On April 17, Tilray Brands, Inc. announced a special meeting of stockholders for June 10, 2025, where they will be asked to vote to support a reverse stock split of the company’s common stock.

At the special meeting, Tilray stockholders will be asked to vote for an amendment of the Company’s Fifth Amended and Restated Certificate of Incorporation in order to implement a reverse stock split of the Company’s common stock at a ratio ranging from 1-to-10 to 1-to-20. The exact ratio within this range will be determined by the Board of Directors without reducing the authorized number of shares of our common stock.

In a reverse stock split, shares of corporate stock are combined to reduce the number of outstanding shares, resulting in a smaller number of proportionally more valuable shares.

On March 25, 2025, Tilray Brands, Inc. received written notice from the Nasdaq Listing Qualifications Department notifying the company that it is not in compliance with the minimum bid price requirement of $1.00 per share for continued listing on the Nasdaq Global Select Market.

The company had 180 calendar days from the day of the notice to regain compliance with the minimum bid price requirement. To regain compliance, the closing bid price of the Company’s common stock must be at least $1.00 per share for a minimum of ten consecutive business days before September 21, 2025.

The June 10 special meeting will be held via live audio webcast, accessible on the investor page at Tilray.com. Stockholders will find important information and detailed instructions about how to participate in the Special Meeting in the Company’s definitive proxy statement, which is available on Tilray.com.

Tilray’s CEO issued a statement to ease stockholder concerns. 

“The Reverse Stock Split will better align Tilray’s number of shares outstanding with companies of our size and scope,” said Irwin D. Simon, chairman and CEO of Tilray Brands. “A higher price per share would ensure compliance with Nasdaq’s continued listing requirements and place Tilray in a position to continue executing on our strategic plans. 

“Looking ahead, we expect this decision to aid in the company’s efforts to stabilize trading levels, attract and retain institutional shareholders, and decrease our cost structure by over $1 million on an annual run rate basis. The fundamentals of our company remain intact, and we are confident that we have the right strategy and team to deliver long-term value for our shareholder base.”

The company also expects to achieve cost savings from the reverse stock split, which would reduce its expenditures associated with its annual meeting of stockholders.

Tilray notes that it has reduced its total debt outstanding by approximately $76 million to date in fiscal year 2025. As a result, net debt to trailing twelve-month adjusted EBITDA is less than 1.0x. 

As of the most recent quarter ended February 28, 2025, Tilray’s balance sheet had a cash and marketable securities balance of over $248 million, which the company says provides it with financial strength and flexibility to pursue strategic opportunities and accretive acquisitions.

Tilray Brands, Inc. reported net revenue of $185.8 million in the three months ended February 28, 2025 (Q3 2025) and gross profit of $52 million, but a comprehensive loss of $799 million (all figures in US dollars).

Also on April 17, the company announced it was launching its cannabis edibles into the Australian medical cannabis market. The Good Supply Pastilles are Tilray Medical’s first medical cannabis edible offering in the country, providing patients with a sugar-free and vegan-friendly treatment option.

The THC10, THC10 CBD10, and CBD20 pastilles (candies) are available in packs of 60 in three different flavours. 

Tilray Brands, Inc. recently transitioned the cultivation of its flagship brand and strain, Good Supply Jean Guy, to its production facility in Masson-Angers, Québec. The facility employs over 100 residents of Québec and produces more than 12 tonnes of cannabis annually.

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