consulting charges from entities for whom
the Company gives administration or consulting companies.

Gross revenue is income much less price of products bought. Cost of products bought contains
prices immediately attributable to stock bought corresponding to direct materials, labor,
and overhead, together with depreciation. Such prices are additional affected by numerous
state rules that restrict the sourcing and procurement of hashish and
cannabis-related merchandise, which can create fluctuations in gross revenue over
comparative intervals because the regulatory surroundings adjustments.

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                                                                                      Better/(Worse)                                                                               Better/(Worse)
in hundreds                         Three Months Ended June 30,                      2022 vs. 2021                            Six Months Ended June 30,                    2022 vs. 2021
                                       2022                  2021                   $                   %                  2022                     2021                         $                   %
Retail income, web              $      46,685           $  28,396          $       18,289               64  %       $     88,112               $  54,243                $       33,869               62  %
Wholesale income, web                  14,360              15,541                  (1,181)              (8)               29,532                  25,557                         3,975               16
Other income, web                         306                 280                      26                9                   586                   2,810                        (2,224)             (79)
Total revenues, web              $      61,351           $  44,217          $       17,134               39  %       $    118,230               $  82,610                $       35,620               43  %
Cost of products bought, retail             (23,466)            (14,051)                 (9,415)             (67)              (44,234)                (27,133)                      (17,101)             (63)
Cost of products bought, wholesale           (7,271)             (6,291)                   (980)             (16)              (13,872)                (10,980)                       (2,892)             (26)
Total price of products bought         $     (30,737)          $ (20,342)         $      (10,395)             (51) %       $    (58,106)              $ (38,113)               $      (19,993)             (52) %
Gross revenue                     $      30,614           $  23,875          $        6,739               28  %       $     60,124               $  44,497                $       15,627               35  %
Gross margin                                50   %              54  %                                    (4) %                 51   %                  54  %                                          (3) %
n/m - Not Meaningful

Tres meses terminaron 30 de junio de 2022 contra 2021


Total revenues for the three months ended June 30, 2022 grew by $17,134, or 39%,
in contrast with 2021. On a comparative foundation, whole income elevated by $16,253
because of the acquisitions of (i) Greenleaf Ohio in October 2021, (ii) CWG in May
2021 and (iii) sure Maine operations and was offset by (i) a lower of $150
because of the divestiture of Acreage Florida in April 2021 and (ii) the
non-recurrence of a bulk wholesale sale transaction of $1,500 within the prior 12 months
comparable interval. Additionally, whole revenues for the three months ended June
30, 2022 for the Company's operations in Oregon, that are thought-about non-core
and have been bought or are within the strategy of being bought, decreased by $834 as
in comparison with three months ended June 30, 2021. Excluding these acquisitions and
divestitures/closures, the non-recurrence of the majority wholesale gross sales
transaction and the affect of whole income declines within the Company's Oregon
operations, whole income elevated by $3,215, or 8%, for the three months ended
June 30, 2022, as in comparison with fiscal 2021.

Retail income for the three months ended June 30, 2022 grew by $18,289, or 64%,
in contrast with 2021. Excluding the affect of acquisitions and
divestitures/closures, retail income elevated by $2,791 or 10% for the three
months ended June 30, 2022 in comparison with fiscal 2021. This natural progress was
primarily pushed by elevated demand and manufacturing throughout numerous states and
was partially offset by retail income declines of $834 in non-core states
(Oregon). Excluding the affect of income declines within the Company's Oregon
dispensaries, retail income from comparative shops elevated 14%. Overall,
elevated volumes greater than offset worth declines.

Wholesale income for the three months ended June 30, 2022 decreased by $1,181,
or 8%, in comparison with fiscal 2021. The decreased wholesale income was primarily
as a result of worth compression in choose markets in addition to the non-recurrence of a
bulk wholesale sale transaction of $1,500 within the prior 12 months comparable interval
and was offset considerably by the acquisitions of Greenleaf Ohio and CWG.

Retail price of products bought elevated $9,415, or 67%, for the three months ended
June 30, 2022 in comparison with 2021, which was typically in step with the 64%
enhance in retail income. Price compression in choose markets was offset by
price efficiencies.

Wholesale price of products bought elevated $980, or 16%, for the three months ended
June 30, 2022 in comparison with 2021, which outpaced the 8% enhance in wholesale
income. Wholesale price of products bought elevated because of the quantity enhance
related to the wholesale income progress and as a result of total prices will increase
associated to normal inflation.

Gross revenue elevated $6,739, or 28%, for the three months ended June 30, 2022
to $30,614 from $23,875 in 2021. Gross margin decreased from 54% of income for
the three months ended June 30, 2021 to 50% of income in 2022, or (4)%.
Efficiencies gained from additional economies of scale had been unable to offset
total promoting worth declines and value will increase as a result of inflation.

Seis meses terminados 30 de junio de 2022 contra 2021


Total revenues for the six months ended June 30, 2022 grew by $35,620, or 43%,
in contrast with 2021. On a comparative foundation, whole income elevated by $32,885
because of the acquisitions of (i) Greenleaf Ohio in October 2021, (ii) sure
Maine operations and (iii) CWG in May 2021 and was offset by decreases of $439
because of the divestiture of Acreage Florida in April 2021. Additionally, whole
revenues for the six months ended June 30, 2022 for the Company's operations in
Oregon, that are thought-about non-core and have been bought or are within the course of
of being bought, decreased by $1,455 as in comparison with fiscal 2021. Finally, whole
income for the prior comparative six months ended June 30, 2021 included (i)
$2,530 of beforehand unrecognized administration charges in New Hampshire, a few of
which associated to prior intervals and (ii) a bulk wholesale sale transaction of
$1,500

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that didn't recur. Excluding these acquisitions and divestitures/closures, the
affect of whole income declines within the Company's Oregon operations and the
non-recurring transactions for the six months ended June 30 ,2021, whole income
elevated by $5,690, or 8%, for the six months ended June 30, 2022, as in contrast
to fiscal 2021.

Retail income for the six months ended June 30, 2022 grew by $33,869, or 62%,
in contrast with 2021. Excluding the affect of acquisitions and
divestitures/closures, retail income elevated by $3,605 for the six months
ended June 30, 2022 in comparison with the six months ended 2021. This natural progress
was primarily pushed by elevated demand and manufacturing throughout numerous states
and was partially offset by retail income declines of $1,455 in non-core states
(Oregon).

Wholesale income for the six months ended June 30, 2022 grew by $3,975, or 16%,
in comparison with fiscal 2021. The elevated wholesale income was primarily as a result of
elevated capability, coupled with maturing operations on the Company's
Pennsylvania and Illinois cultivation amenities. This resulted in increased yields
and product combine in every of the respective markets. Additionally, wholesale
income for the six months ended June 30, 2022 elevated by $2,621 as a result of
acquisitions which have occurred over the prior 24 months which was considerably
offset by a bulk wholesale sale transaction of $1,500 within the second quarter of
2021 that didn't recur.

Retail price of products bought elevated $17,101, or 63%, for the six months ended
June 30, 2022 in comparison with 2021, which was typically in step with the 62%
enhance in retail income. Price compression in choose markets was offset by
price efficiencies.

Wholesale price of products bought elevated $2,892, or 26%, for the six months ended
June 30, 2022 in comparison with 2021, which outpaced by the 16% enhance in wholesale
income. Wholesale price of products bought elevated because of the quantity enhance
related to the wholesale income progress and as a result of total prices will increase
associated to normal inflation.

Gross revenue elevated $15,627, or 35%, for the six months ended June 30, 2022
to $60,124 from $44,497 in 2021, and Gross margin decreased from 54% of income
for the six months ended June 30, 2021 to 51% of income in 2022, or (3)%, due
to the elements mentioned above. Excluding different income which has no related
prices of products bought, gross margin declined from 52% for the six months ended
June 30, 2021 to 51% for the six months ended June 30, 2022. Efficiencies gained
from additional economies of scale had been unable to offset total promoting worth
declines and value will increase as a result of inflation.

Ingresos por geografía


While the Company operates below one working section for the manufacturing and
sale of hashish merchandise, the beneath income breakout by geography is included
as administration believes it gives related and helpful info to buyers.

Revenue by area                                                                     Better/(Worse)                                                                           Better/(Worse)
in hundreds                          Three Months Ended June 30,                     2022 vs. 2021                          Six Months Ended June 30,                  2022 vs. 2021
                                        2022                 2021                  $                    %                  2022                 2021                        $                    %
New England                       $       16,386          $ 18,121          $      (1,735)              (10) %       $       32,812          $ 36,177                $      (3,365)               (9) %
Mid-Atlantic                              19,535            16,645                  2,890                17                  34,890            28,780                        6,110                21
Midwest                                   23,794             6,449                 17,345               269                  46,963            12,321                       34,642               281
West                                       1,636             2,852                 (1,216)              (43)                  3,565             4,711                       (1,146)              (24)
South                                          -               150                   (150)             (100)                      -               621                         (621)             (100)
Total revenues, web               $       61,351          $ 44,217          $      17,134                39  %       $      118,230          $ 82,610                $      35,620                43  %

n/m - Not Meaningful


Total working bills

Total working bills consist primarily of loss on impairments, compensation
expense at our company places of work in addition to working subsidiaries, skilled
charges, which incorporates, however isn't restricted to, authorized and accounting companies,
depreciation and different normal and administrative bills.

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Operating bills                                                               Better/(Worse)                                                                         Better/(Worse)
in hundreds                      Three Months Ended June 30,                     2022 vs. 2021                        Six Months Ended June 30,                  2022 vs. 2021
                                    2022                 2021                  $                   %                  2022                2021                        $                   %

General y administrativo $ 8,922 $ 5,384 ps

    3,538               66  %       $      17,309          $ 14,602                $       2,707               19  %
Compensation expense                  12,579            11,175                  1,404               13                 26,774            21,537                        5,237               24
Equity-based compensation
expense                                1,655             6,981                 (5,326)             (76)                 5,814            13,023                       (7,209)             (55)
Marketing                                964               397                    567              143                  1,661               409                        1,252              306
Impairments, web                         329                 -                    329                 n/m               2,467               818                        1,649              202
Loss on notes receivable                   -             1,726                 (1,726)                n/m                   -             1,726                       (1,726)                n/m
Write down (restoration) of
belongings held-for-sale                       -                 -                      -                 n/m                 874            (8,616)                       9,490                 n/m
Legal settlements
(recoveries)                            (310)              312                   (622)                n/m                (335)              322                         (657)                n/m
Depreciation and amortization          3,165             4,657                 (1,492)             (32)                 4,972             5,626                         (654)             (12)

Gastos totales de operación $ 27,304 $ 30,632 ps

   (3,328)             (11) %       $      59,536          $ 49,447                $      10,089               20  %

n/m - Not Meaningful

Tres meses terminaron 30 de junio de 2022 contra 2021


Total working bills for the three months ended June 30, 2022 had been $27,304,
a lower of $3,328, or 11%, in contrast with 2021. The main drivers of the
lower in working bills had been as follows:

•General and administrative bills elevated $3,538 through the three months
ended June 30, 2022 in contrast with 2021, primarily as a result of (i) an will increase in
skilled charges, which was pushed by skilled and consulting charges
incurred, (ii) a rise in the price of insurance coverage and (iii) elevated prices
related to the Company's expanded operations from each natural progress and
acquisitions.

•Compensation expense elevated $1,404 through the three months ended June 30,
2022 as in contrast with 2021, primarily as a result of elevated headcount required to
handle the Company's expanded operations, together with the acquisitions of sure
Maine operations, CWG, and Greenleaf through the interval.

•Equity-based compensation expense decreased $5,326, or 76%, through the three
months ended June 30, 2022 as in contrast with 2021, primarily as a result of advantages
related to reorganization efforts undertaken in prior intervals, leading to
the acceleration of restricted share vesting for sure workers and
beforehand issued awards changing into absolutely vested and cancelled in prior intervals.
Additionally, no annual grants had been issued to workers below the Company's
regular long-term incentive plan for the six months ended June 30, 2022.

•Loss on notes receivable for the three months ended June 30, 2021 is because of the
willpower that the cost for sure notes receivables was uncertain based mostly
on the newest info out there to the Company.

•Depreciation and amortization bills decreased by $1,492 through the three
months ended June 30, 2022 in contrast with 2021, primarily as a result of an acceleration
of the amortization of sure intangible belongings because of a discount in
the anticipated helpful lives of such belongings through the three months ended June 30,
2021.

Seis meses terminados 30 de junio de 2022 contra 2021

Gastos operativos totales para los seis meses terminados 30 de junio de 2022 fueron $59,536un incremento de $10,089o 20%, en comparación con 2021. Los principales impulsores de la disminución en los gastos operativos fueron los siguientes:


•General and administrative bills elevated $2,707 through the six months
ended June 30, 2022 in contrast with 2021, primarily as a result of decreases in (i)
skilled charges, which was pushed by skilled and consulting charges
incurred, (ii) a rise in the price of insurance coverage and (iii) elevated prices
related to the Company's expanded operations from each natural progress and
acquisitions.

•Compensation expense elevated $5,237 through the six months ended June 30, 2022
as in contrast with 2021, primarily as a result of elevated headcount required to handle
the Company's expanded operations, together with the acquisitions of sure Maine
operations, CWG, and Greenleaf through the interval.

•Disminución de los gastos de compensación basados ​​en acciones $7,209o 55%, durante los seis meses terminados 30 de junio de 2022 en comparación con 2021, principalmente debido a los beneficios asociados con los esfuerzos de reorganización realizados en períodos anteriores,

                                       36
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lo que resultó en la aceleración de la adjudicación de acciones restringidas para ciertos empleados y adjudicaciones emitidas anteriormente que se otorgaron por completo y se cancelaron en períodos anteriores. Además, no se emitieron subvenciones anuales a empleados bajo el plan regular de incentivos a largo plazo de la Compañía para los seis meses terminados 30 de junio de 2022.

•Deterioros, aumento neto $1,649 por los seis meses terminados 30 de junio de 2022 se debió principalmente a un deterioro de $1,907 relacionado con ciertos Michigan
lugares durante los seis meses terminados 30 de junio de 2022 ya que la Compañía no logró encontrar un comprador satisfactorio para estos activos que anteriormente estaban clasificados como mantenidos para la venta.


•The loss on notes receivable for the six months ended June 30, 2021 is because of
the willpower that the cost for sure notes receivables had been uncertain
based mostly on the newest info out there to the Company.

•Write down (restoration) of belongings held-for-sale of $874 for the six months ended
June 30, 2022 associated to the Company's Oregon operations, Write down (restoration)
of belongings held-for-sale of for the six months ended June 30, 2021 had been as a result of a
restoration that was attributable to the Company agreeing on phrases to promote Acreage
Florida, and figuring out that the honest worth much less prices to promote its Acreage
Florida disposal group elevated $8,616 in extra of its beforehand written down
worth.

Total different revenue (loss)

Other revenue (loss)                                                               Better/(Worse)                                                                           Better/(Worse)
in hundreds                     Three Months Ended June 30,                      2022 vs. 2021                          Six Months Ended June 30,                  2022 vs. 2021
                                   2022                 2021                   $                     %                  2022                2021                        $                    %
Income (loss) from
investments, web             $         (996)         $ (1,122)         $           126                11          $         137          $ (1,266)               $       1,403                   n/m
Interest revenue from loans
receivable                              365             1,593                   (1,228)              (77)                   782             3,058                       (2,276)               (74)
Interest expense                     (5,520)           (5,595)                      75                 1                (10,301)          (10,452)                         151                  1
Other revenue, web                       286             9,311                   (9,025)              (97)                   276             7,745                       (7,469)               (96)
Total different revenue (loss)    $       (5,865)         $  4,187          $       (10,052)                 n/m       $      (9,106)         $   (915)               $      (8,191)              (895) %

n/m - Not Meaningful

Tres meses terminaron 30 de junio de 2022 contra 2021


Total different revenue (loss) for the three months ended June 30, 2022 was $5,865, a
lower of $10,052 in contrast with 2021. The main drivers of the lower in
Total different revenue (loss) had been as follows:

•Interest revenue from loans receivable of $365 for the three months ended June
30, 2022 has declined $1,228 as in contrast with 2021 as a result of a discount in loans
receivable excellent through the comparative interval.

•Other revenue, web for the three months ended June 30, 2022 of $286 decreased by
$9,025 as in contrast with 2021. Other revenue, web for the three months ended June
30, 2021 was primarily associated to a achieve on the sale of Acreage Florida of
$11,682 and partially offset by the loss on the following sale of notes
receivable acquired as consideration from the customer of Acreage Florida of
roughly $2,000.

Seis meses terminados 30 de junio de 2022 contra 2021


Total different loss for the six months ended June 30, 2022 was $9,106, a lower
of $8,191 in contrast with 2021. The main drivers of the lower in Total different
revenue (loss) had been as follows:

•Income from investments, web of $137 for the six months ended June 30, 2022 was
primarily as a result of distributions acquired from sure investments of $690 and was
partially offset by decreases within the honest market worth of investments in
entities the place the Company doesn't have important affect or management of
$553.

•Ingresos por intereses de préstamos por cobrar de $782 por los seis meses terminados 30 de junio de 2022 ha rechazado $2,276 en comparación con 2021 debido a una reducción en los préstamos por cobrar pendientes durante el período comparativo.


•Other revenue, web for the six months ended June 30, 2022 of $276 decreased by
$7,469 as in contrast with 2021. Other revenue, web for the six months ended June
30, 2021 was primarily associated to a achieve on the sale of Acreage Florida of
$11,682 and was partially offset by the loss on the following sale of notes
receivable acquired as consideration from the customer of Acreage Florida of
roughly $2,000 and by losses associated to the disposal of capital belongings
associated to Form Factory.

                                       37
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Net loss

Net loss                                                                              Better/(Worse)                                                                            Better/(Worse)
in hundreds                         Three Months Ended June 30,                      2022 vs. 2021                       Six Months Ended June 30,                2022 vs. 2021
                                        2022                 2021                  $                    %                  2022                  2021                         $                    %
Net loss                         $       (10,603)         $ (3,306)         $      (7,297)             (221) %       $      (24,514)         $ (11,947)               $      (12,567)             (105) %
Less: web loss attributable to
non-controlling pursuits                   (674)             (753)                    79                10          $       (1,891)         $  (1,586)               $         (305)              (19)
Net loss attributable to Acreage
Holdings, Inc.                   $        (9,929)         $ (2,553)         $      (7,376)             (289) %       $      (22,623)         $ (10,361)               $      (12,262)             (118) %

n/m - Not Meaningful

Los cambios en la pérdida neta son impulsados ​​por los factores discutidos anteriormente.

Información no GAAP


This assertion contains Adjusted EBITDA, which is a non-GAAP efficiency measure
that we use to complement our outcomes introduced in accordance with U.S. GAAP.
The Company makes use of Adjusted EBITDA to guage its precise working efficiency
and for planning and forecasting future intervals. The Company believes that the
adjusted outcomes introduced present related and helpful info for buyers
as a result of they make clear the Company's precise working efficiency, make it simpler
to match our outcomes with these of different firms and permit buyers to
assessment efficiency in the identical means as our administration. Since these measures are
not calculated in accordance with U.S. GAAP, they shouldn't be thought-about in
isolation of, or as an alternative to, web loss or our different reported outcomes of
operations as reported below U.S. GAAP as indicators of our efficiency, and
they might not be akin to equally named measures from different firms.

The Company defines Adjusted EBITDA as web revenue earlier than curiosity, revenue taxes
and, depreciation and amortization and excluding the next: (i) revenue from
investments, web (the vast majority of the Company's funding revenue pertains to
remeasurement to honest worth of previously-held pursuits in reference to our
roll-up of associates, and the Company expects revenue from investments to be a
non-recurring merchandise as its legacy funding holdings diminish), (ii)
equity-based compensation expense, (iii) non-cash impairment losses, (iv)
transaction prices and (v) different non-recurring bills (different bills and
revenue not anticipated to recur).

Adjusted EBITDA                                                                    Better/(Worse)                                                                           Better/(Worse)
in hundreds                       Three Months Ended June 30,                      2022 vs. 2021                         Six Months Ended June 30,                   2022 vs. 2021
                                      2022                 2021                  $                   %                  2022                  2021                        $                   %
Net loss (U.S. GAAP)           $       (10,603)         $ (3,306)                                                 $      (24,514)         $ (11,947)
Income tax expense                       8,048               736                                                          15,996              6,082
Interest expense, web                    5,155             4,002                                                           9,519              7,394
Depreciation and
amortization(1)                          4,456             5,272                                                           7,347              6,794
EBITDA (non-GAAP)              $         7,056          $  6,704          $         352                5  %       $        8,348          $   8,323                $          25                -  %
Adjusting objects:
Loss (revenue) from
investments, web                           996             1,122                                                            (137)             1,266
Impairments, web                           134                 -                                                           2,090                818
Loss on extraordinary occasions               194                 -                                                             376                  -
Loss on notes receivable                     -             1,726                                                               -              1,726
Write down (restoration) of
belongings held-for-sale                         -                 -                                                             874             (8,616)
Legal settlements, web                    (310)              312                                                            (335)               322
Gain on enterprise divestiture              (292)          (11,682)                                                           (296)           (11,682)
Equity-based compensation
expense                                  1,655             6,981                                                           5,814             13,023

Other non-recurring
bills(2)                                952             2,923                                                           2,278              4,501
Adjusted EBITDA (non-GAAP)     $        10,385          $  8,086          $       2,299               28  %       $       19,012          $   9,681                $       9,331               96  %

n/m - Not Meaningful


(1) Depreciation and amortization as of June 30, 2021 accommodates depreciation and
amortization included in price of products bought.
(2)Other non-recurring bills pertains to sure compensation, normal and
administrative, and different miscellaneous bills. The Company excludes these
objects as they aren't anticipated to recur.
                                       38
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Los aumentos en el EBITDA ajustado son impulsados ​​por los factores discutidos anteriormente.

LIQUIDEZ Y RECURSOS DE CAPITAL

Liquidez

Fuentes y usos del efectivo

Los principales usos de capital de la Compañía incluyen gastos operativos, gastos de capital y el servicio de la deuda pendiente. Las principales fuentes de capital de la empresa incluyen los fondos generados por las ventas de hashish, así como las actividades de financiación. Mediante 30 de junio de 2022la Compañía había utilizado principalmente financiamiento privado como fuente de liquidez para necesidades de capital de trabajo a corto plazo y fines corporativos generales.


As of June 30, 2022, the Company had money of $29,235 (not together with $95 of
restricted money or $234 of money held on the market inside present Assets
held-for-sale on the Unaudited Condensed Consolidated Statements of Financial
Position). As of June 30, 2022, the Company additionally had short-term investments of
$3,403 which could be readily be transformed into money. The Company's capacity to
fund its operations, capital expenditures, acquisitions, and different obligations
is dependent upon its future working efficiency and skill to acquire financing,
that are topic to prevailing financial circumstances, in addition to monetary,
enterprise and different elements, a few of that are past the Company's management.

Las obligaciones contractuales futuras de la Compañía incluyen lo siguiente:

Arrendamientos


As of June 30, 2022, the Company had future working lease obligations and
future finance lease obligations of $36,977 and $21,685, respectively, with
$2,249 and $6,179 payable inside 12 months, respectively. The Company leases
land, buildings, tools and different capital belongings which it plans to make use of for
company functions along with the manufacturing and sale of hashish merchandise.
Leases with an preliminary time period of 12 months or much less are usually not recorded on the
Unaudited Condensed Consolidated Statements of Financial Position and are
expensed within the Unaudited Condensed Consolidated Statements of Operations on the
straight-line foundation over the lease time period. The Company doesn't have any materials
variable lease funds, and accounts for non-lease parts individually from
leases. Refer to Note 8 of the Unaudited Condensed Consolidated Financial
Statements for additional dialogue.

Deuda


As of June 30, 2022, the Company had excellent debt with various maturities
for an combination principal quantity of $201,540, with $6,571 payable throughout the
remaining six months. The Company has associated future curiosity funds of
$73,610, with $8,267 payable throughout the remaining six months. Refer to Note 10
of the Unaudited Condensed Consolidated Financial Statements for additional
dialogue.

The Company expects that its whole available funds of $29,235 and its
additional capacity to acquire personal and/or public financing, will probably be sufficient to
assist the longer term obligations mentioned above in addition to the capital wants of
the present operations and growth plans over the subsequent twelve months. Refer
to Note 2 of the Unaudited Condensed Consolidated Financial Statements for
additional dialogue.

                                       39
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Flujo de caja


Cash and money equivalents, restricted money, and money held on the market had been $29,564
as of June 30, 2022, a lower of $14,937 from June 30, 2021. The following
desk particulars the change in money, money equivalents, restricted money and money
associated to belongings held on the market for the six months ended June 30, 2022 and 2021.

Cash flows                                                                                                  Better/(Worse)
in hundreds                                            Six Months Ended June 30,                   2022 vs. 2021
                                                      2022                  2021                        $                     %
Net money utilized in working actions           $      (23,466)         $ (21,038)               $      (2,428)                (12) %
Net money offered by (utilized in) investing
actions                                              (9,488)            44,738                      (54,226)                   n/m
Net money offered by (utilized in) financing
actions                                              18,017            (40,505)                      58,522                    n/m

Disminución neta de efectivo, equivalentes de efectivo, efectivo restringido y efectivo mantenido para la venta $ (14,937) $ (16,805)

               $       1,868                  11

n/m - Not Meaningful


Efectivo neto utilizado en actividades operativas


During the six months ended June 30, 2022, the Company used $23,466 of web money
in working actions, which represented a rise of $2,428, or 12%, when
in contrast with 2021. Although the reported web loss elevated through the six
months ended June 30, 2022 when in comparison with the identical interval of 2021, the online
loss excluding non-cash objects corresponding to impairments, fairness based mostly compensation,
write-offs and recoveries, beneficial properties and losses on disposals and depreciation and
amortization improved by $7,607. This enchancment was greater than offset by an
enhance within the money circulate required to fund working capital, specifically an
enhance in inventories because of the expanded operations and reduces in
accounts payable and accrued liabilities and revenue taxes payable.

Efectivo neto proporcionado por (utilizado en) actividades de inversión


During the six months ended June 30, 2022, the Company used $9,488 of web money
by means of investing actions in comparison with $44,738 of web money offered by
investing actions for the six months ended June 30, 2021, which represented a
change of $54,226. Net money utilized in investing actions for the six months
ended June 30, 2022 included (i) $12,776 on the acquisition of capital belongings and
intangibles, (ii) a $5,999 web discount in notes receivable and (iii) $3,400
paid for short-term investments. Net money offered by investing actions for
the six months ended June 30, 2021 included (i) $15,829 on the acquisition of
capital belongings and intangibles, (ii) a $8,825 web discount in notes receivable
and (iii) $50,408 of proceeds from enterprise divestitures, together with the associated
sale of promissory notes.

Efectivo neto proporcionado por (utilizado en) actividades de financiación


During the six months ended June 30, 2022, the Company had $18,017 of web money
offered by financing actions in comparison with $40,505 of web money utilized in
financing actions for the six months ended June 30, 2021, which represented a
change of $58,522. Net money offered by financing actions for the six months
ended June 30, 2022 included (i) $24,489 of web proceeds from financing, (ii)
($938) of repayments of debt and (iii) ($5,534) of capital distributions to
non-controlling curiosity. Net money utilized in financing actions for the six
months ended June 30, 2021 included (i) $3,565 of web proceeds from financing
and (ii) ($44,070) of repayments of debt.

                                       40
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Recursos de capital

Estructura de capital y deuda

Nuestra deuda pendiente al 30 de junio de 2022 y 31 de diciembre de 2021 es como sigue:


 Debt balances                                    June 30, 2022       

31 de diciembre de 2021

Pasivo de financiación (venta fallida con arrendamiento posterior) $ 15,253 ps

     15,253
 Finance lease liabilities                               11,052                   5,245
 7.50% Loan due April 2026                               31,024                  30,763
 6.10% Secured debenture due September 2030              46,274             

46,050

 Note due December 2024                                   3,958             

4,750

 9.75% Credit amenities due January 2026                93,979             

68,673

 Total debt                                      $      201,540      $      

170.734

 Less: present portion of debt                            7,363                   1,583
 Total long-term debt                            $      194,177      $          169,151

compromisos y contingencias

compromisos

La Compañía proporciona líneas de crédito renovables a varios terceros. Consulte la Nota 6 de los Estados financieros consolidados condensados ​​no auditados para obtener más información.


In reference to the CanWell settlement mentioned in Note 13 of the Unaudited
Condensed Consolidated Financial Statements, the Company issued a promissory
word within the quantity of $7,750, which is non-interest bearing and is payable in
periodic funds by means of December 31, 2024.

Acuerdos definitivos


In February 2021, a subsidiary of the Company entered right into a definitive
settlement and administration companies settlement to promote an indoor cultivation
facility in Medford, Oregon ("Medford") and a retail dispensary in Powell,
Oregon ("Powell"), for whole consideration of $3,000. In March 2022, the whole
consideration was diminished to $2,000. During the six months ended June 30, 2022,
the Company bought all fairness pursuits in Medford for an combination sale worth of
$2,000 and acknowledged a achieve on sale of $290 recorded in Other revenue, web in
the Unaudited Condensed Consolidated Statements of Operations.

In September 2021, a subsidiary of the Company entered right into a definitive
settlement and administration companies agreements to promote, upon regulatory approval,
4 retail dispensaries in Oregon for whole consideration of $6,500, consisting
of a $250 money cost on the time of signing and a 10-month secured promissory
word. In June 2022, the whole consideration was diminished to $6,200. This sale
closed early within the third quarter of 2022.

Arreglo con Crecimiento del Dosel


On June 19, 2019, the shareholders of the Company and of Canopy Growth
individually permitted the Prior Plan of Arrangement involving the 2 firms.
Subsequently, on September 23, 2020, Acreage and Canopy Growth entered into an
amending settlement and the Amended Arrangement turned efficient on September 23,
2020. Refer to Note 13 of the Unaudited Condensed Consolidated Financial
Statements for additional dialogue.

Bonos de garantía


The Company has indemnification obligations with respect to surety bonds
primarily used as safety towards non-performance within the quantity of $5,000 as of
June 30, 2022, for which no liabilities are recorded on the Unaudited Condensed
Consolidated Statements of Financial Position.

La Compañía está sujeta a otros compromisos de capital y obligaciones similares. A partir de 30 de junio de 2022tales cantidades no eran materiales.

                                       41
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Contingencias

Las operaciones de la Compañía están sujetas a una variedad de regulaciones locales y estatales. El incumplimiento de una o más de esas regulaciones podría resultar en multas, restricciones en sus operaciones o pérdida de permisos que podrían resultar en el cese de operaciones de las subsidiarias aplicables de la Compañía. Si bien la administración de la Compañía cree que las subsidiarias de la Compañía cumplen con las reglamentaciones locales y estatales aplicables a partir de 30 de junio de 2022, las regulaciones del hashish continúan evolucionando y están sujetas a diferentes interpretaciones. Como resultado, las subsidiarias de la Compañía pueden estar sujetas a multas, sanciones o restricciones reglamentarias en el futuro.


The Company and its subsidiaries could also be, on occasion, topic to varied
administrative, regulatory and different authorized proceedings arising within the atypical
course of enterprise. Contingent liabilities related to authorized proceedings are
recorded when a legal responsibility is possible, and the contingent legal responsibility could be
fairly estimated. Refer to Note 13 of the Unaudited Condensed Consolidated
Financial Statements for additional dialogue.

Estimaciones y políticas contables críticas


We have adopted numerous accounting insurance policies to organize the Unaudited Condensed
Consolidated Financial Statements in accordance with GAAP. Certain of our
accounting insurance policies require the applying of serious judgment by
administration in deciding on the suitable assumptions for calculating monetary
estimates. In our 2021 Annual Report on Form 10-Ok, we recognized the important
accounting insurance policies which have an effect on our extra important estimates and assumptions
utilized in making ready our consolidated monetary statements.

A partir de 30 de junio de 2022 no ha habido cambios materiales en nuestras políticas y estimaciones contables críticas con respecto a las divulgadas anteriormente en nuestro Informe Anual 2021 en el Formulario 10-Ok para el año finalizado 31 de diciembre de 2021.

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