Loans Receivable, net | Loans Receivable, net Loans receivable, net consists of the following: As of September 30, 2024 As of December 31, 2023 GrowCo Credit Facility (i) $ — $ 5,034 Add: Current portion of Mucci Promissory Note accrued interest 233 507 Total current portion of loans receivable, net 233 5,541 GrowCo Credit Facility (i) — 53,638 Mucci Promissory Note 14,081 13,379 Cannasoul Collaboration Loan 1,706 1,771 Add: Long-term portion of accrued interest 299 248 Total long-term portion of loans receivable, net 16,086 69,036 Total loans receivable, net (i) $ 16,319 $ 74,577 (i) The Company obtained control of Cronos GrowCo on July 1, 2024, and, as a result, the loans receivable from Cronos GrowCo are now accounted for as intercompany transactions and eliminated upon consolidation from the business combination date onwards. Cronos GrowCo Credit Facility On August 23, 2019, the Company, as lender, and Cronos GrowCo, as borrower, entered into a senior secured credit agreement for an aggregate principal amount of C$100,000 (the “GrowCo Credit Facility”). The GrowCo Credit Facility is secured by substantially all present and after-acquired personal and real property of Cronos GrowCo. In August 2021, the GrowCo Credit Facility was amended to increase the aggregate principal amount available to C$105,000. In June 2024, the GrowCo Credit Facility was amended to increase the aggregate principal amount available by C$70,000 by providing a second secured non-revolving credit facility (“Term Loan B”). The funds from Term Loan B will be used to expand Cronos GrowCo’s purpose-built cannabis facility and Term Loan B will mature 10 years after the commencement of sales from the Phase 2 Expansion area. Principal will be repaid under Term Loan B on a quarterly basis after the commencement of sales from the Phase 2 Expansion area. Interest on Term Loan B is payable on a quarterly basis until maturity beginning after the first borrowing under Term Loan B. Prior to July 1, 2024, only C$12,000 of the C$70,000 increased principal availability could be drawn, which Cronos GrowCo drew in full on June 20, 2024. As of June 30, 2024 and December 31, 2023, Cronos GrowCo had drawn C$116,000 and C$104,000 ($84,833 and $78,532, respectively), respectively from the GrowCo Credit Facility. For the six months ended June 30, 2024, Cronos GrowCo repaid C$3,333 ($2,447) in principal and C$3,862 ($2,835) in interest related to the GrowCo Credit Facility. As of June 30, 2024, Cronos GrowCo had repaid an aggregate C$14,833 ($10,848) and C$24,384 ($17,832) in principal and interest, respectively, under the terms of the GrowCo Credit Facility. As a result of the Cronos GrowCo Transaction on July 1, 2024, the existing loans receivable under the GrowCo Credit Facility were remeasured at their fair value and effectively settled. We recorded a gain of $11,804 to revaluation gain on loan receivable on the condensed consolidated statements of net income (loss) and comprehensive income (loss) in the three and nine months ended September 30, 2024, from remeasuring our outstanding loans receivable with GrowCo. For more information, see Note 2 “ Business Combination. ” Mucci Promissory Note On June 28, 2019, the Company entered into a promissory note receivable agreement (the “Mucci Promissory Note”) for C$16,350 (approximately $12,089) with the Cronos GrowCo joint venture partner (“Mucci”). The Mucci Promissory Note is secured by a general security agreement covering all the assets of Mucci. On September 30, 2022, the Mucci Promissory Note was amended and restated to increase the interest rate from 3.95% to the Canadian Prime Rate plus 1.25%, change the interest payments from quarterly to annual, and defer Mucci’s initial cash interest payment from September 30, 2022 to July 1, 2023. On June 20, 2024, the Mucci Promissory Note was amended and restated. As a result, interest accrued on the Mucci Promissory Note between July 1, 2023 and July 1, 2024 was capitalized as part of the principal balance. As of July 1, 2024, interest is accrued and to be paid in cash beginning on July 1, 2025. Prior to July 1, 2022, interest accrued on the Mucci Promissory Note was capitalized as part of the principal balance. As of July 1, 2022, interest was accrued and to be paid in cash beginning on July 1, 2023. Prior to 2023, there were no repayments of principal or interest on the Mucci Promissory Note. For the three and nine months ended September 30, 2023, Mucci made a payment of C$1,750 (approximately $1,322) under the Mucci Promissory Note, with C$1,187 ($897) related to accrued interest and C$563 ($425) related to outstanding principal. For the three and nine months ended September 30, 2024, there were no repayments of principal or interest on the Mucci Promissory Note. Cannasoul Collaboration Loan As of both September 30, 2024 and December 31, 2023, Cannasoul Lab Services Ltd. has received ILS 8,297 (approximately $2,175 and $2,294, respectively), from the Cannasoul Collaboration Loan. Expected credit loss allowances on the Company’s long-term financial assets for the nine months ended September 30, 2024 and 2023 were comprised of the following items: As of June 30, 2024 Increase (decrease) (ii) Foreign exchange effect As of September 30, 2024 GrowCo Credit Facility (i) $ 11,838 $ (11,804) $ (34) $ — Mucci Promissory Note 90 1 1 92 Cannasoul Collaboration Loan 506 4 10 520 $ 12,434 $ (11,799) $ (23) $ 612 As of December 31, 2023 Increase (decrease) (ii) Foreign exchange effect As of September 30, 2024 GrowCo Credit Facility (i) $ 11,176 $ (10,794) $ (382) $ — Mucci Promissory Note 89 4 (1) 92 Cannasoul Collaboration Loan 524 12 (16) 520 $ 11,789 $ (10,778) $ (399) $ 612 As of June 30, 2023 Increase (decrease) (iii) Foreign exchange effect As of September 30, 2023 GrowCo Credit Facility $ 11,579 $ (199) $ (283) $ 11,097 Mucci Promissory Note 86 2 (2) 86 Cannasoul Collaboration Loan 503 4 (14) 493 $ 12,168 $ (193) $ (299) $ 11,676 As of December 31, 2022 Increase (decrease) (iii) Foreign exchange effect As of September 30, 2023 GrowCo Credit Facility $ 12,455 $ (1,348) $ (10) $ 11,097 Mucci Promissory Note 89 (3) — 86 Cannasoul Collaboration Loan 522 12 (41) 493 $ 13,066 $ (1,339) $ (51) $ 11,676 (i) The Company obtained control of Cronos GrowCo on July 1, 2024, and, as a result, the loans receivable from Cronos GrowCo are now accounted for as intercompany transactions and eliminated upon consolidation from the business combination date onwards. (ii) During the three and nine months ended September 30, 2024, $5 and $1,026, respectively, were recorded as increases to general and administrative expenses on the condensed consolidated statements of net income (loss) and comprehensive income (loss) as a result of adjustments to our expected credit losses. During both the three and nine months ended September 30, 2024, $11,804 was recorded as a gain on revaluation of loans receivable on the condensed consolidated statements of net income (loss) and comprehensive income (loss) from remeasuring our outstanding loans receivable with Cronos GrowCo as a result of the Cronos GrowCo Transaction. (iii) During the three and nine months ended September 30, 2023, $193 and $1,339, respectively, were recorded as decreases to general and administrative expenses on the condensed consolidated statements of net income (loss) and comprehensive income (loss) as a result of adjustments to our expected credit losses. |