From June 2, 2025 to June 16, 2025, the Company issued an additional 25,740,078 shares in connection with the Company’s ATM Program, thereby generating gross proceeds of $10,551. The Company netted proceeds of $10,340 after commissions and other fees associated with these issuances in the amount of $211.

On June 10, 2025, the Company held a special meeting of stockholders (the “Special Meeting”) related to the approval of an amendment to the Company’s Fifth Amended and Restated Certificate of Incorporation to effect a reverse stock split of its common stock by a ratio of not less than one-for-ten and not more than one-for-twenty, with the exact ratio to be set within this range by the board of directors in its sole discretion (without reducing the authorized number of shares of common stock) and with the Board of Directors able to elect to abandon such proposed amendment and not effect the reverse stock split authorized by stockholders in its sole discretion (the “Amendment Proposal”). At the Special Meeting, all of the matters voted on were approved. The Board of Directors will continue to consider whether and when to effect a reverse stock split that is in the best interest of the Company following such shareholder authorization on the Amendment Proposal at the Special Meeting.

On June 16, 2025, Tilray issued 12,591,816 shares of the Company’s common stock in exchange for $5,000 aggregate principal amount of the TLRY 27 Notes. The remaining principal outstanding as a result of this transaction was $100,000.

On July 25, 2025, the Company’s wholly-owned subsidiary, ABC Group, finalized its fifth amendment (the “Amendment”) to that certain Credit Agreement dated as of June 30, 2023 (the “ABC Group Credit Agreement”) by and among the Borrower, Bank of America, N.A., in its capacity as Administrative Agent, and certain other guarantors and lenders party thereto. Specifically, the Amendment amended and restated the ABC Group Credit Agreement to provide for the contribution of the Manitoba Harvest entities’ equity to the Borrower as additional collateral.  Additionally, the Amendment added financial covenants for (i) minimum consolidated trailing-twelve-months EBITDA for each of the four quarters beginning May 31, 2025 and (ii) minimum liquidity.