Financial Analysis

28 . ACQUISITIONS (a) Year ended March 31, 2026 The following table summarizes the consolidated balance sheet impact at acquisition of the Companys business combinations that occurred in the year ended March 31, 2026. MTL Cannabis Corp. Cash and cash equivalents $ 4,999 Accounts receivable 9,752 Inventory 17,156 Other current assets 1,469 Property, plant and equipment 37,218 Intangible assets Brands 17,300 Distribution channel 10,750 Goodwill 55,685 Accounts payable ( 7,867 ) Other accrued expenses and liabilities ( 9,198 ) Other current liabilities ( 1,287 ) Deferred income tax liabilities ( 8,199 ) Other long-term liabilities ( 15,475 ) Net assets acquired $ 112,303 Consideration paid in cash $ 18,555 Consideration paid in shares 60,998 Replacement equity 4,770 Other consideration 27,980 Total consideration $ 112,303 Total consideration paid in cash $ 46,535 Less: Cash and cash equivalents acquired ( 4,999 ) Net cash outflow $ 41,536 Acquisition of MTL On March 16, 2026 , the Company and MTL completed an arrangement in accordance with a plan of arrangement under the Canada Business Corporations Act (the MTL Arrangement) and the Company now owns 100 % of the issued and outstanding common shares of MTL (the MTL Shares). Pursuant to the terms of the MTL Arrangement, shareholders of MTL (the MTL Shareholders) received 0.32 of a Canopy Share and $ 0.144 in cash (the Cash Consideration) for each MTL Share held immediately prior to the closing of the MTL Arrangement. In connection …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

33 . COMMITMENTS AND CONTINGENCIES The Company has entered into agreements in which it has committ ed to purchase a minimum amount of inventory, pay a minimum amount of royalty expenses, incur expenditures for property, plant and equipment and procure various other goods or services. The following summarizes the Companys annual minimum commitments associated with its contractual agreements as of March 31, 2026 . This amount excludes the Companys debt and lease related commitments which are disclosed elsewhere in Notes 18 and 31 , respectively in these consolidated financial statements. 2027 $ 30,205 2028 1,275 2029 679 2030 400 2031 - Thereafter - $ 32,559 Legal proceedings In the ordinary course of business, the Company is at times subject to various legal proceedings and disputes. The Company assesses the liabilities and contingencies in connection with outstanding legal proceedings utilizing the latest information available. Where it is probable that the Company will incur a loss and the amount of the loss can be reasonably estimated, a liability is recorded in the consolidated financial statements. Where a loss is only reasonably possible or the amount of the loss cannot be reasonably estimated, no liability is recorded in the consolidated financial statements, but disclosures, as necessary, are provided. …

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18 . DEBT The components of debt are as follows: March 31, 2026 March 31, 2025 Maturity Date Principle Book Value Principle Book Value Credit Facility September 18, 2027 $ - $ - $ 216,686 $ 211,120 Loan Agreement January 31, 2031 225,972 177,042 - - January 2026 Convertible Debenture July 8, 2031 55,000 56,318 - - May 2024 Convertible Debenture May 14, 2029 - - 96,358 90,231 Other revolving debt facility, loan, and financings - - 2,422 2,718 280,972 233,360 315,466 304,069 Less: current portion ( 16,237 ) ( 4,258 ) Long-term portion $ 217,123 $ 299,811 Credit Facility On March 18, 2021, the Company entered into a term loan credit agreement (the Credit Agreement) providing for a five-year , first lien senior secured term loan facility in an aggregate principal amount of US$ 750,000 (the Credit Facility). The Company had the ability to obtain up to an additional US$ 500,000 of incremental senior secured debt pursuant to the Credit Agreement. On October 24, 2022, in connection with the balance sheet actions completed as part of the creation of Canopy USA, the Company entered into agreements with certain of its lenders under the Credit Agreement to tender US$ 187,500 of the principal amount outstanding thereunder at a discounted price of US$ 930 per US$ 1,000 or US$ 174,375 in the aggregate. Additionally, on October 24, 2022, the Company and certain of its lenders agreed to make certain amendments to the Credit Agreement which, among other things, resulted in: (i) a reduction to …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

Revenue is disaggregated as follows: Years ended March 31, March 31, March 31, 2026 2025 2024 Cannabis Canadian adult-use cannabis 1 $ 94,472 $ 78,828 $ 92,803 Canadian medical cannabis 2 90,818 77,032 66,362 International markets cannabis 28,654 30,866 32,518 $ 213,944 $ 186,726 $ 191,683 Storz & Bickel $ 70,659 $ 82,269 $ 79,464 This Works - - 21,256 Other 1,2 - - 4,743 Net revenue $ 284,603 $ 268,995 $ 297,146 1 A reclassification of $ 433 of ancillary cannabis revenues from Other to Canadian adult-use cannabis occurred for the year ended March 31, 2024. 2 A reclassification of $ 5,016 of ancillary cannabis revenues from Other to Canadian medical cannabis occurred for the year ended March 31, 2024. 3 Canadian adult-use cannabis net revenue during the year ended March 31, 2026 reflects excise taxes of $ 51,856 (year ended March 31, 2025 - $ 36,442 ; and year ended March 31, 2024 - $ 40,115 ). 4 Canadian medical cannabis net revenue during the year ended March 31, 2026 reflects excise taxes of $ 10,368 (year ended March 31, 2025 - $ 8,532 ; and year ended March 31, 2024 - $ 6,673 ).

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21 . SHARE-BASED COMPENSATION CANOPY GROWTH CORPORATION SHARE-BASED COMPENSATION PLAN On September 25, 2023, the Companys shareholders approved a new Omnibus Equity Incentive Plan (the Omnibus Equity Incentive Plan) pursuant to which the Company can issue share-based long-term incentives. The Omnibus Equity Incentive Plan replaces the Companys previous equity incentive plan, which was originally approved by the Companys shareholders on July 30, 2018 (the Previous Equity Incentive Plan). The approval of the Omnibus Equity Incentive Plan and replacement of the Previous Equity Incentive Plan are detailed in the Companys definitive proxy statement filed with the Securities and Exchange Commission on August 9, 2023. All directors, employees and consultants of the Company are eligible to receive awards of common share purchase options (Options), restricted share units (RSUs), deferred share units or shares-based awards (collectively, the Awards) under the Omnibus Equity Incentive Plan, subject to certain limitations. The Omnibus Equity Incentive Plan allows for a maximum term of each Option to be ten years from the date of grant and the maximum number of common shares available for issuance under the Omnibus Equity Incentive Plan remains at 10 % of the issued and outstanding common shares from time to time, less the number of common shares issuable pursuant to other security-based compensation arrangements of the Company (including common shares reserved for issuance under the Prev …

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24 . FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value measurements are made using a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value: Level 1 - defined as observable inputs such as quoted prices in active markets; Level 2 - defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3 - defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The fair value measurement is categorized in its entirety by reference to its lowest level of significant input. The Company records cash, accounts receivable, interest receivable and, accounts payable, and other accrued expenses and liabilities at cost. The carrying values of these instruments approximate their fair value due to their short-term maturities. Unless otherwise noted, it is managements opinion that the Company is not exposed to significant interest or credit risks arising from these financial instruments. Assets and liabilities recognized or disclosed at fair value on a nonrecurring basis may include items such as property, plant and equipment, goodwill and other intangible assets, equity and other investments and other assets. The Company determines the fair value of these items using Level 3 inputs, as described in the related sections below. The following table represents the Companys financial assets and liabilities measured at estimated fair …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

27 . INCOME TAXES Net loss before income taxes was generated as follows: Years ended March 31, March 31, March 31, 2026 2025 2024 (As Restated) (As Restated) Domestic - Canada $ ( 184,743 ) $ ( 889,018 ) $ ( 317,197 ) Foreign - outside of Canada ( 78,142 ) 381,258 ( 190,569 ) $ ( 262,885 ) $ ( 507,760 ) $ ( 507,766 ) The income tax (expense) recovery consists of the following: Years ended March 31, March 31, March 31, 2026 2025 2024 Current Domestic - Canada $ ( 96 ) $ 79 $ ( 462 ) Foreign - outside of Canada 109 ( 418 ) 194 $ 13 $ ( 339 ) $ ( 268 ) Deferred Domestic - Canada $ ( 53 ) $ ( 7,006 ) $ ( 12,596 ) Foreign - outside of Canada 17 204 537 ( 36 ) ( 6,802 ) ( 12,059 ) Income tax (expense) recovery $ ( 23 ) $ ( 7,141 ) $ ( 12,327 ) As more fully described in Note 3 , income taxes that are required to be reflected in equity, instead of in the consolidated statements of operations, are included in the consolidated statements of shareholders equity, if applicable. Current and deferred income tax referred to above is recognized based on the Companys best estimate of the tax rates expected to apply to the income, loss or temporary difference. The Company is subject to income tax in numerous jurisdictions with varying tax rates. During the current year ended, there were no material changes to the enacted statutory tax rates in the jurisdictions where the majority of the Companys income for tax purposes was earned or where its material temporary differences or losses are expec …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Recently Adopted Accounting Pronouncements Income Taxes In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (ASU 2023-09), which enhances income tax disclosures, primarily through changes to the rate reconciliation and disaggregation of income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. Adoption of ASU2023-09 did not impact our consolidated balance sheets or income statements or have a material impact on our financial statement disclosures. Refer to Note 27 for the incremental disclosures required under ASU2023-09. Accounting Guidance Not Yet Adopted Disaggregation of Income Statement Expenses In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (ASU 2024-03), which requires the disclosure of additional information related to certain costs and expenses, including amounts of inventory purchases, employee compensation, and depreciation and amortization included in each income statement line item. ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. The Company is evaluating the impact on the consolidated financial statements and expects to implement the provisions of ASU 2024-03 for its fiscal year end …

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32 . RELATED PARTY Year ended March 31, 2026 There were no reportable related party transactions in the year ended March 31, 2026. Year ended March 31, 2025 For the year ended March 31, 2025, CBG converted its Canopy Shares into Exchangeable Shares (Note 20 (iv)) and additional Exchangeable Shares were issued to Greenstar as part of the Note Exchange (Note 18 ). Year ended March 31, 2024 There were no reportable related party transactions in the year ended March 31, 2024.

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25 . REVENUE Revenue is disaggregated as follows: Years ended March 31, March 31, March 31, 2026 2025 2024 Cannabis Canadian adult-use cannabis 1 $ 94,472 $ 78,828 $ 92,803 Canadian medical cannabis 2 90,818 77,032 66,362 International markets cannabis 28,654 30,866 32,518 $ 213,944 $ 186,726 $ 191,683 Storz & Bickel $ 70,659 $ 82,269 $ 79,464 This Works - - 21,256 Other 1,2 - - 4,743 Net revenue $ 284,603 $ 268,995 $ 297,146 1 A reclassification of $ 433 of ancillary cannabis revenues from Other to Canadian adult-use cannabis occurred for the year ended March 31, 2024. 2 A reclassification of $ 5,016 of ancillary cannabis revenues from Other to Canadian medical cannabis occurred for the year ended March 31, 2024. 3 Canadian adult-use cannabis net revenue during the year ended March 31, 2026 reflects excise taxes of $ 51,856 (year ended March 31, 2025 - $ 36,442 ; and year ended March 31, 2024 - $ 40,115 ). 4 Canadian medical cannabis net revenue during the year ended March 31, 2026 reflects excise taxes of $ 10,368 (year ended March 31, 2025 - $ 8,532 ; and year ended March 31, 2024 - $ 6,673 ). The Company recognizes variable consideration related to estimated future product returns and price adjustments as a reduction of the transaction price at the time revenue for the corresponding product sale is recognized. Net revenue reflects actual returns and variable consideration related to estimated returns and price adjustments in the amount of $ 5,107 for the year ended Ma …

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34 . SEGMENTED INFORMATION Reportable segments Prior to the three months ended June 30, 2025, the Company had the following four reportable segments: (i) Canada cannabis, (ii) International markets cannabis, (iii) Storz & Bickel, and (iv) This Works (divested December 18, 2023). Following a change in the CODM (as defined below) and internal reorganizations initiated by the Company in the three months ended March 31, 2025, the Company has changed the structure of its internal management reporting. Accordingly, as of the three months ended June 30, 2025, the Company began reporting its financial results for the following two reportable segments: Cannabis - includes the global production, distribution and sale of a diverse range of cannabis and cannabis-related products. Sales in Canada are pursuant to the Cannabis Act , while international sales are pursuant to applicable international legislation, regulations and permits; and Storz & Bickel - includes the production, distribution and sale of vaporizers and accessories. These segments reflect how the Companys operations are managed, how the Companys Chief Executive Officer , who is the Chief Operating Decision Maker (CODM), allocates resources and evaluates performance, and how the Companys internal management financial reporting is structured . The Companys CODM evaluates the performance of these segments, with a focus on (i) segment net revenue, and (ii) segment gross margin as the measure of segment profit or loss. A …

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3 . SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Foreign currency translation In preparing the financial statements of individual entities, transactions in currencies other than the entitys functional currency are recognized at exchange rates in effect on the date of the transactions. At each reporting date monetary assets and liabilities denominated in foreign currencies are re-translated at the exchange rates applicable at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value was determined. Non-monetary assets and liabilities that are measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Realized and unrealized exchange gains and losses are recognized through net income (loss). For the purposes of presenting consolidated financial statements, the assets and liabilities of foreign operations are translated into Canadian dollars at the exchange rates applicable at the balance sheet date. Income and expenses, and cash flows of foreign operations are translated into Canadian dollars using average exchange rates. Exchange differences resulting from translating foreign operations are recognized in accumulated other comprehensive income (loss). Transactional exchange gains and losses are included in other income (expense), net. Cash equivalents and short-term investments Cash and cash equivalents consist o …

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20 . SHARE CAPITAL Authorized An unlimited number of common shares and exchangeable shares. (i) Equity financings Year ended March 31, 2026 For the year ended March 31, 2026, the Company sold 127,505,498 Canopy Shares for gross proceeds of $ 238,379 (US$ 173,278 ) under the February 2025 ATM Program (as defined below). As of March 31, 2026, the February 2025 ATM Program has been completed and a total of 150,674,856 Canopy Shares have been sold for gross proceeds of $ 276,694 (US$ 200,000 ). On August 29, 2025, the Company established a new at-the-market equity program (the August 2025 ATM Program and together with the June 2024 ATM Program (as defined below) and the February 2025 ATM Program, the ATM Programs) that allows it to issue and sell up to US$ 200,000 of common shares of the Company to the public from time to time at the Companys discretion in concurrent public offerings in the United States (the U.S. Offering) and Canada; provided, however; that (i) sales of common shares in the August 2025 ATM Program in Canada is limited to aggregate gross sales proceeds to the Company of up to US$ 50,000 (or its Canadian dollar equivalent) (the Canadian Offering); and (ii) in no event will the combined gross sales proceeds of the August 2025 ATM Program in the United States and Canada exceed US$ 200,000 . The Company established the August 2025 ATM Program pursuant to an equity distribution agreement (the August 2025 Equity Distribution Agreement) entered into among the Company a …

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