CRON 10-K & 10-Q changes, risk factors and insider trading

An investment in us involves a number of risks. In addition to the other information contained in this Annual Report and in other filings we make, investors should give careful consideration to the following risk factors. Any of the matters highlighted in these risk factors could adversely affect our business, results of operations and financial condition, causing an investor to lose all, or part of, its, his or her investment. The risks and uncertainties described below are those we currently believe to be material, but they are not the only ones we face. If any of the following risks, or any other risks and uncertainties that we have not yet identified or that we currently consider not to be material, actually occur or become material risks,material, our business, prospects, financial condition, results of operations and cash flows and consequently the price of our securities could be materially and adversely affected.

•Our products are new; there is limited long-term data with respect to the effects and the safety of our products, which is subject to conflicting medical data;data, and our products have been and may be in the future subject to recalls.

•The production and distribution of our products is subject to disruption,disruption theas a result of risks ofinherent anto agricultural businessoperations and theour riskreliance on third-party suppliers and distributors may not perform their obligations to us.distributors.

•Our businessesbusiness facefaces highly competitive conditions, including from the illegal cannabis market and licensed cannabis competitors that fail to comply with applicable regulations.

•We have had twomultiple restatements and seven material weaknesses in our internal control over financial reporting overin the last six years.past.

•Our business may be negatively impacted by the Middle East Conflict or the imposition of an anti-dumping duty or other restrictions on our imports into Israel.

We have incurred significant losses in recent periods and have had negative operating cash flow for fivefour of the last six fiscal years. We may not be able to achieve or maintain profitability and may continue to incur significant losses in the future even in light of our Realignment, the change in the nature of operations at the Peace Naturals Campus, the exit of our U.S. operations, the cessation of our operations at the Cronos Fermentation Facility and the Cronos GrowCo Transaction.future. In addition, we expect to continue to incur significant costs and operating expenses as we implement initiatives to continue to grow our business. If our revenues do not increase to offset these expected costs and operating expenses, we will not be profitable. If our revenue declines or fails to grow at a rate faster than our operating expenses, we will not be able to achieve and maintain profitability in future periods. As a result, we may continue to generate losses. We may not achieve profitability in the future and, even if we do become profitable, we might not be able to sustain that profitability.

We may not be able to successfully manage changes in our business or sustain our growth.

WeOur arebusiness currentlyhas in an early development stageevolved and may be subjectcontinue to growth-relatedevolve risks,as includingwe capacityadjust constraintsour operating footprint, expand in select markets, and pressure on our internal systems and controls, which may place significant strain on ourimplement operational and managerialstrategic resources.initiatives. While our revenue has generally grown in recent years, ourOur ability to manage changes in our business and sustain revenueour growth will depend on a number of factors, many of which are beyond our control, including, but not limited to, changes in laws and regulations respecting the production of cannabis products, competition from other license holders, the size of the illegal market and the adult-use market in Canada and the other markets in which we sell,sell andor distribute, our ability to produce sufficient volumes of our products to meet customer demand.demand, Ourour ability to manage growth effectively will require us to continue to implement and improve our operational and financial systems and controls, and our ability to expand, train and manage our employee base. There can be no assurances that we will be able to manage changes in our business or sustain our growth successfully. Any inability to manage changes in our business or sustain our growth successfully could have a material adverse effect on our business, financial condition and results of operations.

Our use of joint ventures may exposeexposes us to risks associated with jointly owned investments.

We currently operate parts of our business through joint ventures with other companies, and we may enter into additional joint ventures and strategic alliances in the future. Joint venture investments may involve risks not otherwise present for investments made solely by us, including: (i) we may not control the joint ventures, either by virtue of our economic or legal ownership share, or our ability to influence day-to-day operational decision-making; (ii) our joint venture partners may not agree to distributions that we believe are appropriate; (iii) where we do not have substantial decision-making authority, we may experience impasses or disputes with our joint venture partners on certain decisions, which could require us to expend additional resources to resolve such impasses or disputes, including litigation or arbitration; (iv) our joint venture partners may become insolvent or bankrupt, fail to fund their share of required capital contributions or otherwise fail to fulfill their obligations as a joint venture partner; (v) the arrangements governing our joint ventures may contain certain conditions or milestone events that may never be satisfied or achieved; (vi) our joint venture partners may have business or economic interests that are inconsistent with ours and may take actions contrary to our interests; (vii) we may suffer losses as a result of actions taken by our joint venture partners with respect to our joint venture investments; (viii) it may be difficult for us to exit a joint venture if an impasse arises or if we desire to sell our interest for any reason; (ix) our joint venture partners may exercise termination rights under the relevant agreements and (x) conflicts of interest may arise between our joint ventures and Company personnel who are directors of our joint ventures because of the fact that such directors are employed by us. Certain of these risks have materialized in the past. In addition, we may, in certain circumstances, be liable for the actions of our joint ventures or joint venture partners. Any of the foregoing risks could have a material adverse effect on our business, financial condition and results of operations, and the magnitude of these material adverse effects could be greater to the extent we decide to rely on such joint ventures for certain goods or services, such as the receipt of raw materials from Cronos GrowCo, or decide to outsource certain operating activities to such joint ventures.

WhileOur ourprior revenueperformance in Israel has experienced periods of significant growth, our prior performance is not indicative of any potential future results in Israel. The Middle East Conflict has created significant uncertainty with respect to our operations in Israel and may materially and adversely affect our sales and other activities in Israel. There can be no assurance that our growth in the Israeli market can be sustained or will continue. Our ability to manage and sustain revenue growth in Israel will depend on a number of factors, many of which are beyond our control, including, but not limited to, the impact of, and developments in, the Middle East Conflict on our operations, our ability to continue to import cannabis into Israel (including the outcome of the Anti-Dumping Investigation initiated by the Israel Ministry of Economy and Industry, see Part II, Note 12(b) “Contingencies” to the consolidated financial statements under Item 8 of this Annual Report for further details), changes in laws and regulations respecting the cultivation, production, marketing and sale of medical cannabis products in Israel, growth of the medical cannabis patient count in Israel, increased competition, our ability to produce sufficient volumes of our products to meet customer demand and our ability to maintain or grow our market share in Israel. Any of these factors could materially and negatively impact our growth in Israel.

We have begun to further leverage our strategic joint venture with Cronos GrowCo. Our revised plans for the Peace Naturals Campus as well as the Company’s intention to pursue a sale of the Cronos Fermentation Facility, the completion of the Cronos GrowCo Transaction and entry into the Cronos GrowCo Supply Agreement have increased the importance of Cronos GrowCo to our business and operations. Cronos GrowCo’s production facilities are our principal source of raw materials. Therefore, our performance in Israel is reliant on our ability to acquire sufficient raw materials on a timely and cost-effective basis from Cronos GrowCo and to continue to import such raw materials and cannabis products to Israel from Cronos GrowCo’s production facilities. Though the Company provided an approximately $51 million secured non-revolving credit facility to Cronos GrowCo to fund the expansion of Cronos GrowCo’s cultivation and processing facilities (such area, the “Phase 2 Expansion Area”), thereThere is no guarantee that we will be able to successfully execute our strategy to expand production at Cronos GrowCo or that we will be able to obtain the regulatory approvals, licenses and permits required for both the export of cannabis from Canada and the import of cannabis into Israel. Further, there can be no assurance that the Anti-Dumping Investigation will not result in the imposition of an anti-dumping duty on us or limit our imports into Israel, or that other trade restrictions will not limit our imports into Israel, the impact of which could have a material adverse effect on our business in Israel.

Our acquisition strategy may not be successful, and we have in the past, and may in the future, need to write down the goodwill and indefinite-lived intangible assets recognized upon the acquisitions.acquisition.

We have had twomultiple restatements and seven material weaknesses in our internal control over financial reporting overin the last six years.past. We have experienced significant turnover, both voluntary and involuntary, in our accounting and financial reporting functions, as well as in our internal audit function. If we are unable to create and maintain an appropriate control environment, our business, results of operations, financial condition, cash flows and reputation will be adversely affected.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) and for evaluating and reporting on the effectiveness of our system of internal control. Effective internal control is necessary for us to provide timely, reliable and accurate financial reports, identify and proactively correct any deficiencies, material weaknesses or fraud and meet our reporting obligations. We had two restatements and seven material weaknesses in the last six years and have had significant turnover, both voluntary and involuntary, in our accounting and financial reporting functions as well as in our internal audit function. Moreover, we had a material weakness in our control environment existing as of December 31, 2022. Remediation efforts placed a significant burden on management and added increased pressure on our financial reporting resources and processes. The accuracy of our financial reporting and our ability to timely file with the SEC and the applicable securities regulatory authorities in Canada have in the past been, and may in the future be, adversely impacted if any additional material weaknesses in our internal control over financial reporting are identified. In addition, if additionalby material weaknesses or significant deficiencies in our internal control occurover infinancial thereporting. future,Restatement we could be required to restateof our financial statements again,due whichto material weaknesses or significant deficiencies could materially and adversely affect our business, results of operations and financial condition, restrict our ability to access the capital markets, require us to expend significant resources to correct the material weaknesses,weaknesses or significant deficiencies, subject us to regulatory investigations and penalties, harm our reputation, cause a decline in investor confidence or otherwise cause a decline in our stock price.

Further, asAs of the date of our settlement with the SEC Order, we have lost our status as a(the “well-knownSEC seasonedOrder”), issuer”October 24, 2022, and for a period of threefive years,years which places limitations on the manner in which we can market our securities to the public, andthereafter, we are unable to rely on the private offering exemptions provided by Regulations A and D under the Securities Act for a period of five years,Act, which could impair our ability to raise additional capital in the private market quickly in response to changing requirements and market conditions.

There can be no assurance that our current and future strategic alliances or expansions of scope of existing relationships will have a beneficial impact on our business, financial condition and results of operations.

We currently have, and may in the future enter into additional,into, strategic alliances with third parties that we believe will complement or augment our existing business. Our ability to complete strategic alliances is dependent upon, and may be limited by, the availability of suitable candidates and capital. In addition, strategic alliances could present unforeseen integration or operational obstacles or costs, could lead to or exacerbate product or supply shortages that could impact other markets in which we operate, may not enhance our business and may involve risks that could adversely affect us, including significant amounts of management time that may be diverted from operations in order to pursue and complete such transactions or maintain such strategic alliances. Future strategic alliances could result in the incurrence of debt, costs and contingent liabilities, and there can be no assurance that future strategic alliances will achieve, or that our existing strategic alliances will achieve,achieve the expected benefits to our business or that we will be able to consummate future strategic alliances on satisfactory terms,terms or at all. Any of the foregoing could have a material adverse effect on our business, financial condition and results of operations.

Under the Cronos GrowCo Supply Agreement, which governs our commercial arrangement with Cronos GrowCo, our option to purchase cannabis biomass from Cronos GrowCo is subject to fixed pricing. In the event of a decline in theIf wholesale market priceprices of cannabis biomass,decline, we may choose not to exercise our option to purchase biomass from Cronos GrowCo at the fixed prices setand forthinstead in the Cronos GrowCo Supply Agreement. Instead, we may attemptseek to purchase such biomass at the prevailing market price from Cronos GrowCo or third parties. IfHowever, if we declinedo tonot exercise our option to purchase biomass from Cronos GrowCo,option, Cronos GrowCo would be under no obligation to sell to us at such lower market prices.prices, Additionally, if we attempt to purchase biomass from third parties,and there can be no assurance that wethird-party suppliers will be able to doprovide sobiomass on a consistent basis or in the quantities, strains, grades and qualities we require. Similarly, if wholesale cannabis prices increase materially, our fixed-price purchasing arrangement with Cronos GrowCo may negatively impact the results of its operations, create economic misalignment between Cronos and Cronos GrowCo, and adversely affect long-term supply availability, reliability, and our consolidated financial results. As a result, wholesale price volatility could adversely affect our cost structure, supply reliability, and results of operations.

We are anticipating further shortages in raw materials and may be unable to obtain adequate supplies of raw materials in a timely manner and at commercially reasonable prices.

Our production operations require that we obtain adequate supplies of raw materials, particularly biomass, on a timely basis, at commercially reasonable prices and in the quantities, strains, grades and qualities that we require. From time to time, including presently,time there have been shortages of raw materials. Industry-wide shortages in the supply of raw materials could result in industry-wide raw material price adjustments and shortages.

Cronos GrowCo’s production facilities are our principal source of raw materials. Therefore, our production operations are reliant on our ability to acquire such raw materials from Cronos GrowCo on a timely, cost-effective basis and in the quantities, strains, grades and qualities we require. If Cronos GrowCo is unable to meet our needs for raw materials (includingon bya nottimely, producingcost-effective basis and in the quantities, strains, grades and qualities of biomass that we anticipaterequire in(which ourmay forecasts, as well as being unable to meet demand in excess of our previousexceed forecasts), we may be, and have in the past been, required to source additional supply from third parties.parties, and we may not be able to do so on a timely basis at commercially reasonable prices or in the quantities, strains, grades and qualities we require.

We may not be able to find third-party suppliers capable of supplying raw materials on a timely basis at commercially reasonable prices or in the quantities, strains, grades and qualities we require. If we are unable to secure the necessary raw materials,materials we require, we may experience product shortages and delays, we may be unable to launch new productsproducts, and we may be required to discontinue certain products,products. whichAny couldsuch have a material adverse effect on our business, financial condition and results of operations. Product shortages, discontinuations or delaysdisruptions could result in customers listing fewer ofproduct ourlistings, products, our failure to maintain or growimpact our market shareshare, and cause reputational damage, which could materially and adversely affect our results of operations, financial condition, business and prospects.

Our option to purchase a significant portion of Cronos GrowCo’s production could strain Cronos GrowCo’s ability to develop, maintain and grow profitable relationships with third partythird-party customers.

Under the Cronos GrowCo Supply Agreement, we have the option to purchase a significant portion of Cronos GrowCo’s production. There can be no assurance that Cronos GrowCo will be able to sell its remaining production to third parties at commercially viable prices or on commercially viable terms. Likewise, volatility in the exercise of Cronos’ option could negatively impact Cronos GrowCo’s ability to forecast the portion or quantity of its production available for sale to third parties, which could negatively impact Cronos GrowCo’s ability to develop, maintain and grow profitable relationships with third partythird-party customers. To the extent Cronos GrowCo encounters difficulty in selling its remaining production capacity to third parties, Cronos GrowCo’s results of operations may be significantly and adversely affected, which may have a material adverse effect on our results of operations.

Cronos GrowCo’s production facilities are our principal source of raw materials. In addition to various termination rights under the Cronos GrowCo Supply Agreement, following an initial four-year term, the Cronos GrowCo Supply Agreement is subject to automatic renewal for successive one-year periods unless either party provides notice of non-renewal. In the event of non-renewal or termination of the Cronos GrowCo Supply Agreement, we would be required to source cannabis biomass from third parties or negotiate a new supply agreement with Cronos GrowCo, and we may not be able to do so on a timely basis at commercially reasonable prices or in the quantitiesquantities, strains, grades and qualities we require. IfAny we are unabledisruption to secureour theaccess necessaryto raw materials,materials wecould mayresult experiencein product shortagesshortages, delays, and delays, we may be unable to launch new productsdiscontinuations and welimitations mayon beproduct required to discontinue certain products,launches, which could have a material adverse effect on our business, financial condition and results of operations.

We may not successfully execute or sustain our production capacity strategy.

Cronos GrowCo’s ability to continue the cultivation of cannabis biomassoperate at its current rateproduction or at all,levels and itsoptimize abilityoutput, to increase its cultivation capacitymargins and production,efficiency includingfollowing in connection with the construction of its Phase 2 Expansion Area,expansion may be affected by a number of factors, including plantregulatory design errors, non-performance by third party contractors, increases in material orrequirements, labor costs, cost overruns, construction delaysavailability and challenges, performance falling below expected levels of output or efficiency,costs, weather conditions, contractoroperational or operator errors or disruption, breakdowns,errors, aging or failure of equipment or processes,processes and labor disputes, as well as factors specifically related to indoor agricultural and processing practices, such as reliance on provision of energy and utilities to the facility.facility, Suchand other factors beyond our control. These factors may alsoadversely affect Cronosyields, GrowCo’squality, costoperating ofcosts, cultivationor andsupply production.reliability.

In addition, weour ability to realize the benefits of our production capacity strategy may not be successfulaffected inby obtainingour ability to obtain the necessary approvals required to export or import our products to or from the jurisdictions in which we or our joint ventures operate. If we are unable to secure necessary productionapprovals licensesor in respect ofpermits, our facilities and those of our joint ventures, the expectations of management with respect to the increased future cultivation and growingproduction capacity strategy may not be borne out,realized, which could have a material adverse effect on our business, financial condition and results of operations.

As a result of our decision to cease operations at the Cronos Fermentation Facility, weWe no longer have the internal capacity to produce rare cannabinoids through the fermentation process developed with Ginkgo. To the extentAs we continue to utilize rare cannabinoids in our products, we mayare beengaged required to engage third-party suppliers and we may not be able to findwith third-party suppliers capable of producing rare cannabinoids at commercially viable prices or in the quantities we require. If we are unable to secure the necessary rare cannabinoids,cannabinoids from third-party suppliers, we may experience product shortages and delays and we may be unable to launch new products, which could have a material adverse effect on our business, financial condition and results of operations.

There can be no assurance that therecent Realignment, the modification of our operations at the Peace Naturals Campus, the exit of our U.S. operations, the cessation of operations at the Cronos Fermentation Facilityoperational and thestrategic Cronos GrowCo Transactioninitiatives will have a beneficial impact on our business, financial condition and results of operations. The timing, costs and benefits thereof cannot be guaranteed.

There can be no assurance that these initiatives will achieve the expected benefits toon oura businesstimely basis or reduce costs or grow our revenue as intended and, if achieved at all, the timing thereof.all. The execution and implementation of these initiatives involve risk, including that significant amounts of management’s time and Company resources could be diverted from our core operations inand order to complete such initiatives. Someother risks, some of which are outside of our control. In addition, these initiatives could present unforeseen obstacles, lead to operating inefficiencies andinefficiencies, negatively disrupt our corporate culture,culture which couldand lead to further employee attrition, any of which wouldcould have a material adverse effect on our business, financial condition and results of operations. We have and willmay continue to incur costs to implement these initiatives,initiatives (including costs in excess of projections), and we could be subject to litigation risks and expenses. Our projected costs and expenses associated with the changes in operations described above may turn outrelated to bethese too low by a material amount.initiatives.

The industries and markets in which we operate are relatively new,new and these industries and markets may not continue to exist or grow as anticipatedanticipated, orand we may ultimately be unable to succeed in these industries and markets.

For more information about our operations and the risks facing our business, see Part I, Item 1 “Business” and Part I, Item 1A “Risk FactorsFactors,”, respectively, of this Annual Report.

Cronos is an innovative global cannabinoid company committed to building disruptive intellectual property by advancing cannabis research, technology and product development. With a passion to responsibly elevate the consumer experience, Cronos is building an iconic brand portfolio. Cronos’ diverse international brand portfolio includes Spinach®, PEACE NATURALS®, LIT™ and Lord Jones®.

Unless otherwise noted or the context indicates otherwise, references in this Annual Report to the “CompanyCompany,”, “CronosCronos,”, “wewe,”, “usus,” and “our” refer to Cronos Group Inc., its direct and indirect wholly owned subsidiaries and, if applicable, its joint ventures and investments accounted for by the equity method; the term “cannabis” means the plant of any species or subspecies of genus Cannabis and any part of that plant, including all derivatives, extracts, cannabinoids, isomers, acids, salts, and salts of isomers; the term “U.S. hemp” has the meaning given to the term “hemp” in the U.S. Agricultural Improvement Act of 2018, including hemp-derived cannabidiol (“CBD”).

For 2024,2025, we reported consolidated net revenue of $117.6$146.6 million, representing a $30.4$29.0 million increase from 2023.2024. This change was primarily due to higher cannabis flower sales in Israel and other countries, which carry no excise taxes, the inclusion of a full year of Cronos GrowCo sales in the current period, and higher cannabis extract sales in the Canadian marketmarket, andpartially higheroffset by a decrease in cannabis flower sales in Israelthe andCanadian othermarket countries.due to supply constraints. Due to the consolidation of Cronos GrowCo’s results of operations in our financial statements beginning July 1, 2024, Cronos GrowCo contributed $10.3 million of cannabis flower sales to third parties in the year ended December 31, 2025, compared to $6.4 million of cannabis flower sales to third parties in the year ended December 31, 2024. No such sales were recognized for the year ended December 31, 2023.

For 2024,2025, we reported consolidated cost of sales of $91.7$83.2 million, representing a $17.2$8.5 million increasedecrease from 2023.2024. This increasedecrease was primarily due to thelower impactamounts of the inventory step-up from the transaction by which we obtained majority control of the board of directors of Cronos GrowCo Transaction,(the higher“Cronos cannabisGrowCo flowerTransaction”) recognized into cost of sales, as well as the consolidation of Cronos GrowCo and extractproduction sales in the Canadian market, and higher cannabis flower sales in Israel and other countries,efficiencies, partially offset by productionhigher costsales improvements.volumes. For 2025 and 2024, we recognized $0.5 million and $5.3 millionmillion, respectively, of inventory step-up from the Cronos GrowCo Transaction into cost of sales since July 1, 2024. No such costs were recognized for 2023.sales.

For each of 2025 and 2024, we reported inventory write-downs of $0.7 million, representing a $0.1 million decrease from 2023.million. The activity in both periodsyears was primarily due to write-downs resulting from unusable inventory that was scrapped in the period.

For 2024,2025, we reported consolidated gross profit of $25.2$62.8 million, representing ana $13.3$37.6 million increase from 2023.2024. The increase in gross profit was primarily due to higherlower cannabis flower and extract sales in the Canadian market, higher cannabis flower sales in Israel and other countries, and production cost improvements, partially offset by the impact on costamounts of sales from the inventory step-up from the Cronos GrowCo Transaction.Transaction recognized into cost of sales, the consolidation of Cronos GrowCo, higher average sales prices driven primarily by a mix shift to Israel and other countries, higher sales volumes, and production efficiencies. For 2025 and 2024, gross profit was reduced $0.5 million and $5.3 millionmillion, respectively, as a result of the impact of the inventory step-up from the Cronos GrowCo Transaction that was recorded into cost of sales since July 1, 2024. No such costs were recognized for 2023.sales.

For 2024,2025, we reported sales and marketing expenses of $21.6$21.8 million, representing aan decreaseincrease of $1.1$0.2 million from 2023.2024. The decreaseincrease was primarily due to lowerhigher salaries and benefitsbenefits, andpartially reducedoffset advertisingby andlower marketing spend.expenses.

An investment in us involves a number of risks. A detailed discussion of our risk factors appears in Part I, Item 1A. Risk Factors of the Annual Report. Except as set forth below, there have been no material changes to the risk factors disclosed in the Annual Report. Any of the matters highlighted in the risk factors described in the Annual Report or below could adversely affect our business, results of operations and financial condition, causing an investor to lose all, or part of, its,the his or herinvestor’s investment. These risks and uncertainties are those we currently believe to be material, but they are not the only ones we face. If any of these risks and uncertainties, or any other risks and uncertainties that we have not yet identified or that we currently consider not to be material, actually occur or become material risks, our business, prospects, financial condition, results of operations and cash flows and consequently the price of our securities could be materially and adversely affected.

The following discussion and analysis should be read together with other information, including the Company’s condensed consolidated financial statements and the related notes to those statements, included in Part I, Item 1 of this Quarterly Report on Form 10-Q for the quarterly period ended MarchJune 31,30, 2026 (this “Quarterly Report”), consolidated financial statements appearing in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”), Part I, Item 1A, Risk Factors, of the Annual Report and Part II, Item 1A, Risk Factors, of this Quarterly Report.

•the ongoing impact of theinvestigations publicor investigation into Canadian licensed producers of alleged dumping of medical cannabis imports from Canada into Israelproceedings by the Trade Levies Commissioner of the Israel Ministry of Economy and Industry or other Israeli governmental authorities concerning alleged dumping of medical cannabis imports from Canada into Israel (collectively, the “Anti-Dumping InvestigationMatters”), including the timing and outcome thereof, any anti-dumping duty or other measure that may be imposed and the proposedimpact anti-dumpingthereof duty to whichon the Company’s importsability wouldto beimport subjectand sell products in Israel;

•expectations related to the conflict involving the United States, Israel, Hamas, Hezbollah, Houthis, Iran, Iran’s proxies and other stakeholders in the region (the “Middle East Conflict”) and its impact on our employees, facilities, and operations in Israel, the supply of product in the market and the demand for product by medical patients in Israel, and our operating costs, as well as any regional or global escalations and their impact to global commerce and stability;

•expectations related to markets outside of Canada and Israel, and our ability to successfully maintain, expand and distribute the PEACE NATURALS® brand in those markets;

•expectations related to the impact of our decision to exit our U.S. hemp-derived cannabinoid product operations and any future plans to re-enter the U.S. market;

•expectations related to the transaction by which we obtained majority control of the board of directors of Cronos GrowCo (the “Cronos GrowCo Transaction”), which qualified as a business combination under Accounting Standards Codification (“ASC”) 805, and the expansion of Cronos GrowCo’s purpose-built cultivation and processing facilities and any additional supply or growth opportunities (including in the wholesale market) provided thereby;

•expectations related to the impact of the renewed share repurchase program that was authorized on May 8, 2026, including the timing and amount of repurchases;

•expectations regarding revenues, expenses, gross marginsmargins, Adjusted EBITDA (as defined below), profitability, cash flows, foreign currency effects, interest income and capital expenditures;

The Forward-Looking Statements contained herein are based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including: (i) our ability to effectively navigate developments related to the Anti-Dumping InvestigationMatters, any anti-dumping duty or other measure that may be imposed and the proposedimpact anti-dumping duty to which the Company’s imports would be subject and its impactthereof on our operations in Israel; (ii) our ability to effectively navigate developments related to the Middle East Conflict and its impact on our employeesemployees, facilities and operations in Israel, the supply of product in the market and demand for product by medical patients in IsraelIsrael, and our operating costs; (iii) our ability to efficiently and effectively distributemaintain and expand our distribution of our PEACE NATURALS® brand in markets outside of Canada and Israel; (iv) expectationsour relatedability to theidentify impactand ofexecute ourlegally decisionpermissible opportunities to exitre-enter ourthe U.S. hemp-derived cannabinoid product operationsmarket; (v) our ability to realize the expected cost-savings, efficiencies and other benefits of our Realignment and other announced cost-cutting measures and employee turnover related thereto; (vi) our ability to efficiently and effectively manage our operations at our Peace Naturals Campus; (vii) our ability to efficiently and effectively acquire raw materials on a timely and cost-effective basis from third parties or Cronos GrowCo; (viii) our ability to realize the expected benefits related to the expansion of Cronos GrowCo’s purpose-built cannabis facility (including the quantity and quality of any additional supply provided thereby and the stability of pricing and demand with respect to such supply) and the ability of Cronos GrowCo to repay the credit facility provided by Cronos; (ix) High Tide’s ability to repay the High Tide Loan, the performance of the High Tide Loan and the High Tide Warrant, and our ability to realize benefits related to the performance of the High Tide Warrant; (x) our ability to complete the acquisition of CanAdelaar on the terms and within the timelines anticipated, including the timely receipt of required regulatory approvals and the satisfaction of other closing conditions, and our ability to realize any expected benefits, synergies and operational performance associated with such acquisition; (xi) our ability to realize anticipated benefits, synergies or generate revenue, profits or value from our business combinations and strategic investments; (xii) the production and manufacturing capabilities and output from our facilities and our joint ventures, strategic alliances and equity investments; (xiii) government regulation of our activities and products including, but not limited to, the areas of cannabis taxation and environmental protection; (xiv) the timely receipt of any required regulatory authorizations, approvals, consents, permits and/or licenses; (xv) consumer interest in and the scalability of our products; (xvi) our ability to differentiate our products, including through the utilization of rare cannabinoids; (xvii) competition; (xviii) anticipated and unanticipated costs; (xix) our ability to generate cash flow from operations and the sufficiency of our cash and cash equivalents and short-term investments to fund our business operations, acquisitions, strategic investments, share repurchases and capital expenditures; (xx) our ability to conduct operations in a safe, efficient and effective manner; (xxi) our ability to hire and retain qualified staff and acquire equipment and services in a timely and cost-efficient manner; (xxii) our ability to complete planned dispositions and, if completed, obtain our anticipated sales price; (xxiii) general economic, financial market, regulatory and political conditions in which we operate; (xxiv) management’s perceptions of historical trends, current conditions and expected future developments; and (xxv) other considerations that management believes to be appropriate in the circumstances. While our management considers these assumptions to be reasonable based on information currently available to management, there is no assurance that such expectations will prove to be correct.

By their nature, Forward-Looking Statements are subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct, and that objectives, strategic goals and priorities will not be achieved. A variety of factors, including known and unknown risks, many of which are beyond our control, could cause actual results to differ materially from the Forward-Looking Statements in this Quarterly Report and other reports we file with, or furnish to, the SEC and other regulatory agencies and made by our directors, officers, other employees and other persons authorized to speak on our behalf. Such factors include, without limitation, negative impacts on our business and operations in Israel due to the Anti-Dumping Investigation,Matters, including that we may not be able to produce, import or sell our products in Israel as a result thereof; negative impacts on our employees, businessbusiness, facilities and operations in Israel due to the Middle East Conflict, including that we may not be able to produce, import or sell our products or protect our people or facilities in Israel during the Middle East Conflict, the supply of product in the market and the demand for product by medical patients in Israel, and inflationary pressures and related increases in input, production, transportation and other operating costs, as well as potential impacts on consumer purchasing power; that we may not be able to successfully maintain or expand distribution of our products in our markets outside of Canada or Israel or generate meaningful revenue in those markets; that we may be unable to further streamline our operations and expenses; that we may not be able to effectively and efficiently re-enter the U.S. market in the future; that we may not be able to access raw materials on a timely and cost-effective basis from third parties or Cronos GrowCo; that the expected benefits of the expansion of Cronos GrowCo’s purpose-built cannabis facility (including any additional supply provided thereby) may not be fully realized within a reasonable time or at all or that Cronos GrowCo may not be able to repay its borrowings under the credit facility provided by Cronos; that the expected benefits of the High Tide Warrant and the High Tide Loan may not be fully realized within a reasonable time or at all or that High Tide may not be able to repay its borrowings under the High Tide Loan; that we may not be able to consummate our planned acquisition of CanAdelaar on the anticipated timeline or at all; the military conflict between Russia and Ukraine may disrupt our operations and those of our suppliers and distribution channels and negatively impact the demand for and use of our products; the risk that cost savings and any other synergies from the Altria Investment may not be fully realized or may take longer to realize than expected; failure to execute key personnel changes; that our Realignment and our further leveraging of our strategic partnerships will not result in the expected cost-savings, efficiencies and other benefits or will result in greater than anticipated turnover in personnel; that we may not be able to efficiently and effectively manage our operations, and any changes thereto, at our Peace Naturals Campus; lower levels of revenues; the lack of consumer demand for or our inability or challenges in successfully scaling our products; our inability to manage disruptions in credit markets; unanticipated future levels of capital, environmental or maintenance expenditures, general and administrative and other expenses; failure to realize expected growth opportunities; the lack ofinsufficient cash flowflow, necessaryliquidity or capital resources to execute our business plan (either within the expected timeframe or at all), fund our operations, acquisitions, strategic investments, share repurchases or capital expenditures; difficulty raising capital; the potential adverse effects of judicial, regulatory or other proceedings, or threatened litigation or proceedings, on our business, financial condition, results of operations and cash flows; volatility in and/or degradation of general economic, market, industry or business conditions; compliance with applicable environmental, economic, health and safety, energy and other policies and regulations and in particular health concerns with respect to vaping and the use of cannabis and U.S. hemp products in vaping devices; the unexpected effects of actions of third parties such as competitors, activist investors or federal (including U.S. federal), state, provincial, territorial or local regulatory authorities or self-regulatory organizations; adverse changes in regulatory requirements in relation to our business and products; our failure to improve our internal control environment and our systems, processes and procedures; and the factors discussed under Part II, Item 1A “Risk Factors” in this Quarterly Report. Readers are cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on Forward-Looking Statements.

All currency amounts in this Quarterly Report are stated in U.S. dollars, which is our reporting currency, unless otherwise noted. All references to “dollars” or “$” are to U.S. dollars. The assets and liabilities of our foreign operations are translated into dollars at the exchange rate in effect as of MarchJune 31,30, 2026, MarchJune 31,30, 2025, and December 31, 2025. Transactions affecting the shareholders’ equity (deficit) are translated at historical foreign exchange rates. The condensed consolidated statements of net income (loss) and comprehensive income (loss) and condensed consolidated statements of cash flows of our foreign operations are translated into dollars by applying the average foreign exchange rate in effect for the reporting period as reported on Bloomberg.

On May 8, 2026, the Company entered into an amendment to the SPA pursuant to which the parties agreed to extend the Long Stop Date (as defined in the SPA) for closing of the acquisition from June 9, 2026 to September 9, 2026. The extension provides additional time to satisfy certain closing conditions, including obtaining required regulatory clearancesclearance in the Netherlands, receipt of confirmations relating to CanAdelaar’s licenses and completion of the Bibob review (a background check conducted by Dutch authorities). No other material changes were made to the terms of the transaction.

The Company expects the acquisition to close in the summersecond half of 2026.

The Middle East Conflict, including the recent escalation involving the United States, Israel and Iran, has contributed to increased energy and shipping costs. While theThe impact of these cost increases on the Company’s results for the three and six months ended MarchJune 31,30, 2026,2026 was not material, the Company expects such cost pressures to have an adverse effect on gross margins in the second quarter of 2026.material. The Company is monitoring these impacts and pursuing mitigation efforts through supply chain optimization and cost reduction initiatives.

For the three months ended MarchJune 31,30, 2026, we reported consolidated net revenue of $45.2$53.0 million, representing an increase of $12.9$19.6 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, we reported consolidated net revenue of $98.2 million, representing an increase of $32.5 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the increase was primarily due to higher cannabis flower sales in Israel and other countries, specifically Germany, which carry no excise taxes, and higher cannabis extractflower and flowerextract sales in the Canadian market. In addition, net revenue for both comparative periods benefited from the strengthening of the New Israeli Shekel versus the U.S. dollar in the current period.

For the three months ended MarchJune 31,30, 2026, we reported consolidated cost of sales of $25.4$24.2 million, representing an increase of $6.9$5.3 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, we reported consolidated cost of sales of $49.6 million, representing an increase of $12.2 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the increase was primarily due to higher sales volumes in the period. For the threesix months ended MarchJune 31,30, 2025, we recognized $0.5 million of inventory step-up from the Cronos GrowCo Transaction into cost of sales. No such costs were recognized for the three months ended MarchJune 31,30, 2025 or the three and six months ended June 30, 2026.

For the three months ended MarchJune 31,30, 2026, we reported inventory write-downwrite-downs of $0.7$0.4 million, representing an increase of $0.7$0.3 million from the three months ended MarchJune 31,30, 2025. TheFor currentthe yearsix months ended June 30, 2026, we reported inventory write-downs of $1.1 million, representing an increase of $1.0 million from the six months ended June 30, 2025. Inventory write-downs for both the three and six months ended June 30, 2026 and 2025, relate to unusable inventory that was scrapped in the period. There were no such write-downs for the three months ended March 31, 2025.

For the three months ended MarchJune 31,30, 2026, we reported gross profit of $19.2$28.5 million, representing an increase of $5.4$13.9 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, we reported gross profit of $47.6 million, representing an increase of $19.4 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the increase was primarily due to higher average sales prices, largely driven by a mix shift to Israel and other countries, which carry no excise taxes, and higher sales volumes. Higher sales volumes led to higher net revenue and efficiencies as fixed overhead costs were spread over greater volumes. For the threesix months ended MarchJune 31,30, 2025, gross profit was reduced by $0.5 million as a result of the impact of the inventory step-up from the Cronos GrowCo Transaction that was recorded into cost of sales. No such costs were recognized for the three months ended MarchJune 31,30, 2025 or the three and six months ended June 30, 2026.

For the three months ended MarchJune 31,30, 2026, sales and marketing expenses were $5.6$6.8 million, representing an increase of $1.1$1.4 million compared to the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, sales and marketing expenses were $12.4 million, representing an increase of $2.5 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the increase was primarily due to higher trade marketing expenses and higher salaries and benefits.

For the three months ended MarchJune 31,30, 2026, research and development expenses were $1.4$1.2 million, representing an increase of $0.6$0.3 million compared to the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, research and development expenses were $2.6 million, representing an increase of $0.9 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the increase was primarily due to higherincreased testing, clinical study and other product development costsactivity, andas well as higher salaries and benefits.

For the three months ended MarchJune 31,30, 2026, restructuring costs were $0.5$0.3 million, representing a decrease of $0.1$0.5 million from the three months ended MarchJune 31,30, 2025. For the six months ended June 30, 2026, restructuring costs were $0.8 million, representing a decrease of $0.5 million from the six months ended June 30, 2025. For further information, see Note 7 “Restructuring” to the condensed consolidated interim financial statements under Item 1 of this Quarterly Report.

For the three months ended MarchJune 31,30, 2026, depreciation and amortization expenses were $0.4 million, representing a decrease of $0.1$0.5 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, depreciation and amortization expenses were $0.8 million, representing a decrease of $0.6 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the decrease was primarily due to lower amortization of intangible assets,assets partially offset by higherand depreciation of property, plant and equipment.

Other income and income tax expenseprovision (benefit)

For the three months ended MarchJune 31,30, 2026, interest income, net was $8.9$8.8 million, representing a decrease of $0.8$0.2 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, interest income, net was $17.7 million, representing a decrease of $1.0 million from the six months ended June 30, 2025. For both the three and six month comparative periods, the decrease in net interest incomeincome, net was primarily due to lower interest rates in the current period, partially offset by interest on our High Tide Loan.Loan in the current period.

Gain (loss)Loss on revaluation of financial instruments

For the three months ended MarchJune 31,30, 2026, the loss on revaluation of financial instruments was $2.5$0.6 million, essentially flat from the three months ended June 30, 2025. For the six months ended June 30, 2026, the loss on revaluation of financial instruments was $3.1 million, representing a deterioration of $2.5 million from the threesix months ended MarchJune 31,30, 2025. TheFor changethe six month comparative period, the increased loss was primarily related to the change in fair value of our High Tide Warrant and our investment in Vitura Health Limited (“Vitura”). For further information, see Note 3 “Investments” to the condensed consolidated interim financial statements under Item 1 of this Quarterly Report.

Foreign currency gain (loss)

For the three months ended MarchJune 31,30, 2026, foreign currency gain was $13.7$20.2 million, representing an improvement of $12.1$59.8 million from the three months ended MarchJune 31,30, 2025. For the six months ended June 30, 2026, foreign currency gain was $33.9 million, representing an improvement of $71.9 million from the six months ended June 30, 2025. The change was primarily due to the strengthening of the U.S. dollar compared to the Canadian dollar impacting the revaluation of certain foreign currency-denominated cash equivalents and short-term investments held in Canada, as well as the strengthening of the New Israeli Shekel compared to the Canadian dollar impacting the revaluation of certain foreign currency-denominated intercompany loans anticipated to be settled in the foreseeable future.

For the three and six months ended MarchJune 31,30, 2026, change in allowance for credit loss on non-operating loan was $0.1 million.million and $0.2 million, respectively. There was no such activity during the three and six months ended MarchJune 31,30, 2025. The expense relates to the change in the allowance for credit loss on the High Tide Loan. For further information, see Note 4 “Loans Receivable, net.”

For the three months ended MarchJune 31,30, 2026 and 2025, other, net was essentially nil. For the six months ended June 30, 2026, other, net primarily related to non-operating rental income.income, partially offset by a loss on disposal of assets. For the threesix months ended MarchJune 31,30, 2025, other, net primarily related to gains and losses on the disposal of assets.

For the three months ended MarchJune 31,30, 2026, income tax provision was $2.4$0.1 million, compared to a benefit of $0.5 million for the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, income tax provision was $2.5 million, compared to a benefit of $1.0 million for the six months ended June 30, 2025. For both the three and six month comparative periods, the increased expense was primarily due to decreased net operating loss utilization compared toin the threecurrent months ended March 31, 2025.period.

Net income (loss)

For the three months ended MarchJune 31,30, 2026, net income was $15.7$35.7 million, compared to a net incomeloss of $7.7$38.5 million for the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, net income was $51.4 million, compared to a net loss of $30.8 million for the six months ended June 30, 2025. For both the three and six month comparative periods, the improvement in net income was primarily due to higher gross profit and other income, partially offset by higher operating expenses.

(i)For the three and six months ended MarchJune 31,30, 2026, the loss on revaluation of financial instruments was driven by a loss related to the Company’s High Tide Warrant and the Company’s equity securities in Vitura. For the three and six months ended MarchJune 31,30, 2025, the gainloss on revaluation of financial instruments related primarily to the revaluation of the Company’s DSU liability, partially offset by a loss on the Company’s equity securities in Vitura.

(ii)For the three and six months ended MarchJune 31,30, 2026, transaction costs represented fees related to the pending acquisition of CanAdelaar. For the three and six months ended MarchJune 31,30, 2025, transaction costs represented legal, financial and other advisory fees and expenses incurred in connection with the Cronos GrowCo Transaction. These costs are included in general and administrative expenses on the condensed consolidated statements of net income (loss) and comprehensive income (loss).

(iii)For the three months ended MarchJune 31,30, 2026, other, net related to a loss on disposal of fixed assets. For the six months ended June 30, 2026, other, net related primarily to rental income. For the three and six months ended MarchJune 31,30, 20252025, other, net related to (gain) loss on disposal of assets and (gain) loss on revaluation of derivative liabilities.

(iv)For the three and six months ended MarchJune 31,30, 20262026, restructuring costs related to IT infrastructure and finance transformation costs associated with the Realignment, as described in Note 7 “Restructuring.” For the three and six months ended June 30, 2025, restructuring costs related to employee-related severance costs and IT infrastructure and finance transformation costs associated with the Realignment, as described in Note 7 “Restructuring.”

(v)For the three and six months ended MarchJune 31,30, 2026, share-based compensation related to the expenses of share-based compensation awarded to employees and DSUs issued to our Board of Directors, each under the Company’s share-based award plans, as described in Note 8 “Share-based Compensation.” For the three and six months ended MarchJune 31,30, 2025, share-based compensation related to the expenses of share-based compensation awarded to employees under the Company’s share-based award plans, as described in Note 8 “Share-based Compensation.”

(vi)For the three and six months ended MarchJune 31,30, 2026 and 2025, restatement litigation costs included legal costs incurred defending shareholder class action complaints brought against the Company as a result of the 2019 restatement.

(vii)For the three and six months ended MarchJune 31,30, 2026 and 2025, Israel Ministry of Economy and Industry dumping inquiry expense included expenditures relating to the regulatory inquiryinvestigations and proceedings about alleged dumping of medical cannabis productsimports infrom Canada into Israel and related litigation and external relations expenses.

(viii)For the three and six months ended MarchJune 31,30, 2026, change in allowance for credit loss on non-operating loan representsrelated to the allowance recognized on the High Tide loan receivable, as described in Note 4, “Loans Receivable, net.”

(ixx)For the threesix months ended MarchJune 31,30, 2025, inventory step-up recorded to cost of sales represents the portion of the inventory step-up from the Cronos GrowCo Transaction that was recorded through the condensed consolidated statements of net income (loss) and comprehensive income (loss).

For the three months ended MarchJune 31,30, 2026, Adjusted EBITDA was $5.1$13.1 million, representing an improvement of $2.8$11.4 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, Adjusted EBITDA was $18.2 million, representing an improvement of $14.2 million from the six months ended June 30, 2025. For both comparative periods, the improvement was primarily due to higher gross profit, partially offset by higher operating expenses due to higher sales and marketing, general and administrative, and research and development costs.

For the three months ended MarchJune 31,30, 2026, Adjusted Gross Profit was $19.2$28.5 million, representing an increase of $4.9$13.9 million from the three months ended MarchJune 31,30, 2025. TheFor the six months ended June 30, 2026, Adjusted Gross Profit was $47.6 million, representing an increase of $18.8 million from the six months ended June 30, 2025. For both comparative periods, the increase was primarily due to higher average sales prices, largely driven by a mix shift to Israel and other countries, which carry no excise taxes, and higher sales volumes. Higher sales volumes led to higher net revenue and efficiencies as fixed overhead costs were spread over greater volumes.

To supplement the consolidated financial statements presented in accordance with U.S. GAAP, we have presented constant currency adjusted financial measures for net revenue, gross profit, gross profit margin, operating expenses, net income (loss) and Adjusted EBITDA for the three and six months ended MarchJune 31,30, 2026, as well as cash and cash equivalents andequivalents, short-term investment and non-current interest-bearing deposit balances as of MarchJune 31,30, 2026 compared to December 31, 2025, which are considered non-GAAP financial measures. We present constant currency information to provide a framework for assessing how our underlying operations performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period income statement results in currencies other than U.S. dollars are converted into U.S. dollars using the average exchange rates from the three and six month comparative periodperiods in 2025, rather than the actual average exchange rates in effect during the respective current period; constant currency current and prior comparative balance sheet information is translated at the prior year-end spot rate rather than the current period spot rate. All growth comparisons relate to the corresponding period in 2025. We have provided this non-GAAP financial information to aid investors in better understanding the performance of our operations. The non-GAAP financial measures presented in this Quarterly Report should not be considered as a substitute for, or superior to, the measures of financial performance prepared in accordance with U.S. GAAP. See further discussion on foreign currency risk as noted in Item 3 “Quantitative and Qualitative Disclosures About Market Risk.”

The table below sets forth certain measures of consolidated results from continuing operations on a constant currency basis for the three and six months ended MarchJune 31,30, 2026 compared to the three and six months ended MarchJune 31,30, 2025 as well as cash and cash equivalents andequivalents, short-term investments and non-current interest-bearing deposits as of MarchJune 31,30, 2026 and December 31, 2025, both on an as-reported and constant currency basis (in thousands):

For the three months ended MarchJune 31,30, 2026, net revenue on a constant currency basis was $41.9$50.4 million, representing a 30%51% increase from the three months ended MarchJune 31,30, 2025. For the six months ended June 30, 2026, net revenue on a constant currency basis was $92.3 million, representing a 40% increase from the six months ended June 30, 2025. On a constant currency basis, net revenue increased for the three and six months ended MarchJune 31,30, 2026, primarily due to higher cannabis flower sales in Israel and other countries, which carry no excise taxes, and higher cannabis extractflower and flowerextract sales in the Canadian market.

For the three months ended MarchJune 31,30, 2026, gross profit on a constant currency basis was $17.6$26.9 million, representing aan 28%85% increase from the three months ended MarchJune 31,30, 2025. For the six months ended June 30, 2026, gross profit on a constant currency basis was $44.5 million, representing a 58% increase from the six months ended June 30, 2025. On a constant currency basis, gross profit increased for the three and six months ended MarchJune 31,30, 2026, primarily due to higher average sales prices, largely driven by a mix shift to Israel and other countries, which carry no excise tax,taxes, and higher sales volumes,volumes. Higher sales volumes led to higher net revenue and theefficiencies impactas offixed overhead costs were spread over greater volumes. For the inventory step-up from the Cronos GrowCo Transaction recognized in the threesix months ended MarchJune 31, 2025. For the three months ended March 31,30, 2025, we recognized $0.5 million of inventory step-up from the Cronos GrowCo Transaction in cost of sales. No such costs were recognized for the three months ended MarchJune 31,30, 2025 or the three and six months ended June 30, 2026.