v3.25.4
FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
 12 Months Ended
Dec. 31, 2025
Fair Value Disclosures [Abstract]  
FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
NOTE 16.     FINANCIAL INSTRUMENTS AND FINANCIAL RISK MANAGEMENT
Financial Instruments

The Company’s financial instruments are held at amortized cost (adjusted for impairment or ECL, as applicable) or fair value. The carrying values of financial instruments held at amortized cost approximate their fair values as of December 31, 2025 and December 31, 2024, due to their nature and relatively short maturity dates. There have been no transfers into or out of Level 3 for the periods ended December 31, 2025 and December 31, 2024.
The following tables summarize the Company’s financial instruments as of December 31, 2025 and December 31, 2024:
December 31, 2025
($ in thousands)Level 1Level 2Level 3Total
Financial Assets:
Loans receivable, short-term1
$— $— $1,119 $1,119 
Loans receivable, long-term1
— — 480 480 
Investments2
33 — 600 633 
Financial Liabilities:
Deferred and contingent consideration, short-term$— $— $2,566 $2,566 
Deferred and contingent consideration, long-term— — 5,815 5,815 
Unsecured promissory note3
— — 1,138 1,138 
1Loans receivable, short-term and Loans receivable, long-term are included in “Other current assets” and “Other non-current assets” respectively, on the Consolidated Balance Sheets.
2Investments are included in “Other non-current assets” on the Consolidated Balance Sheets.
3Unsecured promissory note included in “Long-term notes and loans payable, net” on the Consolidated Balance Sheets.

December 31, 2024
($ in thousands)Level 1Level 2Level 3Total
Financial Assets:    
Loans receivable, short-term1
$— $— $— $545 
Loans receivable, long-term1
— — — 1,695 
Investments2
53 — 600 653 
Financial Liabilities:
Deferred and contingent consideration, short-term$— $— $2,486 $2,486 
Deferred and contingent consideration, long-term— — 7,736 7,736 
1Loans receivable, short-term and Loans receivable, long-term are included in “Other current assets” and “Other non-current assets” respectively, on the Consolidated Balance Sheets.
2Investments are included in “Other non-current assets” on the Consolidated Balance Sheets.
The following table presents a roll-forward of the balance sheet amounts measured at fair value on a recurring basis and classified as Level 3. The classification of an item as Level 3 is based on inputs for assets or liabilities that are not based on observable market data.
Year Ended December 31, 2025
Level 3 Fair Value Measurements
($ in thousands)Loans receivable, short-termLoans receivable, long-termDeferred and contingent consideration, short-termDeferred and contingent consideration, long-term
Unsecured promissory note
Balance as of December 31, 2024
$— $— $2,486 $7,736 $— 
Additions1
1,332 466 — — 1,135 
Change in fair value recorded in Other expense, net— 14 (1,433)342 3 
Payments2
(213)— (750)— — 
Other3
— — 2,263 (2,263)— 
Balance as of December 31, 2025
$1,119 $480 $2,566 $5,815 $1,138 
1See Note 10 “Acquisitions and Dispositions” for additional details on the Unsecured promissory note related to the Springfield dispensary acquisition.
2See Note 7 “Share Capital” for additional information of payments of contingent equity-based consideration.
3Other relates to reclassifications from long-term to short-term due to expected timing of payment. See Note 10 “Acquisitions and Dispositions” for additional details.

Year Ended December 31, 2024
Level 3 Fair Value Measurements
($ in thousands)Deferred and contingent consideration, short-termDeferred and contingent consideration, long-term
Balance as of December 31, 2023
$— $6,577 
Additions1
— 2,304 
Change in fair value recorded in Other expense, net40 1,301 
Other2
2,446 (2,446)
Balance as of December 31, 2024
$2,486 $7,736 
1See Note 10 “Acquisitions and Dispositions” for additional details related to the Keystone contingent consideration.
2Other relates to reclassifications from long-term to short-term due to expected timing of payment. See Note 10 “Acquisitions and Dispositions” for additional details.
The following table presents information about the significant unobservable inputs for financial assets and liabilities measured at fair value:
Financial asset
Valuation techniquesSignificant unobservable inputsRelationship of unobservable inputs to fair value
Loans receivable
Discounted cash flow
1) Discount Rate
Increase or decrease in the discount rate will result in a lower or higher fair value, respectively.
Financial liabilities
Valuation techniquesSignificant unobservable inputsRelationship of unobservable inputs to fair value
Deferred considerationDiscounted cash flow1) Expected future cash flowsIncrease or decrease in expected future cash flows will result in an increase or decrease in fair value.
2) Discount rateIncrease or decrease in the discount rate will result in a lower or higher fair value, respectively.
Contingent considerationDiscounted cash flow
1) Probability and timing of consideration payment
Increase or decrease in probability of consideration payment and earlier or later timing of payment will result in an increase or decrease in fair value.
2) Discount rateIncrease or decrease in the discount rate will result in a lower or higher fair value, respectively.
Unsecured promissory note
Discounted cash flow
1) Discount Rate
Increase or decrease in the discount rate will result in a lower or higher fair value, respectively.
(a)Loans receivable, short-term
During the fourth quarter of 2025, in connection of the sale of Sonoma’s Finest, the Company issued a $1.7 million loan receivable to Kolaboration Ventures Corporation (“Kolaboration”). The loan receivable has a 18-month term and interest accruing at 8% per annum, paid on a monthly basis. At the inception of the loan, an ECL determination was made. As of December 31, 2025, the short-term portion of the loan was $1.1 million.
(b)Loans receivable, long-term
The following is a summary of Loans receivable, long-term balances and valuation classifications (discussed further below) as of December 31, 2025 and December 31, 2024:
($ in thousands)Valuation
classification		December 31, 2025December 31, 2024
Long-term loans receivable - Illinois Incubator, net of ECLAmortized cost$832 $829 
Long-term loans receivable - Kurvana, net of ECLAmortized cost603 — 
Long-term loans receivable - Kolaboration, net of ECL
Level 3 fair value
480 — 
Long-term loans receivable - Spark’d, net of ECLAmortized cost— 866 
Total Loans receivable, long-term$1,915 $1,695 

Pursuant to the Illinois Cannabis Regulation and Tax Act, the Company has issued $0.3 million in loans to an Illinois company which has secured a Craft Grower License to operate in the state and $1.0 million in loans to groups that have been identified by the state of Illinois as having the opportunity to receive Conditional Adult Use Dispensing Organization Licenses. One (1) $0.1 million loan related to the Craft Grower License matures on July 20, 2026. The remaining loans of $1.2 million mature on July 20, 2027. The loans are measured at amortized cost and bear no interest. Loss on provision on short-term and long-term loans receivable is recorded in Other expense, net in the Consolidated Statements of Operations.
During the second quarter of 2023, the Company issued a $1.0 million short-term loan receivable to 280EZ LLC, an Illinois limited liability company (d/b/a Spark’d). The short-term loan receivable had a one-year term and interest accruing at 9.5% per annum, paid on a monthly basis. At the inception of the loan, an ECL determination was made. During the second quarter of 2024, the Company entered into an amended agreement with Spark’d, extending the term to three years, payable on June 16, 2027. The entire balance of the Spark’d loan was reclassified to loans receivable, long-term. During the year ended December 31, 2025, the Spark’d loan balance of $0.9 million was paid in full.
(c)Investments
The Company currently has investments in three (3) entities: 420 Capital Management, LLC (“420 Capital”), a cannabis investment company; IM Cannabis Corp. (“IMC”), a pharmaceutical manufacturer that specializes in cannabis, and OLD PAL LLC (“Old Pal”), a cannabis operator/licensor. 420 Capital and Old Pal investments are held at fair value and are classified as equity securities without a readily determinable fair value. The IMC investment is classified as a marketable security with a readily determinable fair value. During the year ended December 31, 2024, the Company wrote off its remaining investment balance of $0.1 million in Lighthouse Strategies, LLC. See Note 13 “Other (Expense) Income, Net” for additional information related to the market adjustments related to our investments.

Financial Risk Management
As of December 31, 2025, the Company had no customers that accounted for 10% or more of the Company’s gross accounts receivable balance. As of December 31, 2024, two customers accounted for $12.7 million, or 21.2%, of the Company’s gross accounts receivable balance.
The Company’s summary of activity for allowance for expected credit losses for the years ended December 31, 2025 and 2024 was as follows:
($ in thousands)20252024
Balance at January 1$8,308 $7,964 
Provision (recovery) expense(994)781 
Write-offs(2,293)(437)
Balance at December 31$5,021 $8,308