Trulieve Cannabis (TCNNF) 10-Q 10 May 23 2023 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2023	May 03, 2023
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Registrant Name	TRULIEVE CANNABIS CORP.
Entity Central Index Key	0001754195
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-56248
Entity Incorporation, State or Country Code	A1
Entity Tax Identification Number	84-2231905
Entity Address, Address Line One	6749 Ben Bostic Road
Entity Address, City or Town	Quincy
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32351
City Area Code	850
Local Phone Number	480-7955
Entity Shell Company	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Subordinate Voting Shares
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		159,761,126
Multiple Voting Shares
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		26,226,386

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current Assets:
Cash and cash equivalents	$ 188,128	$ 212,266
Restricted cash	7,154	6,607
Accounts receivable, net	8,037	9,443
Inventories, net	297,556	297,815
Prepaid expenses and other current assets	70,724	63,627
Notes receivable - current portion	740	728
Assets associated with discontinued operations	1,850	2,466
Total current assets	574,189	592,952
Property and equipment, net	782,368	796,947
Right of use assets - operating, net	101,848	101,379
Right of use assets - finance, net	70,658	76,231
Intangible assets, net	967,398	1,012,646
Goodwill	791,495	791,495
Notes receivable, net	11,922	11,992
Other assets	15,829	14,716
Long term assets associated with discontinued operations	690	690
TOTAL ASSETS	3,316,397	3,399,048
Current Liabilities:
Accounts payable and accrued liabilities	92,503	83,146
Income tax payable	35,650	49,024
Deferred revenue	5,115	9,568
Notes payable - current portion, net	9,813	12,453
Operating lease liabilities - current portion	10,365	10,448
Finance lease liabilities - current portion	8,041	8,727
Construction finance liabilities - current portion	1,256	1,189
Contingencies	25,491	34,666
Liabilities associated with discontinued operations	35	482
Total current liabilities	188,269	209,703
Long-term liabilities:
Notes payable	93,521	94,247
Private placement notes, net	543,037	541,664
Warrant liabilities	0	252
Operating lease liabilities	103,066	102,388
Finance lease liabilities	71,982	75,838
Construction finance liabilities	182,406	182,361
Deferred tax liabilities	216,241	224,137
Other long-term liabilities	37,241	26,183
Long term liabilities associated with discontinued operations	14,567	14,571
TOTAL LIABILITIES	1,450,330	1,471,344
Commitments and contingencies (see Note 20)
SHAREHOLDERS' EQUITY
Additional paid-in-capital	2,049,047	2,045,003
Accumulated deficit	(177,967)	(113,843)
Non-controlling interest	(5,013)	(3,456)
TOTAL SHAREHOLDERS' EQUITY	1,866,067	1,927,704
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 3,316,397	$ 3,399,048

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, no par value
Common stock, shares authorized, unlimited [Fixed List]	Unlimited	Unlimited
Common stock, shares issued	185,987,512	185,987,512
Common stock, shares outstanding	185,987,512	185,987,512

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
Revenue, net of discounts	$ 289,089	$ 317,747
Cost of goods sold	139,151	137,291
Gross profit	149,938	180,456
Expenses:
Sales and marketing	62,312	72,838
General and administrative	39,383	33,547
Depreciation and amortization	30,371	28,436
Impairments and disposals of long-lived assets, net	31,015	16,461
Total expenses	163,081	151,282
(Loss) income from operations	(13,143)	29,174
Other (expense) income:
Interest expense	(22,748)	(17,877)
Change in fair value of derivative liabilities - warrants	252	820
Other income, net	4,918	885
Total other expense	(17,578)	(16,172)
(Loss) income before provision for income taxes	(30,721)	13,002
Provision for income taxes	34,958	43,125
Net loss from continuing operations and comprehensive loss	(65,679)	(30,123)
Net (income) loss from discontinued operations, net of tax benefit of $8 and $809, respectively	(48)	2,359
Net loss	(65,631)	(32,482)
Less: Net loss and comprehensive loss attributable to non-controlling interest from continuing operations	(1,507)	(507)
Net loss and comprehensive loss attributable to common shareholders	$ (64,124)	$ (31,975)
Net loss per share - Continuing operations:
Basic	$ (0.34)	$ (0.16)
Diluted	(0.34)	(0.16)
Net loss per share - Discontinued operations:
Basic	0	(0.01)
Diluted	$ 0	$ (0.01)
Weighted average number of common shares used in computing net (loss) income per share:
Basic	188,899,309	187,054,916
Diluted	188,899,309	187,054,916

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
Net (income) loss from discontinued operations, net of tax benefit	$ 8	$ 809

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Total	Multiple Voting Shares	Subordinate Voting Shares	Subordinate Voting Shares PurePenn, Pioneer, Solevo	Common Shares	Common Shares PurePenn, Pioneer, Solevo	Additional Paid-in-Capital	Accumulated (Deficit) Earnings	Non-Controlling Interest
Beginning Balance at Dec. 31, 2021	$ 2,147,373						$ 2,008,100	$ 137,721	$ 1,552
Beginning Balance (in shares) at Dec. 31, 2021		51,916,999	128,587,173		180,504,172
Share-based compensation	4,564						4,564
Exercise of stock options	$ 108						108
Exercise of stock options (in shares)	88,278		45,775		45,775
Shares issued for cash - warrant exercise	$ 22						22
Shares issued for cash - warrant exercise (in shares)			1,648		1,648
Shares issued under share compensation plans (in shares)			16,257		16,257
Tax withholding related to net share settlement of equity awards	(230)						(230)
Tax withholding related to net share settlement of equity awards (in shares)			(10,005)		(10,005)
Conversion of Multiple Voting to Subordinate Voting Shares		(2,699,100)	2,699,100
Shares issued for PurePenn, Pioneer, and Solevo earnouts (in shares)				3,626,295		3,626,295
Distribution	(50)								(50)
Divestment of variable interest entity	(111)								(111)
Net (loss) income and comprehensive income (loss)	(32,482)							(31,975)	(507)
Ending Balance at Mar. 31, 2022	2,119,194						2,012,564	105,746	884
Ending Balance (in shares) at Mar. 31, 2022		49,217,899	134,966,243		184,184,142
Beginning Balance at Dec. 31, 2022	1,927,704						2,045,003	(113,843)	(3,456)
Beginning Balance (in shares) at Dec. 31, 2022		26,226,386	159,761,126		185,987,512
Share-based compensation	2,401						2,401
Distribution	(50)								(50)
Value of shares reserved for purchase of variable interest entity	1,643						1,643
Net (loss) income and comprehensive income (loss)	(65,631)							(64,124)	(1,507)
Ending Balance at Mar. 31, 2023	$ 1,866,067						$ 2,049,047	$ (177,967)	$ (5,013)
Ending Balance (in shares) at Mar. 31, 2023		26,226,386	159,761,126		185,987,512

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flow from operating activities
Net loss and comprehensive loss	$ (65,631)	$ (32,482)
Adjustments to reconcile net loss and comprehensive loss to net cash provided by operating activities:
Depreciation and amortization	30,371	29,305
Depreciation included in cost of goods sold	13,551	10,692
Non-cash interest expense	1,494	1,232
Non-cash interest income	(122)	(163)
Impairment and disposal of long-lived assets, net	31,015	16,461
Amortization of operating lease right of use assets	2,634	2,892
Accretion of construction finance liabilities	389	293
Share-based compensation	2,401	4,564
Change in fair value of derivative liabilities - warrants	(252)	(820)
Non-cash change in contingencies	(3,725)	(1,248)
Allowance for credit losses	(159)	42
Deferred income tax expense	(7,896)
Changes in operating assets and liabilities:
Inventories	260	(21,957)
Accounts receivable	1,565	(3,970)
Prepaid expenses and other current assets	(1,776)	(8,094)
Other assets	1,888	(16,216)
Accounts payable and accrued liabilities	9,177	22,093
Income tax payable	(13,383)	42,210
Other current liabilities	(5,448)	2,057
Operating lease liabilities	(2,523)	(2,106)
Deferred revenue	(4,452)	(654)
Other long-term liabilities	11,032	1,016
Net cash provided by operating activities	410	45,147
Cash flow from investing activities
Purchases of property and equipment	(13,731)	(48,118)
Purchases of property and equipment related to construction finance liabilities		(7,334)
Capitalized interest	(582)	(1,487)
Acquisitions, net of cash acquired		(27,500)
Purchases of internal use software	(2,046)	(2,214)
Cash paid for license	(3,500)
Proceeds from sale of property and equipment	287
Proceeds from sale of variable interest entity		1,604
Proceeds from sale of held for sale assets	580	203
Proceeds received from notes receivable	180	1,018
Net cash used in investing activities	(18,812)	(83,828)
Cash flow from financing activities
Proceeds from private placement notes, net of discounts		76,420
Proceeds from equity exercises		130
Payments on notes payable	(3,442)	(2,285)
Payments on finance lease obligations	(2,040)	(1,421)
Payments on construction finance liabilities	(278)	(297)
Payments on debt issuance costs		(19)
Payments for taxes related to net share settlement of equity awards		(230)
Distributions	(50)	(50)
Net cash (used in) provided by financing activities	(5,810)	72,248
Net (decrease) increase in cash and cash equivalents	(24,212)	33,567
Cash, cash equivalents, and restricted cash, beginning of period	218,873	233,098
Cash and cash equivalents of discontinued operations, beginning of period	621	561
Less: cash and cash equivalents of discontinued operations, end of period		(823)
Cash, cash equivalents, and restricted cash, end of period	195,282	266,403
Supplemental disclosure of cash flow information
Interest	9,618	6,949
Income taxes, net of refunds	46,775	46
Other noncash investing and financing activities
ASC 842 lease additions - operating and finance leases	4,544	10,852
Purchases of property and equipment in accounts payable and accrued liabilities	2,197	10,985
Value of shares reserved for purchase of variable interest entity	1,643
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]
Cash and Cash Equivalents, at Carrying Value, Beginning Balance	212,266	230,085
Restricted cash, beginning balance	6,607	3,013
Cash and Cash Equivalents, at Carrying Value, Ending Balance	188,128	$ 266,403
Restricted cash, ending balance	$ 7,154

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Net Cash Provided by (Used in) Discontinued Operations and Continuing Operations [Abstract]
Cash and cash equivalents, attributable to discontinued operations	$ 0.6	$ 0.8	$ 0.5

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements of Trulieve Cannabis Corp., ("Trulieve" and, together with its subsidiaries and variable interest entities, the "Company," "our," or "us") has been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and, therefore, do not include all financial information and footnotes required by GAAP for complete financial statements. In management's opinion, the condensed consolidated financial statements include all adjustments of a normal recurring nature necessary to fairly present the Company's financial position as of March 31, 2023, and the results of its operations and cash flows for the periods ended March 31, 2023 and 2022. The results of the Company's operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the full 2023 fiscal year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for Trulieve Cannabis Corp. and the notes thereto, included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the Securities and Exchange Commission ("SEC") on March 8, 2023 (the "2022 Form 10-K"). Discontinued Operations In July 2022, the Company discontinued its Nevada operations. This action represents a strategic shift in the business and therefore, the related assets and liabilities associated with the Nevada operations are classified as discontinued operations on the condensed consolidated balance sheets and the results of the Nevada operations have been presented as discontinued operations within the condensed consolidated statements of operations and comprehensive (loss) income for all periods presented. Unless specifically noted otherwise, footnote disclosures reflect the results of continuing operations only. The results of discontinued operations are presented in Note 16. Discontinued Operations . Reclassifications Certain reclassifications have been made to the condensed consolidated financial statements of prior periods and of the accompanying notes to conform to the current period presentation.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company’s significant accounting policies are more fully described in Note 3. Summary of Significant Accounting Policies in the consolidated financial statements included in the Annual Report on Form 10-K for the fiscal year ended December 31, 2022. There have been no material changes to the Company’s significant accounting policies. Fair Value of Finan cial Instruments The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels, and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Observable inputs based on unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices in active markets, which are observable for the asset or liability, either directly or indirectly; and Level 3 – Unobservable inputs for which there is little or no market data requiring the Company to develop its own assumptions. The fair values of financial instruments by class are as follows as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) Financial Assets: Money market funds (1) $ 145,986 $ — $ — $ 145,986 $ 340 $ — $ — $ 340 Financial Liabilities: Interest rate swap (2) $ — $ 3,396 $ — $ 3,396 $ — $ 2,536 $ — $ 2,536 Warrant liabilities (3) $ — $ — $ — $ — $ — $ 252 $ — $ 252 There have been no transfers between hierarchy levels during the periods ending March 31, 2023 or December 31, 2022. (1) Money market funds are included within cash and cash equivalents and restricted cash in the Company’s condensed consolidated balance sheets. As a short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximate fair value. The Company recorded interest income of $ 0.7 million for the three months ended March 31, 2023 in relation to money market funds. (2) The fair value of the interest rate swap liability is recorded in other long-term liabilities on the condensed consolidated balance sheets. In November 2022 the Company entered into an interest rate swap contract ("VNB Swap") for the purpose of hedging the variability of interest expense and interest payments on the Company's long-term variable debt. The VNB Swap is carried at fair value which is based on a valuation model that utilizes interest rate yield curves and credit spreads observable in active markets as the significant inputs to the model. The Company considers credit risk associated with its own standing as well as the credit standing of any counterparties involved in the valuation of its financial instruments. (3) The total fair value and carrying value of the Company's liability warrants is recorded to warrant liabilities on the condensed consolidated balance sheets . The Company's non-recurring impairment tests, including those performed as of March 31, 2023, utilize significant level 3 unobservable inputs, including projections of future revenue and operating income. Deferred Revenue During the three months ended March 31, 2023, the Company terminated the loyalty program associated with dispensaries acquired with the acquisition of Harvest Health & Recreation, Inc. ("Harvest") in October 2021. As a result of the termination of the loyalty program at certain dispensaries, the Company recorded a reduction in the accrual of $ 4.7 million in revenue, net of discounts in the condensed consolidated statements of operations and comprehensive (loss) income. As of March 31, 2023 and December 31, 2022, the loyalty liability totaled $ 4.7 million and $ 8.9 million , respectively, and is included in deferred revenue on the condensed consolidated balance sheets. Included within deferred revenue as of March 31, 2023 and December 31, 2022 are customer credit balances of $ 0.4 million and $ 0.6 million , respectively. Impairment of long-lived assets The Company reviews long-lived assets, including property and equipment, definite life intangible assets, and right-of-use assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. During the three months ended March 31, 2023, the Company determined that certain long-lived assets, including intangible assets, in Massachusetts were impaired due to the competitive environment in the Massachusetts cannabis industry. The Company utilized a combination of the market, income, and cost approach for its impairment testing, resulting in an impairment of $ 30.3 million, consisting of property and equipment and intangible assets, recorded within impairment and disposal of long-lived assets, net in the condensed consolidated statements of operations and comprehensive (loss) income . Impairment of goodwill The Company operates as one operating segment and reporting unit and therefore, evaluates goodwill for impairment as one singular repor ting unit annually during the fourth quarter or more often when an event occurs, or circumstances indicate the carrying value may not be recoverable. During the three months ending March 31, 2023, the Company continued to experience a sustained decline in its stock price resulting in the total market value of its common stock outstanding ("market capitalization") being less than the carrying value of the reporting unit. Management believes this decline in market value is due to a variety of factors, including: reduced number of custodians to service cannabis equity holdings, negative investor sentiment due to lack of progress on federal reform, and more challenging macroeconomic conditions. In light of the circumstances and indicators of potential impairment described above, management performed an interim quantitative goodwill impairment test as of March 31, 2023. Management first considered whether any impairment was present for the Company’s long-lived assets, concluding that no such impairments were present after conducting an undiscounted cash flow recoverability test, except for in the Massachusetts market as detailed above. In comparing the estimated fair value of the reporting unit to its carrying value, the Company utilized a weighted average valuation using the discounted cash flow model, or the income approach, and the market approach. The determination of the fair value of the reporting unit requires us to make significant estimates and assumptions. Due to the inherent uncertainty involved in making these estimates, actual future results could differ. Changes in assumptions regarding future results or other underlying assumptions could have a significant impact on the fair value of the reporting unit. The discounted cash flow model reflects our estimates of future cash flows and other factors including estimates of future operating performance, including future revenue, long-term growth rates, gross margins, capital expenditures, discount rates and the probability of achieving the estimated cash flows, among others. In addition to the income approach, the Company also employs the market approach in its goodwill impairment testing. Under the market approach, the Company estimates the fair value based upon multiples of comparable public companies. Significant estimates in the market approach include identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment, as well as assessing comparable market multiples in estimating the fair value of the reporting unit. The results of the Company’s interim test for impairment as of March 31, 2023 concluded that the estimated fair value of the reporting unit exceeded the carryin g value, resulting in no impairment.

Accounts Receivable

Accounts Receivable	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Accounts Receivable	NOTE 3 . ACCOUNTS RECEIVABLE Accounts receivable consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Trade receivables $ 11,791 $ 12,864 Less: allowance for credit losses ( 3,754 ) ( 3,421 ) Accounts receivable, net $ 8,037 $ 9,443

Notes Receivable

Notes Receivable	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Notes Receivable	NOTE 4 . NOTES RECEIVABLE Notes receivable consisted of the following as of March 31, 2023 and December 31, 2022: March 31, December 31, Stated Interest Rate Maturity Date (in thousands) Promissory note acquired in October 2021 (1) $ 8,025 $ 8,205 7.50 % 11/9/2025 Promissory note dated November 15, 2021 (2) 4,714 4,602 9.75 % 11/14/2024 Notes receivable 12,739 12,807 Less: discount on notes receivable ( 77 ) ( 87 ) Total notes receivable, net of discount 12,662 12,720 Less: current portion of notes receivable ( 740 ) ( 728 ) Notes receivable, net $ 11,922 $ 11,992 (1) Interest and principal payments are due to the Company monthly. (2) No payments are due to the Company until maturity. Interest is accrued monthly and added to the principal balance at each quarter end. The note is convertible to equity of the holder at the Company's option at any time prior to maturity. The note was issued with a nominal discount, resulting in an effective interest rate of 10.77 %. During the three months ended March 31, 2023 and 2022, the Company recorded interest income of $ 0.3 million and $ 0.4 million in other income in the condensed consolidated statements of operations and comprehensive (loss) income, respectively. Stated maturities of the notes receivable are as follows as of March 31, 2023: Year Expected principal payments (in thousands) Nine months ending December 31, 2023 $ 548 2024 5,498 2025 6,693 2026 — 2027 — Thereafter — Total 12,739 Less: discount on notes receivable ( 77 ) Total $ 12,662

Inventories

Inventories	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Inventories	NOTE 5. INVENTORIES Inventories are comprised of the following items as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Raw material Cannabis plants $ 22,457 $ 22,243 Packaging and supplies 53,516 52,046 Total raw material 75,973 74,289 Work in process 165,868 174,533 Finished goods-unmedicated 6,445 7,563 Finished goods-medicated 49,270 41,430 Total inventories $ 297,556 $ 297,815

Property And Equipment

Property And Equipment	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Property And Equipment	NOTE 6 . PROPERTY AND EQUIPMENT As of March 31, 2023 and December 31, 2022, property and equipment consisted of the following: March 31, 2023 December 31, 2022 (in thousands) Land $ 38,575 $ 38,485 Buildings and improvements 570,193 556,932 Furniture and equipment 288,546 277,164 Vehicles 838 839 Total 898,152 873,420 Less: accumulated depreciation ( 154,762 ) ( 134,587 ) Total property and equipment 743,390 738,833 Construction in progress 38,978 58,114 Total property and equipment, net $ 782,368 $ 796,947 During the three months ended March 31, 2023 and 2022, the Company capitalized interest of $ 0.6 mill ion and $ 1.5 million , respectively. During the three months ended March 31, 2023 and 2022, the Company incurred depreciation expense of $ 20.5 million and $ 15.5 million , respectively. During the three months ended March 31, 2023, the Company recorded an impairment on property and equipment related to the Massachusetts market of $ 3.0 million , which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. During the three months ended March 31, 2022, the Company recorded an impairment of $ 0.3 million , which is mainly the result of repositioning of assets, which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. During the three months ended March 31, 2023, the Company recorded a nominal loss on disposal of property and equipment, which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. During the three months ended March 31, 2022, the Company recorded a loss of $ 3.0 million , primarily related to assets located in our Southeast region, which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. During the three months ended March 31, 2023 and 2022, the Company recorded a gain on sale of property and equipment, net of $ 0.3 million and zero , respectively, which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income .

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	NOTE 7 . INTANGIBLE ASSETS The Company's definite-lived intangible assets consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value (in thousands) (in thousands) Licenses $ 1,044,660 $ 106,772 $ 937,888 $ 1,076,173 $ 93,567 $ 982,606 Trademarks 27,430 13,826 13,604 27,430 12,530 14,900 Internal use software 18,573 3,986 14,587 16,586 3,086 13,500 Tradenames 4,862 3,777 1,085 4,862 3,506 1,356 Customer relationships 3,536 3,302 234 3,536 3,252 284 Total $ 1,099,061 $ 131,663 $ 967,398 $ 1,128,587 $ 115,941 $ 1,012,646 Amortization expense for the three months ended March 31, 2023 and 2022 was $ 20.5 millio n and $ 21.1 million , respectively. During the three months ended March 31, 2023, the Company impaired intangible assets, primarily consisting of licenses, resulting in a loss on impairment of intangible assets of $ 27.3 million , which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. The following table outlines the estimated future amortization expense related to intangible assets as of March 31, 2023: Year Estimated (in thousands) Nine Months Ending December 31, 2023 $ 60,465 2024 79,003 2025 76,000 2026 73,603 2027 71,102 Thereafter 607,225 $ 967,398 As of March 31, 2023, the weighted average amortization period remaining for intangible assets was 13.2 years.

Held for Sale

Held for Sale	3 Months Ended
	Mar. 31, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Held for Sale	NOTE 16 . DISCONTINUED OPERATIONS In July 2022, the Company approved the exit of the Nevada operations. This represents a strategic shift in the Company's operations and therefore is classified as discontinued operations as of March 31, 2023. Immaterial wind-down activities are expected to continue in the near term. The assets and liabilities associated with discontinued operations consisted of the following as March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Assets associated with discontinued operations Income tax receivable $ 1,716 $ 1,708 Other assets 690 690 Cash — 621 Prepaids and other current assets 134 137 Total assets associated with discontinued operations $ 2,540 $ 3,156 Liabilities associated with discontinued operations Operating lease liabilities $ 14,569 $ 14,560 Accounts payable and accrued liabilities 33 493 Total liabilities associated with discontinued operations $ 14,602 $ 15,053 The following table summarizes the Company's income (loss) from discontinued operations for the three months ended March 31, 2023 and 2022. The gain and loss resulting from the forgiveness of intercompany payables has been eliminated in consolidation. Three Months Ended March 31, 2023 2022 (in thousands) Revenues, net of discounts $ — $ 601 Cost of goods sold — 2,907 Gross margin — ( 2,306 ) Expenses: Operating (income) expenses ( 19 ) 892 Total Expenses ( 19 ) 892 Income (loss) from operations 19 ( 3,198 ) Other income: Other income, net 21 30 Total other income 21 30 Income (loss) before provision for income taxes 40 ( 3,168 ) Income tax benefit 8 809 Net income (loss) from discontinued operations $ 48 $ ( 2,359 ) The condensed consolidated statements of cash flows include continuing operations and discontinued operations. The following table summarizes the depreciation of long-lived assets, amortization of long-lived assets, and capital expenditures of discontinued operations for the three months ended March 31, 2022. There was nominal activity for three months ended March 31, 2023. Three Months Ended March 31, 2022 Depreciation $ 9 Amortization $ 860 Purchases of property plant and equipment $ 226
Held For Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Held for Sale	NOTE 8. HELD FOR SALE As of March 31, 2023, the Company had $ 18.1 million in assets held for sale and $ 1.4 million in liabilities held for sale, which are recorded in prepaids and other current assets and accounts payable and accrued liabilities, respectively, on the condensed consolidated balance sheets, and primarily consist of property and equipment and a lease liability, respectively. As of December 31, 2022, the Company had $ 14.5 million in assets held for sale which primarily consisted of property and equipment. (in thousands) Held for sale assets as of December 31, 2022 $ 14,521 Assets moved to held for sale 5,402 Non-cash settlement ( 350 ) Impairments (1) ( 440 ) Assets sold (2) ( 1,000 ) Held for sale assets as of March 31, 2023 $ 18,133 Held for sale liabilities as of December 31, 2022 — Liabilities moved to held for sale ( 1,428 ) Held for sale liabilities as of March 31, 2023 $ ( 1,428 ) (1) Recorded within impairment and disposal of long-lived assets , net in the condensed consolidated statement of operations and comprehensive (loss) income. (2) During the three months ended March 31, 2023, the Company recorded a loss on the sale of held for sale assets of $ 0.4 million , which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. The Company received proceeds of $ 0.6 million in connection with the sale during the three months ended March 31, 2023 .

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Notes Payable	NOTE 9 . NOTES PAYABLE As of March 31, 2023 and December 31, 2022, notes payable consisted of the following: March 31, 2023 December 31, 2022 Stated Interest Rate Effective Interest Rate Maturity Date Net Book Value of Collateral (in thousands) Promissory notes dated December 21, 2022 (1) $ 71,217 $ 71,500 7.53 % (4) 7.86 % 1/1/2028 $ 156,270 Promissory note dated December 22, 2022 (2) 18,791 18,900 7.30 % (4) 7.38 % 12/22/2032 $ 9,557 Promissory notes dated October 1, 2021 (3) 5,959 6,095 8.14 % (4) 8.29 % 10/1/2027 $ 10,567 Promissory note dated December 22, 2022 5,500 5,500 10.00 % (4) 10.00 % 12/22/2023 (5) Promissory notes acquired in October 2021 2,484 5,338 (6) (4) (6) (6) (6) Promissory note of consolidated variable-interest entity dated February 1, 2022 1,139 1,200 8.00 % (4) 8.00 % 12/31/2025 — Total notes payable 105,090 108,533 Less: debt discount ( 1,756 ) ( 1,833 ) Less: current portion of notes payable ( 9,813 ) ( 12,453 ) Notes payable (7) $ 93,521 $ 94,247 (1) In connection with the closing of these four promissory notes, the Company entered into an interest rate swap to fix the interest rate at 7.53 % for the term of the notes. See Note 23 in the 2022 Form 10-K fo r further details. These promissory notes contain customary restrictive covenants pertaining to our management and operations, including, among other things, limitations on the amount of debt that may be incurred and the ability to pledge assets, among other things, as well as financial covenant requirements, that the Company comply with certain indebtedness to consolidated EBITDA (as defined) requirements, fixed charge ratio coverage, and liquidity covenant test. The covenants commence on June 30, 2023 and are measured semi-annually, except for certain covenants which were measured starting as of December 31, 2022. In May 2023, the Company amended the terms of the agreement in respect to the covenant requirements, excluding balloon payments from certain covenant calculations. (2) Promissory note bears interest at 7.30 % per annum until December 21, 2027. Thereafter, interest will accrue at a rate equal to the five-year treasury rate in effect as of December 12, 2027 plus 3.50 %. The promissory note contains customary restrictive covenants pertaining to our operations, including, among other things, limitations on the amount of debt and subsidiary debt that may be incurred and the ability to pledge assets, as well as financial covenant requirements, among other things, that the Company comply with certain indebtedness to consolidated EBITDA (as defined) requirements, covenant to liquidity and debt principal test, and a global debt service coverage ratio. The covenants commence on December 31, 2022 and December 31, 2023 and are measured annually. (3) On November 15, 2022 , the Company closed on the refinancing of our promissory notes dated October 1, 2021 to extend the maturity date by five years and fix the interest rate at 8.14 %. During the three months ended March 31, 2023, the Company determined to reposition the collateralized assets to held for sale as part of its continued efforts to optimize our assets and resources in the markets in which it serves. The Company expects to sell the assets, which primarily consist of property and equipment, within the near-term. (4) Interest payments are due monthly . (5) Promissory note is secured by the acquired membership interest in Formula 420 Cannabis LLC. See Note 4 in the 2022 Form 10-K fo r further details . (6) Seven promissory notes were acquired during the year ending December 31, 2021. Interest rates range from 0.00 % to 5.50 %, with a weighted average interest rate of 4.46 % as of March 31, 2023 . Maturity dates range from February 2023 to April 2026 . Of the seven acquired promissory notes, five remain outstanding as of March 31, 2023. Of these notes four are secured by various assets that approximate the value of the underlying notes of $ 2.5 million and one of the notes, of which the fair value is nominal is unsecured as of March 31, 2023 . (7) In addition to the notes payable listed in the above table, the Company entered into a letter of credit in October 2022 for up to $ 1.5 million, for which there have been no draws as of March 31, 2023 . The letter of credit is payable on demand, has an interest rate of 6.25 %, and must be drawn on by October 2023 or will expire. During the three months ended March 31, 2023 and 2022, the Company incurred interest expense of $ 2.1 million and $ 0.1 million , respectively, which is included within interest expense in the condensed consolidated statements of operations and comprehensive (loss) income. This includes accretion expense of $ 0.1 million for the three months ended March 31, 2023. Accretion expense for the three months ended March 31, 2022 was nominal. The Company's notes payable described above are subordinated to the private placement notes. See Note 10 - Private Placement Notes for further details. As of March 31, 2023, stated maturities of notes payable are as follows: (in thousands) Nine months ended December 31, 2023 $ 9,080 2024 3,232 2025 3,982 2026 3,044 2027 69,352 Thereafter 16,400 Total $ 105,090

Private Placement Notes

Private Placement Notes	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Private Placement Notes	NOTE 10 . PRIVATE PLACEMENT NOTES June and November Notes In 2019, the Company completed two private placement arrangements (the “June Notes” and the “November Notes”), each comprised of 5-year senior secured promissory notes with a face value of $ 70.0 million and $ 60.0 million, respectively. The purchasers of the June Notes received warrants to purchase 1,470,000 Subordinate Voting Shares at a price of $ 13.47 ("June Warrants") and the purchasers of the November Notes received warrants to purchase 1,560,000 Subordinate Voting Shares at a price of $ 980 per Unit, with each unit consisting of one Note issued in Denominations of $ 1,000 and 26 warrants ("November Warrants"), which can be exercised for approximately three years after closing (collectively the "Public Warrants"). The remaining outstanding Public Warrants expired in June 2022. The fair value of the June Notes at inception was determined to be $ 63.9 million using an effective interest rate of 13.32 %, which the Company estimates would have been the coupon rate required to issue the notes had the financing not included the June Warrants. The fair value of the November Notes at inception was determined to be $ 54.5 million using an effective interest rate of 13.43 %, which the Company estimates would have been the coupon rate required to issue the notes had the financing not included the November Warrants. 2026 Notes On October 6, 2021, the Company closed its private placement of 8 % Senior Secured Notes (the "2026 Notes - Tranche One") for aggregate gross proceeds of $ 350.0 million and net proceeds of $ 342.6 million. The Company used a portion of the net proceeds to repay certain outstanding acquired indebtedness and used the remaining net proceeds for capital expenditures and other general corporate purposes. On January 28, 2022, the Company closed on a second tranche private placement of 8 % Senior Secured Notes (the "2026 Notes - Tranche Two") for aggregate gross proceeds of $ 76.9 million and net proceeds of $ 75.6 million. The Company used the net proceeds for capital expenditures and other general corporate purposes. The notes may be redeemed in whole or in part, at the Company's option, at any time, on or after October 6, 2023, at the applicable redemption price. These notes are collectively referred to as the "2026 Notes". As of March 31, 2023 and December 31, 2022, private placement notes payable consisted of the following: March 31, 2023 December 31, 2022 Stated Interest Rate Effective Interest Rate Maturity Date (in thousands) 2026 Notes - Tranche One $ 350,000 $ 350,000 8.00 % 8.52 % 10/6/2026 2026 Notes - Tranche Two 75,000 75,000 8.00 % 8.43 % 10/6/2026 June Notes 70,000 70,000 9.75 % 13.32 % 6/11/2024 November Notes 60,000 60,000 9.75 % 13.43 % 6/11/2024 Total private placement notes 555,000 555,000 Less: Unamortized debt discount and issuance costs ( 11,963 ) ( 13,336 ) Private placement notes, net $ 543,037 $ 541,664 The private placement notes contain customary restrictive covenants pertaining to our management and operations, including, among other things, limitations on the amount of debt that may be incurred and the ability to pledge assets, as well as financial covenant requirements, that the Company comply with certain indebtedness to consolidated EBITDA (as defined) requirements and a fixed charge ratio coverage, measured from time to time when certain conditions are met. During the three months ended March 31, 2023 and 2022, the Company incurred interest expense of $ 12.9 million and $ 12.3 million , respectively, which is included within interest expense in the condensed consolidated statements of operations and comprehensive (loss) income related to the private placement notes. This includes accretion expense on the private placement notes of $ 1.4 million and $ 1.2 million , respectively, for the three months ended March 31, 2023 and 2022. Stated maturities of the principal portion of private placement notes outstanding as of March 31, 2023, are as follows: Year (in thousands) Nine months ending December 31, 2023 $ — 2024 130,000 2025 — 2026 425,000 2027 — Thereafter — Total private placement notes $ 555,000

Leases

Leases	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Leases	NOTE 11. LEASES The Company leases real estate used for dispensaries, cultivation and production facilities, and corporate offices. Lease terms for real estate generally range from five to ten years . Most leases include options to renew for varying terms at the Company’s sole discretion. Other leased assets include passenger vehicles, trucks, and equipment. Lease terms for these assets generally range from three to five years . Lease right-of-use assets and liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease agreements for some locations provide for rent escalations and renewal options. Certain real estate leases require payment for taxes, insurance and maintenance which are considered non-lease components. The Company accounts for real estate leases and the related fixed non-lease components together as a single component. The Company recorded a loss on disposal of right of use assets of zero and $ 10.5 million for three months ended March 31, 2023 and 2022, respectively, the latter is the result of repositioning away from margin dilutive assets, which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. The following table provides the components of lease cost recognized within the condensed consolidated statements of operations and comprehensive (loss) income for the three months ended March 31, 2023 and 2022: Three Months Ended Statement of operations and comprehensive (loss) income location 2023 2022 (in thousands) Operating lease cost Cost of goods sold, sales and marketing, general and administrative $ 4,913 $ 5,602 Finance lease cost: Amortization of lease assets Cost of goods sold, sales and marketing, general and administrative 2,955 2,515 Interest on lease liabilities Interest expense 1,741 1,579 Finance lease cost 4,696 4,094 Variable lease cost Cost of goods sold, sales and marketing, general and administrative 2,300 1,928 Short term lease expense Cost of goods sold, sales and marketing, general and administrative 203 99 Total lease cost $ 12,112 $ 11,723 During the three months ended March 31, 2023 and 2022, the Company earned $ 0.4 million and $ 0.1 million of sublease income, respectively, which is recorded in other income, net within the condensed consolidated statements of operations and comprehensive (loss) income. Other information related to operating and finance leases is as follows: Three Months Ended March 31, 2023 2022 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,052 $ 5,027 Operating cash flows from finance leases $ 1,782 $ 1,579 Financing cash flows from finance leases $ 2,040 $ 1,421 ASC 842 lease additions and modifications: Operating leases $ 4,602 $ 9,294 Finance leases $ ( 58 ) $ 6,301 March 31, 2023 December 31, 2022 Weighted average discount rate: Operating leases 9.43 % 9.28 % Finance leases 8.86 % 8.65 % Weighted average remaining lease term (in years): Operating leases 8.3 8.3 Finance leases 8.0 7.8 Future minimum lease payments under the Company's non-cancellable leases as of March 31, 2023 are as follows: Operating Leases Finance Leases (in thousands) Nine months ending December 31, 2023 $ 15,294 $ 11,004 2024 20,364 14,640 2025 20,245 14,434 2026 19,649 13,572 2027 19,205 12,710 Thereafter 72,218 46,921 Total undiscounted lease liabilities 166,975 113,281 Less: Interest ( 53,544 ) ( 33,258 ) Total present value of minimum lease payments 113,431 80,023 Lease liabilities- current portion ( 10,365 ) ( 8,041 ) Lease liabilities $ 103,066 $ 71,982

Construction Finance Liabilitie

Construction Finance Liabilities	3 Months Ended
	Mar. 31, 2023
Construction Finance Liability [Abstract]
Construction Finance Liabilities	NOTE 12. CONSTRUCTION FINANCE LIABILITIES When the Company enters into sale-leaseback transactions, it assesses whether a contract exists and whether there is a performance obligation to transfer control of the asset when determining whether the transfer of an asset shall be accounted for as a sale of the asset. If control is not transferred based on the nature of the transaction, and therefore does not meet the requirements for a sale under the failed-sale-leaseback accounting model, the Company is deemed to own this real estate and reflects these properties on its consolidated balance sheets in property and equipment, net and depreciates them over the assets' useful lives. The liabilities associated with these leases are recorded to construction finance liabilities - current portion and construction finance liabilities on the condensed consolidated balance sheets. During the three months ended March 31, 2023 and 2022, the Company recorded interest expense of $ 5.5 million and $ 5.3 million , respectively, related to construction finance liabilities, which is included in interest expense within the condensed consolidated statements of operations and comprehensive (loss) income. Holyoke In July 2019, the Company sold property it had recently acquired in Massachusetts for $ 3.5 million, which was the cost to the Company. In connection with the sale of this location, the Company agreed to lease the location back for cultivation. The transaction was determined to be a failed sale-leaseback financing arrangement. As of March 31, 2023, and December 31, 2022, the total construction finance liability associated with this transaction is $ 45.4 million and $ 45.2 million , respectively. Ben Bostic In October 2019, the Company sold property in Florida in exchange for cash of $ 17.0 million. Concurrent with the closing of the purchase, the buyer entered into a lease agreement with the Company, for continued operation as a licensed medical cannabis cultivation facility. Control was never transferred to the buyer-lessor because the transaction was determined to be a finance lease and did not meet the requirements of a sale. The transaction was treated as a failed sale-leaseback financing arrangement. As of March 31, 2023, and December 31, 2022, the total construction finance liability associated with this transaction is $ 17.7 million and $ 17.7 million , respectively. McKeesport In October 2019, the Company acquired a failed sales-leaseback transaction of a cannabis cultivation facility in Pennsylvania. The initial term of the lease is 15 years, with two five-year options to renew. As of March 31, 2023, and December 31, 2022, the total construction finance liability associated with this transaction is $ 42.0 million and $ 41.8 million , respectively. Alachua In October 2021, the Company acquired a failed sales-leaseback transaction of a cannabis cultivation and processing facility in Florida. The lease originated in January 2021 and has an initial term of 20 years , with two five-year options to renew. During the three months ended March 31, 2022 , the Company idled the facility while determining the future plans for the operations. In the second quarter of fiscal 2022, the Company committed to a plan to cease using this facility and as a result recorded a loss on disposal of the related property and equipment of $ 42.4 million. As of March 31, 2023, and December 31, 2022, the total construction finance liability associated with this transaction is $ 59.2 million and $ 59.2 million , respectively. Hancock In October 2021, the Company acquired a failed sales-leaseback transaction of a cannabis cultivation and processing facility in Maryland. The lease originated in August 2021 and has an initial term of ten years with two options to extend the term, the first providing a ten-year renewal option and the second providing a five-year renewal option. The landlord has agreed to provide a tenant improvement allowance of $ 12.9 million as an additional component of base rent. As of March 31, 2023, and December 31, 2022, $ 12.3 million and $ 12.3 million of the tenant improvement allowance has been provided, respectively. As of March 31, 2023, and December 31, 2022, the total construction finance liability associated with this transaction is $ 19.4 million and $ 19.7 million , respectively. Future minimum lease payments for the construction finance liabilities as of March 31, 2023, are as follows: Year (in thousands) Nine months ending December 31, 2023 $ 16,441 2024 22,498 2025 23,140 2026 23,801 2027 24,480 Thereafter 409,063 Total future payments 519,423 Less: Interest ( 335,761 ) Total present value of minimum payments 183,662 Construction finance liabilities - current portion ( 1,256 ) Construction finance liabilities $ 182,406

Equity

Equity	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Equity	NOTE 13. EQUITY Warrants Liability Warrants In October 2021 the Company acquired 1,679 warrants in connection with the acquisition of Harvest Health and Recreation, Inc. ("Harvest Liability Warrants"). Each acquired warrant is exercisable into one Multiple Voting Share. Changes in fair value are recognized as a component of other (expense) income within t he condensed consolidated statements of operations and comprehensive (loss) income as change in fair value of derivative liabilities - warrants. Number Weighted average exercise price Weighted average Outstanding and exercisable as of January 1, 2023 1,679 $ 1,125 0.31 Granted — — — Exercised — — — Outstanding and exercisable as of March 31, 2023 1,679 $ 1,125 0.06 The fair value of the Harvest Liability Warrants is determined usin g the Black-Scholes options pricing model. The following table summarizes the significant assumptions used in determining the fair value of the warrant liability: March 31, 2023 December 31, 2022 Stock price ($C) $ 7.48 $ 10.26 Exchange rate 0.739 0.738 Remaining life 0.06 0.31 Annualized volatility 26.84 % 104.07 % Discount rate 4.74 % 4.42 % Exercise price ($C) $ 11.25 $ 11.25 Equity Warrants In connection with the Harvest Health and Recreation, Inc. acquisition in October 2021, the Company acquired certain equity classified warrants ("equity warrants"). The warrants range in exercise price from $ 23.76 to $ 145.24 and expire at various dates from June 2022 through December 2025 . The warrants are exercisable into one Subordinate Voting Share. As of March 31, 2023 and December 31, 2022, there were 9,496 acquired equity warrants outstanding, respectively. Each acquired equity warrant is exercisable into one Subordinate Voting Share. As of March 31, 2023 and December 31, 2022 there were zero Public Warrants outstanding. See Note 10. Private Placement Notes for further details on warrants issued in connection with private placement debt in 2019. Share Based Compensation Options The Company did no t issue any options during the three months ended March 31, 2023. In determining the amount of share-based compensation related to options issued during the three months ended March 31, 2022, the Company used the Black-Scholes pricing model to establish the fair value of the options granted with the following assumptions: Three Months Ended March 31, 2022 Fair value at grant date $ 8.39 -$ 11.01 Stock price at grant date $ 21.48 -$ 25.41 Exercise price at grant date $ 21.48 -$ 25.41 Expected life in years 3.50 - 4.46 Expected volatility 51.81 % - 52.87 % Expected annual rate of dividends 0 % Risk free annual interest rate 1.20 % - 1.79 % The Company recorded share-based compensation for stock options as follows: Three Months Ended March 31, Three Months Ended March 31, Statement of operations and comprehensive (loss) income location 2023 2022 (in thousands) Cost of goods sold $ 16 $ 126 General and administrative 744 1,741 Sales and marketing 20 290 Total share-based compensation expense $ 780 $ 2,157 The number and weighted-average exercise prices and remaining contractual life of options as of March 31, 2023 and 2022, were as follows: Number of options Weighted average exercise price Weighted average remaining contractual life (Yrs.) Aggregate intrinsic value Outstanding, January 1, 2023 3,177,815 $ 25.96 5.41 $ — Granted — — Exercised — — Forfeited ( 50,581 ) 27.28 Outstanding, March 31, 2023 3,127,234 $ 25.94 5.10 $ — Exercisable, March 31, 2023 2,374,971 $ 26.21 4.01 $ — Number of options Weighted average exercise price Weighted average remaining contractual life (Yrs.) Aggregate intrinsic value Outstanding, January 1, 2022 2,973,895 $ 27.61 6.26 $ — Granted 864,051 21.56 Exercised ( 88,278 ) 11.32 Forfeited ( 121,127 ) 55.93 Outstanding, March 31, 2022 3,628,541 $ 25.62 6.23 $ — Exercisable, March 31, 2022 1,569,874 $ 18.21 3.70 $ 2.84 As of March 31, 2023, there was approximately $ 3.3 million of unrecognized compensation cost related to unvested stock option arrangements which is expected to be recognized over a weighted average service period of 0.70 years. Restricted Stock Units The following is a summary of RSU activity for the three months ended March 31, 2023 and 2022, respectively: Number of Weighted average Unvested balance as of January 1, 2023 720,707 $ 22.36 Granted — Vested — Forfeited ( 28,402 ) 23.20 Unvested balance as of March 31, 2023 692,305 $ 22.21 Number of Weighted average Unvested balance as of January 1, 2022 332,428 $ 26.86 Granted 821,800 21.51 Vested ( 24,444 ) 21.48 Forfeited ( 51,460 ) 26.00 Unvested balance as of March 31, 2022 1,078,324 $ 22.94 The Company recorded share-based compensation for RSUs as follows: Three Months Ended March 31, Three Months Ended March 31, Statement of operations and comprehensive (loss) income location 2023 2022 (in thousands) Cost of goods sold $ 220 $ 201 General and administrative 1,319 1,894 Sales and marketing 82 312 Total share-based compensation expense $ 1,621 $ 2,407 As of March 31, 2023, there was approximately $ 7.2 million of total unrecognized compensation cost related to unvested restricted stock units, which is expected to be recognized over a weighted-average service period of 0.74 years.

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Earnings Per Share	NOTE 14. EARNINGS PER SHARE The following is a reconciliation for the calculation of basic and diluted earnings per share: Three Months Ended March 31, 2023 2022 Numerator (in thousands, except share and per share amounts) Net loss from continuing operations $ ( 65,679 ) $ ( 30,123 ) Less: Net loss and comprehensive loss attributable to non-controlling interest ( 1,507 ) ( 507 ) Net loss from continuing operations available to common shareholders of Trulieve Cannabis Corp. ( 64,172 ) ( 29,616 ) Net income (loss) from discontinued operations 48 ( 2,359 ) Net loss and comprehensive loss attributable to common shareholders of Trulieve Cannabis Corp. $ ( 64,124 ) $ ( 31,975 ) Denominator Weighted average number of common shares outstanding 188,899,309 187,054,916 Dilutive effect of securities — — Diluted weighted average number of common shares outstanding 188,899,309 187,054,916 Loss per Share - Continuing operations Basic and diluted loss per share $ ( 0.34 ) $ ( 0.16 ) Income (loss) per Share - Discontinued operations Basic and diluted loss per share $ 0.00 $ ( 0.01 ) Shares which have been excluded from diluted per share amounts because their effect would have been anti-dilutive are as follows: March 31, 2023 2022 Stock options 3,127,234 3,628,541 Restricted share units 692,305 1,078,324 Warrants 177,391 3,636,029 As of March 31, 2023, there are approximately 186.0 million issued and outstanding shares which excludes approximately 2.9 million fully vested RSUs which are not contractually issuable until 2024.

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 15 . INCOME TAXES The following table summarizes the Company’s income tax expense and effective tax rate for the three months ended March 31, 2023 and 2022. Three Months Ended March 31, 2023 2022 (in thousands) (Loss) Income before provision for income taxes $ ( 30,721 ) $ 13,002 Provision for income taxes $ 34,958 $ 43,125 Effective tax rate - 114 % 332 % The Company has computed its provision for income taxes based on the actual effective tax rate for the quarter as the Company believes this is the best estimate for the annual effective tax rate. The Company is subject to income taxes in the United States and Canada. Significant judgment is required in evaluating the Company’s uncertain tax positions and determining the provision for income taxes. The Company’s gross unrecognized tax benefits were approximately $ 48.8 million and $ 41.8 million as of March 31, 2023 and December 31, 2022 , respectively, which is recorded in deferred tax liabilities and other long-term liabilities in the condensed consolidated balance sheets. The increase of $ 7.0 million in uncertain tax positions is due to a tax position taken relating to our inventory costs for tax purposes in our Florida dispensaries.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Mar. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	NOTE 16 . DISCONTINUED OPERATIONS In July 2022, the Company approved the exit of the Nevada operations. This represents a strategic shift in the Company's operations and therefore is classified as discontinued operations as of March 31, 2023. Immaterial wind-down activities are expected to continue in the near term. The assets and liabilities associated with discontinued operations consisted of the following as March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Assets associated with discontinued operations Income tax receivable $ 1,716 $ 1,708 Other assets 690 690 Cash — 621 Prepaids and other current assets 134 137 Total assets associated with discontinued operations $ 2,540 $ 3,156 Liabilities associated with discontinued operations Operating lease liabilities $ 14,569 $ 14,560 Accounts payable and accrued liabilities 33 493 Total liabilities associated with discontinued operations $ 14,602 $ 15,053 The following table summarizes the Company's income (loss) from discontinued operations for the three months ended March 31, 2023 and 2022. The gain and loss resulting from the forgiveness of intercompany payables has been eliminated in consolidation. Three Months Ended March 31, 2023 2022 (in thousands) Revenues, net of discounts $ — $ 601 Cost of goods sold — 2,907 Gross margin — ( 2,306 ) Expenses: Operating (income) expenses ( 19 ) 892 Total Expenses ( 19 ) 892 Income (loss) from operations 19 ( 3,198 ) Other income: Other income, net 21 30 Total other income 21 30 Income (loss) before provision for income taxes 40 ( 3,168 ) Income tax benefit 8 809 Net income (loss) from discontinued operations $ 48 $ ( 2,359 ) The condensed consolidated statements of cash flows include continuing operations and discontinued operations. The following table summarizes the depreciation of long-lived assets, amortization of long-lived assets, and capital expenditures of discontinued operations for the three months ended March 31, 2022. There was nominal activity for three months ended March 31, 2023. Three Months Ended March 31, 2022 Depreciation $ 9 Amortization $ 860 Purchases of property plant and equipment $ 226

Variable Interest Entities

Variable Interest Entities	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Variable Interest Entities	NOTE 17 . V ariable Interest Entities The Company has entered into operating agreements with various entities related to the purchase and operation of cannabis dispensary, cultivation, and production licenses, in several states in which it determined to be variable interest entities. The Company holds ownership interests in these entities ranging from none to 95 % either directly or through a proxy as of March 31, 2023. The Company's VIEs are not material to the consolidated financial position or operations as of March 31, 2023 and December 31, 2022 or for the three months ended March 31, 2023 and 2022. The Company determined certain of these entities to be variable interest entities in which it is the primary beneficiary. The Company consolidates these entities due to the other holder’s equity investment being insufficient to finance its activities without additional subordinated financial support and the Company meeting the power and economics criteria. In particular, the Company controls the management decisions and activities most significant to certain VIEs, has provided a significant portion of the subordinated financial support provided to date, and holds membership interests exposing the Company to the risk of reward and/or loss. The Company allocates income and cash flows of the VIEs based on the outstanding ownership percentage in accordance with the underlying operating agreements, as amended. The Company has consolidated all identified variable interest entities for which the Company is the primary beneficiary in the accompanying condensed consolidated financial statements. The following table presents the summarized assets and liabilities of the Company’s VIEs in which the Company does not hold a majority interest as of March 31, 2023 and December 31, 2022. The assets and liabilities in the table below include third-party assets and liabilities of our VIEs only and exclude intercompany balances that eliminate in consolidation as included on our condensed consolidated balance sheets. March 31, 2023 December 31, 2022 (in thousands) Current assets: Cash $ 4,916 $ 3,974 Accounts receivable, net 507 597 Inventories, net 7,330 6,922 Prepaids and other current assets 2,349 314 Total current assets 15,102 11,807 Property and equipment, net 10,386 9,916 Right of use asset - operating, net 1,702 1,760 Right of use asset - finance, net 2,333 2,371 Intangible assets, net 15,830 16,123 Other assets 79 79 Total assets $ 45,432 $ 42,056 Current liabilities: Accounts payable and accrued liabilities $ 4,190 $ 2,992 Income tax payable 2,363 2,216 Deferred revenue 29 6 Operating lease liability - current portion 109 105 Finance lease liability - current portion 134 129 Total current liabilities 6,825 5,448 Notes payable 1,139 1,200 Operating lease liability 1,676 1,705 Finance lease liability 2,191 2,226 Deferred tax liabilities 3,993 4,228 Other long-term liabilities 526 625 Total liabilities $ 16,350 $ 15,432 During the three months ended March 31, 2023, the Company paid $ 0.4 million in cash and $ 1.7 million in subordinate voting shares, earned but not yet issued, based on the completion of certain milestones required as part of the acquisition of one of the Company's consolidated variable interest entities. The Company previously paid $ 0.8 million in cash for certain milestones. As of March 31, 2023, the Company has $ 2.9 million in prepaid acquisition costs included in prepaids and other current assets in the condensed consolidated balance sheets. The agreement contains additional future milestones expected to be met in the near-term for additional cash and shares to be issued in accordance with the terms of the purchase agreement. In the first quarter of 2022, the Company divested of its minority ownership interest in one of its VIEs and received cash of $ 1.6 million and recorded an insignificant loss on the divestment which is recorded in impairment and disposal of long-lived, net in the condensed consolidated statements of operations and comprehensive (loss) income for the three months ended March 31, 2022. The Company no longer consolidates the VIE since it is no longer considered the primary beneficiary.

Related Parties

Related Parties	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Related Parties	NOTE 18 . RELATED PARTIES The Company leases a cultivation facility and corporate office facility from an entity that is directly or indirectly owned by Kim Rivers, the Company's Chief Executive Officer and Chair of the board of directors, George Hackney, a former member of the Company's board of directors, and Richard May, a member of the Company's board of directors. As of March 31, 2023, and December 31, 2022, under ASC 842, the Company had the following related party operating leases on the condensed consolidated balance sheets: As of March 31, 2023 As of December 31, 2022 (in thousands) Right-of-use assets, net $ 783 $ 820 Lease liabilities: Lease liabilities - current portion $ 117 $ 113 Lease liabilities 710 751 Total related parties lease liabilities $ 827 $ 864 Lease expense recognized on related party operating leases was less than $ 0.1 million and $ 0.1 million for the three months ended March 31, 2023 and 2022 , respectively.

Revenue Disaggregation

Revenue Disaggregation	3 Months Ended
	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Revenue Disaggregation	NOTE 19. REVENUE DISAGGREGATION Net revenues are comprised of the following for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 2022 (in thousands) Retail $ 275,650 $ 290,614 Wholesale, licensing, and other 13,439 27,133 Revenue, net of discounts $ 289,089 $ 317,747

Commitments And Contingencies

Commitments And Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments And Contingencies	NOTE 20 . COMMITMENTS AND CONTINGENCIES Operating Licenses Although the possession, cultivation, and distribution of cannabis is permitted in the states in which the Company operates, cannabis is a Schedule-I controlled substance and its use remains a violation of federal law. Since federal law criminalizing the use of cannabis preempts state laws that legalize its use, strict enforcement of federal law regarding cannabis would likely result in the Company’s inability to proceed with our business plans. In addition, the Company’s assets, including real property, inventory, cash and cash equivalents, equipment, and other goods, could be subject to asset forfeiture because cannabis is still federally illegal. Claims and Litigation From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. Except as disclosed below, as of March 31, 2023, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of the Company’s condensed consolidated statements of operations and comprehensive (loss) income. There are also no proceedings in which any of the Company’s directors, officers, or affiliates is an adverse party or has a material interest adverse to the Company’s interest. In connection with the acquisition of Watkins in the prior period, the Company received a demand letter on October 12, 2022, related to the four potential earnouts. The earnouts are based on the completion of certain milestones related to construction and operations and contingent on the continued employment of key employee shareholders. The Company entered into a settlement agreement in May 2023 closing this matter. Contingencies The Company records contingent liabilities with respect to litigation on various claims in which it believes a loss is probable and can be estimated. As of March 31, 2023 and December 31, 2022, $ 24.2 million and $ 31.7 million was included in contingent liabilities on the condensed consolidated balance sheets related to pending litigation, respectively. During the three months ended March 31, 2023 the Company settled various claims resulting in a decrease to the accrual. As of March 31, 2023 and December 31, 2022, $ 1.3 million and $ 3.0 million , respectively, was included in contingent liabilities on the condensed consolidated balance sheets for estimates related to various sales tax matters. Regulatory Compliance The Company’s compliance with state and other rules and regulations may be reviewed by state and federal agencies. If the Company fails to comply with these regulations, the Company could be subject to loss of licenses, substantial fines or penalties, and other sanctions.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Fair Value of Financial Instruments	Fair Value of Finan cial Instruments The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels, and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Observable inputs based on unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices in active markets, which are observable for the asset or liability, either directly or indirectly; and Level 3 – Unobservable inputs for which there is little or no market data requiring the Company to develop its own assumptions. The fair values of financial instruments by class are as follows as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) Financial Assets: Money market funds (1) $ 145,986 $ — $ — $ 145,986 $ 340 $ — $ — $ 340 Financial Liabilities: Interest rate swap (2) $ — $ 3,396 $ — $ 3,396 $ — $ 2,536 $ — $ 2,536 Warrant liabilities (3) $ — $ — $ — $ — $ — $ 252 $ — $ 252 There have been no transfers between hierarchy levels during the periods ending March 31, 2023 or December 31, 2022. (1) Money market funds are included within cash and cash equivalents and restricted cash in the Company’s condensed consolidated balance sheets. As a short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximate fair value. The Company recorded interest income of $ 0.7 million for the three months ended March 31, 2023 in relation to money market funds. (2) The fair value of the interest rate swap liability is recorded in other long-term liabilities on the condensed consolidated balance sheets. In November 2022 the Company entered into an interest rate swap contract ("VNB Swap") for the purpose of hedging the variability of interest expense and interest payments on the Company's long-term variable debt. The VNB Swap is carried at fair value which is based on a valuation model that utilizes interest rate yield curves and credit spreads observable in active markets as the significant inputs to the model. The Company considers credit risk associated with its own standing as well as the credit standing of any counterparties involved in the valuation of its financial instruments. (3) The total fair value and carrying value of the Company's liability warrants is recorded to warrant liabilities on the condensed consolidated balance sheets . The Company's non-recurring impairment tests, including those performed as of March 31, 2023, utilize significant level 3 unobservable inputs, including projections of future revenue and operating income. Deferred Revenue During the three months ended March 31, 2023, the Company terminated the loyalty program associated with dispensaries acquired with the acquisition of Harvest Health & Recreation, Inc. ("Harvest") in October 2021. As a result of the termination of the loyalty program at certain dispensaries, the Company recorded a reduction in the accrual of $ 4.7 million in revenue, net of discounts in the condensed consolidated statements of operations and comprehensive (loss) income. As of March 31, 2023 and December 31, 2022, the loyalty liability totaled $ 4.7 million and $ 8.9 million , respectively, and is included in deferred revenue on the condensed consolidated balance sheets. Included within deferred revenue as of March 31, 2023 and December 31, 2022 are customer credit balances of $ 0.4 million and $ 0.6 million , respectively.
Deferred Revenue	Deferred Revenue During the three months ended March 31, 2023, the Company terminated the loyalty program associated with dispensaries acquired with the acquisition of Harvest Health & Recreation, Inc. ("Harvest") in October 2021. As a result of the termination of the loyalty program at certain dispensaries, the Company recorded a reduction in the accrual of $ 4.7 million in revenue, net of discounts in the condensed consolidated statements of operations and comprehensive (loss) income. As of March 31, 2023 and December 31, 2022, the loyalty liability totaled $ 4.7 million and $ 8.9 million , respectively, and is included in deferred revenue on the condensed consolidated balance sheets. Included within deferred revenue as of March 31, 2023 and December 31, 2022 are customer credit balances of $ 0.4 million and $ 0.6 million , respectively.
Impairment of Long-lived Assets	Impairment of long-lived assets The Company reviews long-lived assets, including property and equipment, definite life intangible assets, and right-of-use assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. During the three months ended March 31, 2023, the Company determined that certain long-lived assets, including intangible assets, in Massachusetts were impaired due to the competitive environment in the Massachusetts cannabis industry. The Company utilized a combination of the market, income, and cost approach for its impairment testing, resulting in an impairment of $ 30.3 million, consisting of property and equipment and intangible assets, recorded within impairment and disposal of long-lived assets, net in the condensed consolidated statements of operations and comprehensive (loss) income .
Impairment of Goodwill	Impairment of goodwill The Company operates as one operating segment and reporting unit and therefore, evaluates goodwill for impairment as one singular repor ting unit annually during the fourth quarter or more often when an event occurs, or circumstances indicate the carrying value may not be recoverable. During the three months ending March 31, 2023, the Company continued to experience a sustained decline in its stock price resulting in the total market value of its common stock outstanding ("market capitalization") being less than the carrying value of the reporting unit. Management believes this decline in market value is due to a variety of factors, including: reduced number of custodians to service cannabis equity holdings, negative investor sentiment due to lack of progress on federal reform, and more challenging macroeconomic conditions. In light of the circumstances and indicators of potential impairment described above, management performed an interim quantitative goodwill impairment test as of March 31, 2023. Management first considered whether any impairment was present for the Company’s long-lived assets, concluding that no such impairments were present after conducting an undiscounted cash flow recoverability test, except for in the Massachusetts market as detailed above. In comparing the estimated fair value of the reporting unit to its carrying value, the Company utilized a weighted average valuation using the discounted cash flow model, or the income approach, and the market approach. The determination of the fair value of the reporting unit requires us to make significant estimates and assumptions. Due to the inherent uncertainty involved in making these estimates, actual future results could differ. Changes in assumptions regarding future results or other underlying assumptions could have a significant impact on the fair value of the reporting unit. The discounted cash flow model reflects our estimates of future cash flows and other factors including estimates of future operating performance, including future revenue, long-term growth rates, gross margins, capital expenditures, discount rates and the probability of achieving the estimated cash flows, among others. In addition to the income approach, the Company also employs the market approach in its goodwill impairment testing. Under the market approach, the Company estimates the fair value based upon multiples of comparable public companies. Significant estimates in the market approach include identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment, as well as assessing comparable market multiples in estimating the fair value of the reporting unit. The results of the Company’s interim test for impairment as of March 31, 2023 concluded that the estimated fair value of the reporting unit exceeded the carryin g value, resulting in no impairment.
Discontinued operations	Discontinued Operations In July 2022, the Company discontinued its Nevada operations. This action represents a strategic shift in the business and therefore, the related assets and liabilities associated with the Nevada operations are classified as discontinued operations on the condensed consolidated balance sheets and the results of the Nevada operations have been presented as discontinued operations within the condensed consolidated statements of operations and comprehensive (loss) income for all periods presented. Unless specifically noted otherwise, footnote disclosures reflect the results of continuing operations only. The results of discontinued operations are presented in Note 16. Discontinued Operations .
Principles of Consolidation	The accompanying unaudited condensed consolidated financial statements of Trulieve Cannabis Corp., ("Trulieve" and, together with its subsidiaries and variable interest entities, the "Company," "our," or "us") has been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and, therefore, do not include all financial information and footnotes required by GAAP for complete financial statements. In management's opinion, the condensed consolidated financial statements include all adjustments of a normal recurring nature necessary to fairly present the Company's financial position as of March 31, 2023, and the results of its operations and cash flows for the periods ended March 31, 2023 and 2022. The results of the Company's operations for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the full 2023 fiscal year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements for Trulieve Cannabis Corp. and the notes thereto, included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the Securities and Exchange Commission ("SEC") on March 8, 2023 (the "2022 Form 10-K").
Reclassifications	Reclassifications Certain reclassifications have been made to the condensed consolidated financial statements of prior periods and of the accompanying notes to conform to the current period presentation.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Schedule Of Fair Value Of Financial Instruments By Class	The fair values of financial instruments by class are as follows as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total (in thousands) Financial Assets: Money market funds (1) $ 145,986 $ — $ — $ 145,986 $ 340 $ — $ — $ 340 Financial Liabilities: Interest rate swap (2) $ — $ 3,396 $ — $ 3,396 $ — $ 2,536 $ — $ 2,536 Warrant liabilities (3) $ — $ — $ — $ — $ — $ 252 $ — $ 252 There have been no transfers between hierarchy levels during the periods ending March 31, 2023 or December 31, 2022. (1) Money market funds are included within cash and cash equivalents and restricted cash in the Company’s condensed consolidated balance sheets. As a short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximate fair value. The Company recorded interest income of $ 0.7 million for the three months ended March 31, 2023 in relation to money market funds. (2) The fair value of the interest rate swap liability is recorded in other long-term liabilities on the condensed consolidated balance sheets. In November 2022 the Company entered into an interest rate swap contract ("VNB Swap") for the purpose of hedging the variability of interest expense and interest payments on the Company's long-term variable debt. The VNB Swap is carried at fair value which is based on a valuation model that utilizes interest rate yield curves and credit spreads observable in active markets as the significant inputs to the model. The Company considers credit risk associated with its own standing as well as the credit standing of any counterparties involved in the valuation of its financial instruments. (3) The total fair value and carrying value of the Company's liability warrants is recorded to warrant liabilities on the condensed consolidated balance sheets .

Accounts Receivable (Tables)

Accounts Receivable (Tables)	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Schedule of Accounts Receivable	Accounts receivable consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Trade receivables $ 11,791 $ 12,864 Less: allowance for credit losses ( 3,754 ) ( 3,421 ) Accounts receivable, net $ 8,037 $ 9,443

Notes Receivable (Tables)

Notes Receivable (Tables)	3 Months Ended
	Mar. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Schedule of Notes Receivable	Accounts receivable consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Trade receivables $ 11,791 $ 12,864 Less: allowance for credit losses ( 3,754 ) ( 3,421 ) Accounts receivable, net $ 8,037 $ 9,443
Notes Receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Schedule of Notes Receivable	Notes receivable consisted of the following as of March 31, 2023 and December 31, 2022: March 31, December 31, Stated Interest Rate Maturity Date (in thousands) Promissory note acquired in October 2021 (1) $ 8,025 $ 8,205 7.50 % 11/9/2025 Promissory note dated November 15, 2021 (2) 4,714 4,602 9.75 % 11/14/2024 Notes receivable 12,739 12,807 Less: discount on notes receivable ( 77 ) ( 87 ) Total notes receivable, net of discount 12,662 12,720 Less: current portion of notes receivable ( 740 ) ( 728 ) Notes receivable, net $ 11,922 $ 11,992 (1) Interest and principal payments are due to the Company monthly. No payments are due to the Company until maturity. Interest is accrued monthly and added to the principal balance at each quarter end. The note is convertible to equity of the holder at the Company's option at any time prior to maturity. The note was issued with a nominal discount, resulting in an effective interest rate of 10.77 %.
Schedule of Stated Maturities of Notes Receivable	Stated maturities of the notes receivable are as follows as of March 31, 2023: Year Expected principal payments (in thousands) Nine months ending December 31, 2023 $ 548 2024 5,498 2025 6,693 2026 — 2027 — Thereafter — Total 12,739 Less: discount on notes receivable ( 77 ) Total $ 12,662

Inventories (Tables)

Inventories (Tables)	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Summary of Inventories	Inventories are comprised of the following items as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Raw material Cannabis plants $ 22,457 $ 22,243 Packaging and supplies 53,516 52,046 Total raw material 75,973 74,289 Work in process 165,868 174,533 Finished goods-unmedicated 6,445 7,563 Finished goods-medicated 49,270 41,430 Total inventories $ 297,556 $ 297,815

Property And Equipment (Tables)

Property And Equipment (Tables)	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	As of March 31, 2023 and December 31, 2022, property and equipment consisted of the following: March 31, 2023 December 31, 2022 (in thousands) Land $ 38,575 $ 38,485 Buildings and improvements 570,193 556,932 Furniture and equipment 288,546 277,164 Vehicles 838 839 Total 898,152 873,420 Less: accumulated depreciation ( 154,762 ) ( 134,587 ) Total property and equipment 743,390 738,833 Construction in progress 38,978 58,114 Total property and equipment, net $ 782,368 $ 796,947 During the three months ended March 31, 2023 and 2022, the Company capitalized interest of $ 0.6 mill ion and $ 1.5 million , respectively.

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Summary of Intangible Assets	The Company's definite-lived intangible assets consisted of the following as of March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value (in thousands) (in thousands) Licenses $ 1,044,660 $ 106,772 $ 937,888 $ 1,076,173 $ 93,567 $ 982,606 Trademarks 27,430 13,826 13,604 27,430 12,530 14,900 Internal use software 18,573 3,986 14,587 16,586 3,086 13,500 Tradenames 4,862 3,777 1,085 4,862 3,506 1,356 Customer relationships 3,536 3,302 234 3,536 3,252 284 Total $ 1,099,061 $ 131,663 $ 967,398 $ 1,128,587 $ 115,941 $ 1,012,646
Summary of Estimated Future Annual Amortization Expense Related to Intangible Assets	The following table outlines the estimated future amortization expense related to intangible assets as of March 31, 2023: Year Estimated (in thousands) Nine Months Ending December 31, 2023 $ 60,465 2024 79,003 2025 76,000 2026 73,603 2027 71,102 Thereafter 607,225 $ 967,398

Held for Sale (Tables)

Held for Sale (Tables)	3 Months Ended
	Mar. 31, 2023
Disposal Group, Including Discontinued Operation, Assets [Abstract]
Summary of Held for Sale Assets	As of December 31, 2022, the Company had $ 14.5 million in assets held for sale which primarily consisted of property and equipment. (in thousands) Held for sale assets as of December 31, 2022 $ 14,521 Assets moved to held for sale 5,402 Non-cash settlement ( 350 ) Impairments (1) ( 440 ) Assets sold (2) ( 1,000 ) Held for sale assets as of March 31, 2023 $ 18,133 Held for sale liabilities as of December 31, 2022 — Liabilities moved to held for sale ( 1,428 ) Held for sale liabilities as of March 31, 2023 $ ( 1,428 ) (1) Recorded within impairment and disposal of long-lived assets , net in the condensed consolidated statement of operations and comprehensive (loss) income. (2) During the three months ended March 31, 2023, the Company recorded a loss on the sale of held for sale assets of $ 0.4 million , which is recorded to impairment and disposal of long-lived assets, net within the condensed consolidated statements of operations and comprehensive (loss) income. The Company received proceeds of $ 0.6 million in connection with the sale during the three months ended March 31, 2023 .

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of Notes Payable	As of March 31, 2023 and December 31, 2022, notes payable consisted of the following: March 31, 2023 December 31, 2022 Stated Interest Rate Effective Interest Rate Maturity Date Net Book Value of Collateral (in thousands) Promissory notes dated December 21, 2022 (1) $ 71,217 $ 71,500 7.53 % (4) 7.86 % 1/1/2028 $ 156,270 Promissory note dated December 22, 2022 (2) 18,791 18,900 7.30 % (4) 7.38 % 12/22/2032 $ 9,557 Promissory notes dated October 1, 2021 (3) 5,959 6,095 8.14 % (4) 8.29 % 10/1/2027 $ 10,567 Promissory note dated December 22, 2022 5,500 5,500 10.00 % (4) 10.00 % 12/22/2023 (5) Promissory notes acquired in October 2021 2,484 5,338 (6) (4) (6) (6) (6) Promissory note of consolidated variable-interest entity dated February 1, 2022 1,139 1,200 8.00 % (4) 8.00 % 12/31/2025 — Total notes payable 105,090 108,533 Less: debt discount ( 1,756 ) ( 1,833 ) Less: current portion of notes payable ( 9,813 ) ( 12,453 ) Notes payable (7) $ 93,521 $ 94,247 (1) In connection with the closing of these four promissory notes, the Company entered into an interest rate swap to fix the interest rate at 7.53 % for the term of the notes. See Note 23 in the 2022 Form 10-K fo r further details. These promissory notes contain customary restrictive covenants pertaining to our management and operations, including, among other things, limitations on the amount of debt that may be incurred and the ability to pledge assets, among other things, as well as financial covenant requirements, that the Company comply with certain indebtedness to consolidated EBITDA (as defined) requirements, fixed charge ratio coverage, and liquidity covenant test. The covenants commence on June 30, 2023 and are measured semi-annually, except for certain covenants which were measured starting as of December 31, 2022. In May 2023, the Company amended the terms of the agreement in respect to the covenant requirements, excluding balloon payments from certain covenant calculations. (2) Promissory note bears interest at 7.30 % per annum until December 21, 2027. Thereafter, interest will accrue at a rate equal to the five-year treasury rate in effect as of December 12, 2027 plus 3.50 %. The promissory note contains customary restrictive covenants pertaining to our operations, including, among other things, limitations on the amount of debt and subsidiary debt that may be incurred and the ability to pledge assets, as well as financial covenant requirements, among other things, that the Company comply with certain indebtedness to consolidated EBITDA (as defined) requirements, covenant to liquidity and debt principal test, and a global debt service coverage ratio. The covenants commence on December 31, 2022 and December 31, 2023 and are measured annually. (3) On November 15, 2022 , the Company closed on the refinancing of our promissory notes dated October 1, 2021 to extend the maturity date by five years and fix the interest rate at 8.14 %. During the three months ended March 31, 2023, the Company determined to reposition the collateralized assets to held for sale as part of its continued efforts to optimize our assets and resources in the markets in which it serves. The Company expects to sell the assets, which primarily consist of property and equipment, within the near-term. (4) Interest payments are due monthly . (5) Promissory note is secured by the acquired membership interest in Formula 420 Cannabis LLC. See Note 4 in the 2022 Form 10-K fo r further details . (6) Seven promissory notes were acquired during the year ending December 31, 2021. Interest rates range from 0.00 % to 5.50 %, with a weighted average interest rate of 4.46 % as of March 31, 2023 . Maturity dates range from February 2023 to April 2026 . Of the seven acquired promissory notes, five remain outstanding as of March 31, 2023. Of these notes four are secured by various assets that approximate the value of the underlying notes of $ 2.5 million and one of the notes, of which the fair value is nominal is unsecured as of March 31, 2023 . (7) In addition to the notes payable listed in the above table, the Company entered into a letter of credit in October 2022 for up to $ 1.5 million, for which there have been no draws as of March 31, 2023 . The letter of credit is payable on demand, has an interest rate of 6.25 %, and must be drawn on by October 2023 or will expire.
Schedule of Stated Maturities of Notes Payable	As of March 31, 2023, stated maturities of notes payable are as follows: (in thousands) Nine months ended December 31, 2023 $ 9,080 2024 3,232 2025 3,982 2026 3,044 2027 69,352 Thereafter 16,400 Total $ 105,090

Private Placement Notes (Tables

Private Placement Notes (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of Private Placement Notes Payable	As of March 31, 2023 and December 31, 2022, private placement notes payable consisted of the following: March 31, 2023 December 31, 2022 Stated Interest Rate Effective Interest Rate Maturity Date (in thousands) 2026 Notes - Tranche One $ 350,000 $ 350,000 8.00 % 8.52 % 10/6/2026 2026 Notes - Tranche Two 75,000 75,000 8.00 % 8.43 % 10/6/2026 June Notes 70,000 70,000 9.75 % 13.32 % 6/11/2024 November Notes 60,000 60,000 9.75 % 13.43 % 6/11/2024 Total private placement notes 555,000 555,000 Less: Unamortized debt discount and issuance costs ( 11,963 ) ( 13,336 ) Private placement notes, net $ 543,037 $ 541,664
Summary of Scheduled Maturities of Principal Portion of Private Placement Notes, Outstanding	Stated maturities of the principal portion of private placement notes outstanding as of March 31, 2023, are as follows: Year (in thousands) Nine months ending December 31, 2023 $ — 2024 130,000 2025 — 2026 425,000 2027 — Thereafter — Total private placement notes $ 555,000

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Components of Lease Cost	The following table provides the components of lease cost recognized within the condensed consolidated statements of operations and comprehensive (loss) income for the three months ended March 31, 2023 and 2022: Three Months Ended Statement of operations and comprehensive (loss) income location 2023 2022 (in thousands) Operating lease cost Cost of goods sold, sales and marketing, general and administrative $ 4,913 $ 5,602 Finance lease cost: Amortization of lease assets Cost of goods sold, sales and marketing, general and administrative 2,955 2,515 Interest on lease liabilities Interest expense 1,741 1,579 Finance lease cost 4,696 4,094 Variable lease cost Cost of goods sold, sales and marketing, general and administrative 2,300 1,928 Short term lease expense Cost of goods sold, sales and marketing, general and administrative 203 99 Total lease cost $ 12,112 $ 11,723
Schedule of Other Information Related to Operating and Finance Leases	Other information related to operating and finance leases is as follows: Three Months Ended March 31, 2023 2022 (in thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 5,052 $ 5,027 Operating cash flows from finance leases $ 1,782 $ 1,579 Financing cash flows from finance leases $ 2,040 $ 1,421 ASC 842 lease additions and modifications: Operating leases $ 4,602 $ 9,294 Finance leases $ ( 58 ) $ 6,301 March 31, 2023 December 31, 2022 Weighted average discount rate: Operating leases 9.43 % 9.28 % Finance leases 8.86 % 8.65 % Weighted average remaining lease term (in years): Operating leases 8.3 8.3 Finance leases 8.0 7.8
Schedule of Future Minimum Lease Payments under Non-cancellable Leases	Future minimum lease payments under the Company's non-cancellable leases as of March 31, 2023 are as follows: Operating Leases Finance Leases (in thousands) Nine months ending December 31, 2023 $ 15,294 $ 11,004 2024 20,364 14,640 2025 20,245 14,434 2026 19,649 13,572 2027 19,205 12,710 Thereafter 72,218 46,921 Total undiscounted lease liabilities 166,975 113,281 Less: Interest ( 53,544 ) ( 33,258 ) Total present value of minimum lease payments 113,431 80,023 Lease liabilities- current portion ( 10,365 ) ( 8,041 ) Lease liabilities $ 103,066 $ 71,982

Construction Finance Liabilit_2

Construction Finance Liabilities (Tables)	9 Months Ended
	Sep. 30, 2022
Construction Finance Liability [Abstract]
Schedule of Future minimum Lease Payments for Construction Finance Liabilities	Future minimum lease payments for the construction finance liabilities as of March 31, 2023, are as follows: Year (in thousands) Nine months ending December 31, 2023 $ 16,441 2024 22,498 2025 23,140 2026 23,801 2027 24,480 Thereafter 409,063 Total future payments 519,423 Less: Interest ( 335,761 ) Total present value of minimum payments 183,662 Construction finance liabilities - current portion ( 1,256 ) Construction finance liabilities $ 182,406

Equity (Tables)

Equity (Tables)	3 Months Ended
	Mar. 31, 2023
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Summary of Warrants Outstanding and Exercisable	Number Weighted average exercise price Weighted average Outstanding and exercisable as of January 1, 2023 1,679 $ 1,125 0.31 Granted — — — Exercised — — — Outstanding and exercisable as of March 31, 2023 1,679 $ 1,125 0.06
Summary of Significant Assumptions Determining Fair Value of Warrant Liability	The following table summarizes the significant assumptions used in determining the fair value of the warrant liability: March 31, 2023 December 31, 2022 Stock price ($C) $ 7.48 $ 10.26 Exchange rate 0.739 0.738 Remaining life 0.06 0.31 Annualized volatility 26.84 % 104.07 % Discount rate 4.74 % 4.42 % Exercise price ($C) $ 11.25 $ 11.25
Schedule of Fair Value of Options Granted with Assumptions	In determining the amount of share-based compensation related to options issued during the three months ended March 31, 2022, the Company used the Black-Scholes pricing model to establish the fair value of the options granted with the following assumptions: Three Months Ended March 31, 2022 Fair value at grant date $ 8.39 -$ 11.01 Stock price at grant date $ 21.48 -$ 25.41 Exercise price at grant date $ 21.48 -$ 25.41 Expected life in years 3.50 - 4.46 Expected volatility 51.81 % - 52.87 % Expected annual rate of dividends 0 % Risk free annual interest rate 1.20 % - 1.79 %
Schedule of Share-Based Compensation Expense	The Company recorded share-based compensation for stock options as follows: Three Months Ended March 31, Three Months Ended March 31, Statement of operations and comprehensive (loss) income location 2023 2022 (in thousands) Cost of goods sold $ 16 $ 126 General and administrative 744 1,741 Sales and marketing 20 290 Total share-based compensation expense $ 780 $ 2,157
Schedule of Stock Option Activity	The number and weighted-average exercise prices and remaining contractual life of options as of March 31, 2023 and 2022, were as follows: Number of options Weighted average exercise price Weighted average remaining contractual life (Yrs.) Aggregate intrinsic value Outstanding, January 1, 2023 3,177,815 $ 25.96 5.41 $ — Granted — — Exercised — — Forfeited ( 50,581 ) 27.28 Outstanding, March 31, 2023 3,127,234 $ 25.94 5.10 $ — Exercisable, March 31, 2023 2,374,971 $ 26.21 4.01 $ — Number of options Weighted average exercise price Weighted average remaining contractual life (Yrs.) Aggregate intrinsic value Outstanding, January 1, 2022 2,973,895 $ 27.61 6.26 $ — Granted 864,051 21.56 Exercised ( 88,278 ) 11.32 Forfeited ( 121,127 ) 55.93 Outstanding, March 31, 2022 3,628,541 $ 25.62 6.23 $ — Exercisable, March 31, 2022 1,569,874 $ 18.21 3.70 $ 2.84
Schedule of Restricted Stock Units Activity	The following is a summary of RSU activity for the three months ended March 31, 2023 and 2022, respectively: Number of Weighted average Unvested balance as of January 1, 2023 720,707 $ 22.36 Granted — Vested — Forfeited ( 28,402 ) 23.20 Unvested balance as of March 31, 2023 692,305 $ 22.21 Number of Weighted average Unvested balance as of January 1, 2022 332,428 $ 26.86 Granted 821,800 21.51 Vested ( 24,444 ) 21.48 Forfeited ( 51,460 ) 26.00 Unvested balance as of March 31, 2022 1,078,324 $ 22.94
RSUs
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Schedule of Restricted Stock Units Activity	The Company recorded share-based compensation for RSUs as follows: Three Months Ended March 31, Three Months Ended March 31, Statement of operations and comprehensive (loss) income location 2023 2022 (in thousands) Cost of goods sold $ 220 $ 201 General and administrative 1,319 1,894 Sales and marketing 82 312 Total share-based compensation expense $ 1,621 $ 2,407

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Schedule of Reconciliation For Calculation of Basic And Diluted Earnings Per Share	The following is a reconciliation for the calculation of basic and diluted earnings per share: Three Months Ended March 31, 2023 2022 Numerator (in thousands, except share and per share amounts) Net loss from continuing operations $ ( 65,679 ) $ ( 30,123 ) Less: Net loss and comprehensive loss attributable to non-controlling interest ( 1,507 ) ( 507 ) Net loss from continuing operations available to common shareholders of Trulieve Cannabis Corp. ( 64,172 ) ( 29,616 ) Net income (loss) from discontinued operations 48 ( 2,359 ) Net loss and comprehensive loss attributable to common shareholders of Trulieve Cannabis Corp. $ ( 64,124 ) $ ( 31,975 ) Denominator Weighted average number of common shares outstanding 188,899,309 187,054,916 Dilutive effect of securities — — Diluted weighted average number of common shares outstanding 188,899,309 187,054,916 Loss per Share - Continuing operations Basic and diluted loss per share $ ( 0.34 ) $ ( 0.16 ) Income (loss) per Share - Discontinued operations Basic and diluted loss per share $ 0.00 $ ( 0.01 )
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	Shares which have been excluded from diluted per share amounts because their effect would have been anti-dilutive are as follows: March 31, 2023 2022 Stock options 3,127,234 3,628,541 Restricted share units 692,305 1,078,324 Warrants 177,391 3,636,029

Income Taxes (Tables)

Income Taxes (Tables)	3 Months Ended
	Mar. 31, 2023
Income Tax Disclosure [Abstract]
Summary of Income Tax Expense and Effective Tax Rate	The following table summarizes the Company’s income tax expense and effective tax rate for the three months ended March 31, 2023 and 2022. Three Months Ended March 31, 2023 2022 (in thousands) (Loss) Income before provision for income taxes $ ( 30,721 ) $ 13,002 Provision for income taxes $ 34,958 $ 43,125 Effective tax rate - 114 % 332 %

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Mar. 31, 2023
Discontinued Operations and Disposal Groups [Abstract]
Summary of Assets and Liabilities, Loss from Discontinued Operations and Cash Flow Including Continuing from Discontinued Operations	The assets and liabilities associated with discontinued operations consisted of the following as March 31, 2023 and December 31, 2022: March 31, 2023 December 31, 2022 (in thousands) Assets associated with discontinued operations Income tax receivable $ 1,716 $ 1,708 Other assets 690 690 Cash — 621 Prepaids and other current assets 134 137 Total assets associated with discontinued operations $ 2,540 $ 3,156 Liabilities associated with discontinued operations Operating lease liabilities $ 14,569 $ 14,560 Accounts payable and accrued liabilities 33 493 Total liabilities associated with discontinued operations $ 14,602 $ 15,053 The following table summarizes the Company's income (loss) from discontinued operations for the three months ended March 31, 2023 and 2022. The gain and loss resulting from the forgiveness of intercompany payables has been eliminated in consolidation. Three Months Ended March 31, 2023 2022 (in thousands) Revenues, net of discounts $ — $ 601 Cost of goods sold — 2,907 Gross margin — ( 2,306 ) Expenses: Operating (income) expenses ( 19 ) 892 Total Expenses ( 19 ) 892 Income (loss) from operations 19 ( 3,198 ) Other income: Other income, net 21 30 Total other income 21 30 Income (loss) before provision for income taxes 40 ( 3,168 ) Income tax benefit 8 809 Net income (loss) from discontinued operations $ 48 $ ( 2,359 ) The condensed consolidated statements of cash flows include continuing operations and discontinued operations. The following table summarizes the depreciation of long-lived assets, amortization of long-lived assets, and capital expenditures of discontinued operations for the three months ended March 31, 2022. There was nominal activity for three months ended March 31, 2023. Three Months Ended March 31, 2022 Depreciation $ 9 Amortization $ 860 Purchases of property plant and equipment $ 226

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Assets and Liabilities of Company's VIEs	The following table presents the summarized assets and liabilities of the Company’s VIEs in which the Company does not hold a majority interest as of March 31, 2023 and December 31, 2022. The assets and liabilities in the table below include third-party assets and liabilities of our VIEs only and exclude intercompany balances that eliminate in consolidation as included on our condensed consolidated balance sheets. March 31, 2023 December 31, 2022 (in thousands) Current assets: Cash $ 4,916 $ 3,974 Accounts receivable, net 507 597 Inventories, net 7,330 6,922 Prepaids and other current assets 2,349 314 Total current assets 15,102 11,807 Property and equipment, net 10,386 9,916 Right of use asset - operating, net 1,702 1,760 Right of use asset - finance, net 2,333 2,371 Intangible assets, net 15,830 16,123 Other assets 79 79 Total assets $ 45,432 $ 42,056 Current liabilities: Accounts payable and accrued liabilities $ 4,190 $ 2,992 Income tax payable 2,363 2,216 Deferred revenue 29 6 Operating lease liability - current portion 109 105 Finance lease liability - current portion 134 129 Total current liabilities 6,825 5,448 Notes payable 1,139 1,200 Operating lease liability 1,676 1,705 Finance lease liability 2,191 2,226 Deferred tax liabilities 3,993 4,228 Other long-term liabilities 526 625 Total liabilities $ 16,350 $ 15,432

Related Parties (Tables)

Related Parties (Tables)	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
Right of Use Assets and Lease Liabilities under ASC 842	As of March 31, 2023, and December 31, 2022, under ASC 842, the Company had the following related party operating leases on the condensed consolidated balance sheets: As of March 31, 2023 As of December 31, 2022 (in thousands) Right-of-use assets, net $ 783 $ 820 Lease liabilities: Lease liabilities - current portion $ 117 $ 113 Lease liabilities 710 751 Total related parties lease liabilities $ 827 $ 864

Revenue Disaggregation (Tables)

Revenue Disaggregation (Tables)	3 Months Ended
	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Schedule of Net Revenues Comprised	Net revenues are comprised of the following for the three months ended March 31, 2023 and 2022: Three Months Ended March 31, 2023 2022 (in thousands) Retail $ 275,650 $ 290,614 Wholesale, licensing, and other 13,439 27,133 Revenue, net of discounts $ 289,089 $ 317,747

Basis Of Presentation - Additio

Basis Of Presentation - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Basis Of Presentation [Line Items]
Increase in cost of goods sold	$ 139,151	$ 137,291
Decrease in inventories	(260)	21,957
Net (loss) income	$ (65,631)	$ (32,482)

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023 USD ($) Segment	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Proceeds from sale of property held for sale	$ 600
Number of operating segment | Segment	1
Number of reporting unit | Segment	1
Loyalty liability	$ 4,700		$ 8,900
Customer credit balance in deferred revenue	400		600
Reduction in accrual of revenue due to termination of loyalty program	4,700
Impairments and disposals of long-lived assets, net	31,015	$ 16,461
Fair value liabilities transfers amount	0		$ 0
Property and Equipment and Intangible Assets [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Impairments and disposals of long-lived assets, net	$ 30,300

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule Of Fair Value Of Financial Instruments By Class (Details) - USD ($) $ in Thousands		Mar. 31, 2023	Dec. 31, 2022
Money Market Funds
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents, fair value disclosure	[1]	$ 145,986	$ 340
Money Market Funds | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents, fair value disclosure	[1]	145,986	340
Interest Rate Swap
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities fair value disclosure	[2]	3,396	2,536
Interest Rate Swap | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities fair value disclosure	[2]	$ 3,396	2,536
Warrant Liability
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities fair value disclosure	[3]		252
Warrant Liability | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Financial liabilities fair value disclosure	[3]		$ 252
[1] Money market funds are included within cash and cash equivalents and restricted cash in the Company’s condensed consolidated balance sheets. As a short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximate fair value. The Company recorded interest income of $ 0.7 million for the three months ended March 31, 2023 in relation to money market funds. The fair value of the interest rate swap liability is recorded in other long-term liabilities on the condensed consolidated balance sheets. In November 2022 the Company entered into an interest rate swap contract ("VNB Swap") for the purpose of hedging the variability of interest expense and interest payments on the Company's long-term variable debt. The VNB Swap is carried at fair value which is based on a valuation model that utilizes interest rate yield curves and credit spreads observable in active markets as the significant inputs to the model. The Company considers credit risk associated with its own standing as well as the credit standing of any counterparties involved in the valuation of its financial instruments. The total fair value and carrying value of the Company's liability warrants is recorded to warrant liabilities on the condensed consolidated balance sheets .

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule Of Fair Value Of Financial Instruments By Class (Parenthetical) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Accounting Policies [Abstract]
Interest income	$ 0.7

Acquisitions - Additional Infor

Acquisitions - Additional Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Business Combination And Asset Acquisition [Line Items]
Goodwill	$ 791,495	$ 791,495

Acquisitions - Summary of Alloc

Acquisitions - Summary of Allocation of Consideration Exchanged for Estimated/Final Fair Value of Tangible and Identifiable Intangible Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Recognized amounts of identifiable assets acquired and liabilities assumed:
Right of use asset - operating	$ 101,848	$ 101,379
Intangible assets, net:
Goodwill	$ 791,495	$ 791,495

Accounts Receivable - Schedule

Accounts Receivable - Schedule of Accounts Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Receivables [Abstract]
Trade receivables	$ 11,791	$ 12,864
Less: allowance for credit losses	(3,754)	(3,421)
Accounts receivable, net	$ 8,037	$ 9,443

Notes Receivable - Schedule of

Notes Receivable - Schedule of Notes Receivable (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	$ 12,739	$ 12,807
Less: discount on notes receivable	(77)	(87)
Total notes receivable, net of discounts	12,662	12,720
Less: current portion of notes receivable	(740)	(728)
Notes receivable, net	11,922	11,992
Promissory Note Acquired in October 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	$ 8,025	$ 8,205
Stated Interest Rate	7.50%	7.50%
Maturity Date	Nov. 09, 2025	Nov. 09, 2025
Promissory Note Dated November 15, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	$ 4,714	$ 4,602
Stated Interest Rate	9.75%	9.75%
Maturity Date	Nov. 14, 2024	Nov. 14, 2024

Notes Receivable - Schedule o_2

Notes Receivable - Schedule of Notes Receivable (Parenthetical) (Details)	Mar. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Effective Interest Rate	10.77%

Notes Receivable - Additional I

Notes Receivable - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Outstanding notes receivable	$ 12,662		$ 12,720
Other income
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income	$ 300	$ 400

Notes Receivable - Schedule o_3

Notes Receivable - Schedule of Stated Maturities of Notes Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Receivables [Abstract]
Nine months ending December 31, 2023	$ 548
2024	5,498
2025	6,693
2026	0
2027	0
Thereafter	0
Total	12,739	$ 12,807
Less: discount on notes receivable	(77)	(87)
Total notes receivable, net of discounts	$ 12,662	$ 12,720

Inventories - Summary of Invent

Inventories - Summary of Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Inventory [Line Items]
Total Raw Material	$ 75,973	$ 74,289
Work in process	165,868	174,533
Total inventories	297,556	297,815
Cannabis Plants
Inventory [Line Items]
Total Raw Material	22,457	22,243
Packaging and Supplies
Inventory [Line Items]
Total Raw Material	53,516	52,046
Unmedicated
Inventory [Line Items]
Finished Goods	6,445	7,563
Medicated
Inventory [Line Items]
Finished Goods	$ 49,270	$ 41,430

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Property Plant And Equipment [Line Items]
Property and Equipment, Gross	$ 898,152	$ 873,420
Less: accumulated depreciation	(154,762)	(134,587)
Total property and equipment	743,390	738,833
Total property and equipment, net	782,368	796,947
Land
Property Plant And Equipment [Line Items]
Property and Equipment, Gross	38,575	38,485
Buildings and Improvements
Property Plant And Equipment [Line Items]
Property and Equipment, Gross	570,193	556,932
Furniture and Equipment
Property Plant And Equipment [Line Items]
Property and Equipment, Gross	288,546	277,164
Vehicles
Property Plant And Equipment [Line Items]
Property and Equipment, Gross	838	839
Construction In Progress
Property Plant And Equipment [Line Items]
Construction in progress	$ 38,978	$ 58,114

Property and Equipment - Additi

Property and Equipment - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Line Items]
Interest capitalized	$ 0.6	$ 1.5
Depreciation	20.5	15.5
Repositioning Assets
Property, Plant and Equipment [Line Items]
Impairment of long-lived assets and non-operating assets		0.3
Impairment and disposal of long-lived assets
Property, Plant and Equipment [Line Items]
Impairment of property and equipment	3
Gain (loss) on disposal of long-lived assets	$ 0.3	0
Southeast Region | Impairment and disposal of long-lived assets
Property, Plant and Equipment [Line Items]
Gain (loss) on disposal of long-lived assets		$ 3

Intangible Assets - Summary of

Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 1,099,061	$ 1,128,587
Accumulated Amortization	131,663	115,941
Net Book Value	967,398	1,012,646
Licenses
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	1,044,660	1,076,173
Accumulated Amortization	106,772	93,567
Net Book Value	937,888	982,606
Trademarks
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	27,430	27,430
Accumulated Amortization	13,826	12,530
Net Book Value	13,604	14,900
Internal Use Software
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	18,573	16,586
Accumulated Amortization	3,986	3,086
Net Book Value	14,587	13,500
Tradenames
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	4,862	4,862
Accumulated Amortization	3,777	3,506
Net Book Value	1,085	1,356
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	3,536	3,536
Accumulated Amortization	3,302	3,252
Net Book Value	$ 234	$ 284

Intangible Assets - Additional

Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 20.5	$ 21.1
Loss on impairment of intangible assets	$ 27.3
Weighted average amortization period remaining for intangible assets	13 years 2 months 12 days

Intangible Assets - Summary o_2

Intangible Assets - Summary of Estimated Future Annual Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Nine Months Ending December 31, 2023	$ 60,465
2024	79,003
2025	76,000
2026	73,603
2027	71,102
Thereafter	607,225
Net Book Value	$ 967,398	$ 1,012,646

Held for Sale - Additional Info

Held for Sale - Additional Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	$ 18,133	$ 14,521
Liabilities held for sale	1,428
Prepaid Expenses and Other Current Assets
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Assets held for sale	18,100	$ 14,500
Accounts Payable and Accrued Liabilities
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Liabilities held for sale	$ 1,400

Held for Sale - Summary of Held

Held for Sale - Summary of Held for Sale Assets (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Disposal Group, Including Discontinued Operation, Assets [Abstract]
Held for sale assets, Beginning balance	$ 14,521
Assets moved to held for sale	5,402
Non-cash settlement	(350)
Impairments	$ (440)
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income [Extensible Enumeration]	Impairments and disposals of long-lived assets, net
Assets sold	$ 1,000
Held for sale assets, Ending balance	18,133
Liabilities moved to held for sale	(1,428)
Held for sale liabilities, Ending balance	$ (1,428)

Held for Sale - Summary of He_2

Held for Sale - Summary of Held for Sale Assets (Parenthetical) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Disposal Group, Including Discontinued Operation, Assets [Abstract]
Loss on the sale of held for sale assets	$ 0.4
Proceeds from sale of property held for sale	$ 0.6

Notes Payable - Schedule of Not

Notes Payable - Schedule of Notes Payable, Net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Nov. 15, 2022
Notes Payable [Line Items]
Total notes payable	$ 105,090	$ 108,533
Less: debt discount, current	(1,756)	(1,833)
Less: current portion of notes payable	(9,813)	(12,453)
Notes payable	$ 93,521	94,247
Effective Interest Rate	10.77%
Promissory notes dated December 21, 2022
Notes Payable [Line Items]
Total notes payable	$ 71,217	71,500
Stated Interest Rate	7.53%
Effective Interest Rate	7.86%
Debt Instrument, Maturity Date	Jan. 01, 2028
Net Book Value Of Collateral	$ 156,270
Promissory note dated December 22, 2022
Notes Payable [Line Items]
Total notes payable	$ 18,791	18,900
Stated Interest Rate	7.30%
Effective Interest Rate	7.38%
Debt Instrument, Maturity Date	Dec. 22, 2032
Net Book Value Of Collateral	$ 9,557
Promissory notes dated October 1, 2021
Notes Payable [Line Items]
Total notes payable	$ 5,959	6,095
Stated Interest Rate	8.14%		8.14%
Effective Interest Rate	8.29%
Debt Instrument, Maturity Date	Oct. 01, 2027
Net Book Value Of Collateral	$ 10,567
Promissory note dated December 22, 2022
Notes Payable [Line Items]
Total notes payable	$ 5,500	5,500
Stated Interest Rate	10%
Effective Interest Rate	10%
Debt Instrument, Maturity Date	Dec. 22, 2023
Promissory notes acquired in Harvest Acquisition
Notes Payable [Line Items]
Total notes payable	$ 2,484	5,338
Promissory note of consolidated variable-interest entity dated February 1, 2022
Notes Payable [Line Items]
Total notes payable	$ 1,139	$ 1,200
Stated Interest Rate	8%
Effective Interest Rate	8%
Debt Instrument, Maturity Date	Dec. 31, 2025

Notes Payable - Schedule of N_2

Notes Payable - Schedule of Notes Payable (Parenthetical) (Details) $ in Millions		1 Months Ended	3 Months Ended	12 Months Ended
	Nov. 15, 2022	Oct. 31, 2021	Mar. 31, 2023 USD ($) PromissoryNote	Dec. 31, 2021 PromissoryNote	Oct. 31, 2022 USD ($)
Notes Payable [Line Items]
Effective Interest Rate			10.77%
Letter of credit | $					$ 1.5
Letter of credit interest rate		6.25%
Promissory notes dated December 21, 2022
Notes Payable [Line Items]
Notes payable, commencement date			Dec. 21, 2022
Debt instrument, frequency of interest payment			monthly
Notes payable, annual interest rate			7.53%
Effective Interest Rate			7.86%
Promissory note dated December 22, 2022
Notes Payable [Line Items]
Notes payable, commencement date			Dec. 22, 2022
Debt instrument, frequency of interest payment			monthly
Notes payable, annual interest rate			7.30%
Effective Interest Rate			7.38%
Debt instrument, interest rate, basis for effective rate			Promissory note bears interest at 7.30% per annum until December 21, 2027. Thereafter, interest will accrue at a rate equal to the five-year treasury rate in effect as of December 12, 2027 plus 3.50%.
Five-year treasury rate in effect, plus percentage			3.50%
Promissory notes dated October 1, 2021
Notes Payable [Line Items]
Notes payable, commencement date	Oct. 01, 2021		Oct. 01, 2021
Refinancing debt closure date	Nov. 15, 2022
Debt instrument, frequency of interest payment			monthly
Notes payable, annual interest rate	8.14%		8.14%
Refinancing debt instrument term	5 years
Notes payable, maturity description	extend the maturity date by five years
Effective Interest Rate			8.29%
Promissory note dated December 22, 2022
Notes Payable [Line Items]
Notes payable, commencement date			Dec. 22, 2022
Debt instrument, frequency of interest payment			monthly
Notes payable, annual interest rate			10%
Effective Interest Rate			10%
Promissory notes acquired in Harvest Acquisition
Notes Payable [Line Items]
Debt instrument, frequency of interest payment			monthly
Number of promissory notes, acquired | PromissoryNote				7
Number of remaining outstanding promissory notes | PromissoryNote			5
Debt instrument description			Of the seven acquired promissory notes, five remain outstanding as of March 31, 2023. Of these notes four are secured by various assets that approximate the value of the underlying notes of $2.5 million and one of the notes, of which the fair value is nominal is unsecured as of March 31, 2023.
Promissory notes, secured of underlying notes | $			$ 2.5
Notes payable, maturity month and year range, start			2023-02
Notes payable, maturity month and year range, end			2026-04
Promissory notes acquired in Harvest Acquisition | Minimum
Notes Payable [Line Items]
Notes payable, annual interest rate			0%
Promissory notes acquired in Harvest Acquisition | Maximum
Notes Payable [Line Items]
Notes payable, annual interest rate			5.50%
Promissory notes acquired in Harvest Acquisition | Weighted Average
Notes Payable [Line Items]
Notes payable, annual interest rate			4.46%
Promissory note of consolidated variable-interest entity dated February 1, 2022
Notes Payable [Line Items]
Notes payable, commencement date			Feb. 01, 2022
Debt instrument, frequency of interest payment			monthly
Notes payable, annual interest rate			8%
Effective Interest Rate			8%

Notes Payable - Additional Info

Notes Payable - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Disclosure [Abstract]
Notes Payables Interest Expense Incurred	$ 2.1	$ 0.1
Notes payable, accretion expense	$ 0.1

Notes Payable - Schedule of Sta

Notes Payable - Schedule of Stated Maturities of Notes Payable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
Nine months ended December 31, 2023	$ 9,080
2024	3,232
2025	3,982
2026	3,044
2027	69,352
Thereafter	16,400
Total notes payable	$ 105,090	$ 108,533

Private Placement Notes - Addit

Private Placement Notes - Additional Information (Details)			3 Months Ended		12 Months Ended
	Jan. 28, 2022 USD ($)	Oct. 06, 2021 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2019 USD ($) Warrant $ / shares shares
Debt Instrument [Line Items]
Debt instrument, interest rate			10.77%
Accretion expense			$ 1,400,000	$ 1,200,000
Interest Expense Incurred			12,900,000	12,300,000
Repaid principal amount			$ 3,442,000	$ 2,285,000
June Notes
Debt Instrument [Line Items]
Debt instrument term					5 years
Debt instrument face amount					$ 70,000,000
Stated Interest Rate			9.75%		13.32%
Warrants to purchase of shares | shares					1,470,000
Warrants exercise price | (per share) | $ / shares					$ 13.47
Debt instrument, fair value					$ 63,900,000
Notes payable, annual interest rate			9.75%		13.32%
Debt instrument, interest rate			13.32%
Warrants exercise price | $ / shares					$ 13.47
Debt instrument, maturity date			Jun. 11, 2024
November Notes
Debt Instrument [Line Items]
Debt instrument term					5 years
Debt instrument face amount					$ 60,000,000
Stated Interest Rate			9.75%
Warrants to purchase of shares | shares					1,560,000
Warrants exercise price | (per share) | $ / shares					$ 980
Denominations value of note issued					$ 1,000
Number of warrants in denominations | Warrant					26
Debt instrument exercised period					3 years
Debt instrument, fair value					$ 54,500,000
Notes payable, annual interest rate			9.75%
Debt instrument, interest rate			13.43%		13.43%
Warrants exercise price | $ / shares					$ 980
Debt instrument, maturity date			Jun. 11, 2024
2026 Notes - Tranche One
Debt Instrument [Line Items]
Stated Interest Rate		8%	8%
Notes payable, annual interest rate		8%	8%
Debt instrument, interest rate			8.52%
Gross proceeds from private placement		$ 350,000,000
Net proceeds from private placement		$ 342,600,000
Debt instrument, maturity date			Oct. 06, 2026
2026 Notes - Tranche Two
Debt Instrument [Line Items]
Stated Interest Rate	8%		8%
Notes payable, annual interest rate	8%		8%
Debt instrument, interest rate			8.43%
Gross proceeds from private placement	$ 76,900,000
Net proceeds from private placement	$ 75,600
Debt instrument, maturity date			Oct. 06, 2026

Private Placement Notes - Assum

Private Placement Notes - Assumptions Used in Black-Scholes Option Pricing Model for Warrants (Details)	Dec. 31, 2019 $ / shares
June Notes
Debt Instrument [Line Items]
Exercise price at grant date (C$)	$ 13.47
November Notes
Debt Instrument [Line Items]
Exercise price at grant date (C$)	$ 980

Private Placement Notes - Sched

Private Placement Notes - Schedule of Private Placement Notes Payable (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Jan. 28, 2022	Oct. 06, 2021	Dec. 31, 2019
Debt Instrument [Line Items]
Total private placement notes	$ 555,000	$ 555,000
Less: Unamortized debt discount & issuance costs	(11,963)	(13,336)
Private placement notes, net	$ 543,037	541,664
Effective Interest Rate	10.77%
2026 Notes - Tranche One
Debt Instrument [Line Items]
Total private placement notes	$ 350,000	350,000
Stated Interest Rate	8%			8%
Effective Interest Rate	8.52%
Maturity Date	Oct. 06, 2026
2026 Notes - Tranche Two
Debt Instrument [Line Items]
Total private placement notes	$ 75,000	75,000
Stated Interest Rate	8%		8%
Effective Interest Rate	8.43%
Maturity Date	Oct. 06, 2026
June Notes
Debt Instrument [Line Items]
Total private placement notes	$ 70,000	70,000
Stated Interest Rate	9.75%				13.32%
Effective Interest Rate	13.32%
Maturity Date	Jun. 11, 2024
November Notes
Debt Instrument [Line Items]
Total private placement notes	$ 60,000	$ 60,000
Stated Interest Rate	9.75%
Effective Interest Rate	13.43%				13.43%
Maturity Date	Jun. 11, 2024

Private Placement Notes - Summa

Private Placement Notes - Summary of Scheduled Maturities of Principal Portion of Private Placement Notes Outstanding (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Debt Disclosure [Abstract]
2024	$ 130,000
2026	425,000
Total private placement notes	$ 555,000	$ 555,000

Leases - Additional Information

Leases - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Lessee, Lease, Description [Line Items]
Loss on disposal of right of use assets	$ 0	$ 10.5
Other Income (Expense), Net
Lessee, Lease, Description [Line Items]
Sublease income	$ 0.4	$ 0.1
Real Estate Assets | Minimum
Lessee, Lease, Description [Line Items]
Lease term	5 years
Real Estate Assets | Maximum
Lessee, Lease, Description [Line Items]
Lease term	10 years
Other Leased Assets | Minimum
Lessee, Lease, Description [Line Items]
Lease term	3 years
Other Leased Assets | Maximum
Lessee, Lease, Description [Line Items]
Lease term	5 years

Leases - Components of Lease Co

Leases - Components of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Finance lease cost:
Finance lease cost	$ 4,696	$ 4,094
Total lease cost	12,112	11,723
Cost of Goods Sold, Sales and Marketing, General and Administrative
Lessee, Lease, Description [Line Items]
Operating lease cost	4,913	5,602
Finance lease cost:
Amortization of lease assets	2,955	2,515
Variable lease cost	2,300	1,928
Short term lease expense	203	99
Interest Expense
Finance lease cost:
Interest on lease liabilities	$ 1,741	$ 1,579

Leases - Summary of Other Infor

Leases - Summary of Other Information Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Leases [Abstract]
Operating cash flows from operating leases	$ 5,052	$ 5,027
Operating cash flows from finance leases	1,782	1,579
Financing cash flows from finance leases	2,040	1,421
Operating leases, lease assets obtained in exchange for new lease liabilities	4,602	9,294
Finance leases, lease assets obtained and modified in exchange for new lease liabilities	$ (58)
Finance leases, lease assets obtained in exchange for new lease liabilities		$ 6,301
Operating leases, weighted average discount rate	9.43%		9.28%
Finance leases, weighted average discount rate	8.86%		8.65%
Operating leases, weighted average remaining lease term (in years)	8 years 3 months 18 days		8 years 3 months 18 days
Finance leases, weighted average remaining lease term (in years)	8 years		7 years 9 months 18 days

Leases - Schedule of Future Min

Leases - Schedule of Future Minimum Lease Payments under Non-cancellable Leases (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Operating Lease
Nine months ending December 31, 2023	$ 15,294
2024	20,364
2025	20,245
2026	19,649
2027	19,205
Thereafter	72,218
Total undiscounted lease liabilities	166,975
Less: Interest	(53,544)
Total related parties lease liabilities	113,431
Operating lease liabilities - current portion	(10,365)	$ (10,448)
Operating lease liabilities	103,066	102,388
Finance Lease
Nine months ending December 31, 2023	11,004
2024	14,640
2025	14,434
2026	13,572
2027	12,710
Thereafter	46,921
Total undiscounted lease liabilities	113,281
Less: Interest	(33,258)
Total present value of minimum lease payments	80,023
Finance lease liabilities - current portion	(8,041)	(8,727)
Finance lease liabilities	$ 71,982	$ 75,838

Construction Finance Liabilit_3

Construction Finance Liabilities - Additional Information (Details) $ in Millions	1 Months Ended			3 Months Ended		12 Months Ended
	Oct. 31, 2021 USD ($) Option	Oct. 31, 2019 USD ($) Option	Jul. 31, 2019 USD ($)	Mar. 31, 2023 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)
Construction Finance Liability [Line Items]
Construction finance liability interest expense				$ 5.5	$ 5.3
Hancock
Construction Finance Liability [Line Items]
Tenant improvements allowance	$ 12.9
Tenant improvements allowance received				12.3		$ 12.3
Finance lease liability, initial term	10 years
Finance lease liability, extended term	5 years
Number of options to extend finance lease | Option	2
Construction finance liability				$ 19.4		19.7
Lessee finance lease, option to extend				options to extend the term, the first providing a ten-year renewal option and the second providing a five-year renewal option.
Massachusetts
Construction Finance Liability [Line Items]
Proceeds from sale of property			$ 3.5
Construction finance liability				$ 45.4		45.2
Florida
Construction Finance Liability [Line Items]
Proceeds from sale of property		$ 17
Construction finance liability				17.7		17.7
Pennsylvania
Construction Finance Liability [Line Items]
Finance lease liability, initial term		15 years
Finance lease liability, extended term		5 years
Number of options to extend finance lease | Option		2
Construction finance liability				42		41.8
Alachua
Construction Finance Liability [Line Items]
Finance lease liability, initial term	20 years
Finance lease liability, extended term	5 years
Number of options to extend finance lease | Option	2
Construction finance liability				$ 59.2		$ 59.2
Loss on disposal of long-lived assets					$ (42.4)

Construction Finance Liabilit_4

Construction Finance Liabilities - Schedule of Future minimum Lease Payments for Construction Finance Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Construction Finance Liability [Abstract]
Nine months ending December 31, 2023	$ 16,441
2024	22,498
2025	23,140
2026	23,801
2027	24,480
Thereafter	409,063
Total future payments	519,423
Less: Interest	(335,761)
Total present value of minimum payments	183,662
Construction finance liabilities - current portion	(1,256)	$ (1,189)
Construction finance liabilities	$ 182,406	$ 182,361

Equity - Additional Information

Equity - Additional Information (Details)	1 Months Ended	3 Months Ended
	Oct. 31, 2021 $ / shares shares	Mar. 31, 2023 USD ($) Vote shares	Dec. 31, 2022 shares
Class Of Stock [Line Items]
Share based compensation unvested options, unrecognized compensation cost | $		$ 3,300,000
Share based compensation unvested options, unrecognized compensation expense weighted average recognition period		8 months 12 days
Subordinate Voting Shares
Class Of Stock [Line Items]
Number of votes entitled by each acquired warrant exercisable | Vote		1
Equity Warrants
Class Of Stock [Line Items]
Warrants expiration starting month and year	2022-06
Warrants expiration ending month and year	2025-12
Warrants outstanding		9,496	9,496
Options
Class Of Stock [Line Items]
Share based compensation, number of further awards granted		0
RSUs
Class Of Stock [Line Items]
Share based compensation unvested options, unrecognized compensation cost | $		$ 7,200
Share based compensation unvested options, unrecognized compensation expense weighted average recognition period		8 months 26 days
Minimum | Equity Warrants
Class Of Stock [Line Items]
Exercise price at grant date (C$) | $ / shares	$ 23.76
Maximum | Equity Warrants
Class Of Stock [Line Items]
Exercise price at grant date (C$) | $ / shares	$ 145.24
Harvest Liability Warrants | Liability Warrants
Class Of Stock [Line Items]
Number of warrants acquired	1,679

Equity - Schedule of Number and

Equity - Schedule of Number and Weighted-average Exercise Prices and Remaining Contractual Life of Warrants (Details) - Liability Warrants - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Number of warrants, Outstanding, Beginning Balance	1,679
Number of warrants, Outstanding, Ending Balance	1,679	1,679
Weighted average exercise price, Beginning Balance	$ 1,125
Weighted average exercise price, Ending Balance	$ 1,125	$ 1,125
Weighted Average Remaining Contractual Life (Yrs), Outstanding and exercisable	21 days	3 months 21 days

Equity - Summary of Significant

Equity - Summary of Significant Assumptions Determining Fair Value of Warrant Liability ( (Details) - Level 2 - $ / shares	Mar. 31, 2023	Dec. 31, 2022
Stock Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	7.48	10.26
Exchange Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	0.739	0.738
Remaining Life
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Expected life in years	21 days	3 months 21 days
Annualized Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	26.84	104.07
Discount Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	4.74	4.42
Exercise Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants measurement input	11.25	11.25

Equity - Schedule of Fair Value

Equity - Schedule of Fair Value of Options Granted with Assumptions (Details)	3 Months Ended
	Mar. 31, 2022 $ / shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected annual rate of dividends	0%
Expected volatility rate, minimum	51.81%
Expected volatility rate, maximum	52.87%
Risk free annual interest rate, minimum	1.20%
Risk free annual interest rate, maximum	1.79%
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value at grant date	$ 8.39
Stock price at grant date (C$)	21.48
Exercise price at grant date	$ 21.48
Expected life in years	3 years 6 months
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value at grant date	$ 11.01
Stock price at grant date (C$)	25.41
Exercise price at grant date	$ 25.41
Expected life in years	4 years 5 months 15 days

Equity - Schedule of Share Base

Equity - Schedule of Share Based Compensation Arrangements by Share-Based Payment Award (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	$ 780	$ 2,157
RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	1,621	2,407
Cost of Goods Sold
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	16	126
Cost of Goods Sold | RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	220	201
General and Administrative Expenses
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	744	1,741
General and Administrative Expenses | RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	1,319	1,894
Sales and Marketing
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	20	290
Sales and Marketing | RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Total Share based compensation expense	$ 82	$ 312

Equity - Schedule of Stock Opti

Equity - Schedule of Stock Option Activity (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022	Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]
Number of Options Outstanding, Beginning balance	3,177,815	2,973,895	2,973,895
Number of options, Granted		864,051
Number of options, Exercised		(88,278)
Number of options, Forfeited	(50,581)	(121,127)
Number of Options Outstanding, Ending balance	3,127,234	3,628,541	3,177,815	2,973,895
Number of options, Exercisable	2,374,971	1,569,874
Weighted average exercise price Outstanding, beginning balance	$ 25.96	$ 27.61	$ 27.61
Weighted average exercise price, Granted		21.56
Weighted average exercise price, Exercised		11.32
Weighted average exercise price, Forfeited	27.28	55.93
Weighted average exercise price Outstanding, Ending balance	25.94	25.62	$ 25.96	$ 27.61
Weighted average exercise price, Exercisable	$ 26.21	$ 18.21
Weighted Average Remaining Contractual Life (Yrs) Outstanding	5 years 1 month 6 days	6 years 2 months 23 days	5 years 4 months 28 days	6 years 3 months 3 days
Weighted Average Remaining Contractual Life (Yrs), Exercisable	4 years 3 days	3 years 8 months 12 days
Aggregate intrinsic value Exercisable		$ 2,840

Equity - Schedule of Restricted

Equity - Schedule of Restricted Stock Units Activity (Details) - Restricted Stock Units - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of warrants, Outstanding, Beginning Balance	720,707	332,428
Number of shares/warrants, Granted		821,800
Number of shares/warrants, Vested		(24,444)
Number of shares/warrants, Forfeited	(28,402)	(51,460)
Number of warrants, Outstanding, Ending Balance	692,305	1,078,324
Weighted average exercise price, Beginning Balance	$ 22.36	$ 26.86
Weighted average exercise price, Granted		21.51
Weighted average price, Vested		21.48
Weighted average price, Forfeited	23.20	26
Weighted average exercise price, Ending Balance	$ 22.21	$ 22.94

Earnings Per Share - Schedule o

Earnings Per Share - Schedule of Reconciliation For Calculation Of Basic And Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Net loss from continuing operations	$ (65,679)	$ (30,123)
Less: Net loss and comprehensive loss attributable to non-controlling interest	(1,507)	(507)
Net loss from continuing operations available to common shareholders of Trulieve Cannabis Corp.	(64,172)	(29,616)
Net income (loss) from discontinued operations	48	(2,359)
Net loss and comprehensive loss attributable to common shareholders	$ (64,124)	$ (31,975)
Weighted average number of common shares outstanding	188,899,309	187,054,916
Diluted weighted average number of common shares outstanding	188,899,309	187,054,916
Basic loss per share Continuing operations	$ (0.34)	$ (0.16)
Diluted loss per share Continuing operations	(0.34)	(0.16)
Basic loss per share Discontinued operations	0	(0.01)
Diluted loss per share Discontinued operations	$ 0	$ (0.01)

Earnings Per Share - Schedule_2

Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Share based awards	3,127,234	3,628,541
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Share based awards	692,305	1,078,324
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Share based awards	177,391	3,636,029

Earnings Per Share - Additional

Earnings Per Share - Additional Information (Details) - shares	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock, shares issued	185,987,512	185,987,512
Common stock, shares outstanding	185,987,512	185,987,512
Not Contractually Issuable Until 2024
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Fully vested RSUs	2,900,000

Income Taxes - Summary of Incom

Income Taxes - Summary of Income Tax Expense and Effective Tax Rate (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Tax Disclosure [Abstract]
(Loss) Income before provision for income taxes	$ (30,721)	$ 13,002
Provision for income taxes	$ 34,958	$ 43,125
Effective tax rate	114%	332%

Income Taxes - Additional Infor

Income Taxes - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Unrecognized tax benefits	$ 48.8	$ 41.8
Increase in uncertain tax positions	$ 7

Discontinued Operations - Summa

Discontinued Operations - Summary of Assets and Liabilities Associated with Discontinued Operations (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022	Dec. 31, 2021
Assets associated with discontinued operations
Cash		$ 600	$ 800	$ 500
Total assets associated with discontinued operations	$ 18,133	14,521
Liabilities associated with discontinued operations
Total liabilities associated with discontinued operations	1,428
Nevada Operations | Disposed of by Sale
Assets associated with discontinued operations
Income tax receivable	1,716	1,708
Other assets	690	690
Cash	0	621
Prepaids and other current assets	134	137
Total assets associated with discontinued operations	2,540	3,156
Liabilities associated with discontinued operations
Operating lease liabilities	14,569	14,560
Accounts payable and accrued liabilities	33	493
Total liabilities associated with discontinued operations	$ 14,602	$ 15,053

Discontinued Operations - Sum_2

Discontinued Operations - Summary of Income (Loss) from Discontinued Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Other (expense) income:
Income tax benefit	$ 8	$ 809
Net loss from discontinued operations, net of taxes	48	(2,359)
Nevada Operations | Disposed of by Sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Revenues, net of discounts	0	601
Cost of goods sold	0	2,907
Gross margin	0	(2,306)
Expenses:
Operating (income) expenses	(19)	892
Total Expenses	(19)	892
Income (Loss) from operations	19	(3,198)
Other (expense) income:
Other income, net	21	30
Total other income	21	30
Income (Loss) before provision for income taxes	40	(3,168)
Income tax benefit	8	809
Net loss from discontinued operations, net of taxes	$ 48	$ (2,359)

Discontinued Operations - Sum_3

Discontinued Operations - Summary of Depreciation, Amortization, Loss on Impairment of Long-lived Assets, and Capital Expenditures of Discontinued Operations (Details) - Nevada Operations - Disposed of by Sale $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Depreciation	$ 9
Amortization	860
Purchases of property plant and equipment	$ 226

Variable Interest Entities - Ad

Variable Interest Entities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022	Mar. 31, 2022
Variable Interest Entity [Line Items]
Minority ownership interest received cash			$ 1.6
Variable Interest Entities
Variable Interest Entity [Line Items]
Cash	$ 0.4	$ 0.8
Variable Interest Entities | Prepaid Expenses and Other Current Assets
Variable Interest Entity [Line Items]
Prepaid acquisition costs	2.9
Variable Interest Entities | Subordinate Voting Shares
Variable Interest Entity [Line Items]
Business combination consideration transferred equity interests issued and issuable	$ 1.7
Maximum
Variable Interest Entity [Line Items]
Ownership interests	95%
Minimum
Variable Interest Entity [Line Items]
Ownership interests	0%

Variable Interest Entities - Su

Variable Interest Entities - Summary of Assets and Liabilities of Company's VIEs (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current Assets:
Accounts receivable, net	$ 8,037	$ 9,443
Inventories, net	297,556	297,815
Prepaid and other current assets	70,724	63,627
Total current assets	574,189	592,952
Property and equipment, net	782,368	796,947
Right of use assets - operating, net	101,848	101,379
Right of use assets - finance, net	70,658	76,231
Intangible assets, net	967,398	1,012,646
Other assets	15,829	14,716
TOTAL ASSETS	3,316,397	3,399,048
Current Liabilities:
Accounts payable and accrued liabilities	92,503	83,146
Notes payable - current portion	9,813	12,453
Income tax payable	35,650	49,024
Deferred revenue	5,115	9,568
Operating lease liability - current portion	10,365	10,448
Finance lease liabilities - current portion	8,041	8,727
Total current liabilities	188,269	209,703
Notes payable	93,521	94,247
Operating lease liability	103,066	102,388
Finance lease liability	71,982	75,838
Deferred tax liabilities	216,241	224,137
Other long-term liabilities	37,241	26,183
TOTAL LIABILITIES	1,450,330	1,471,344
Variable Interest Entity, Primary Beneficiary
Current Assets:
Cash	4,916	3,974
Accounts receivable, net	507	597
Inventories, net	7,330	6,922
Prepaid and other current assets	2,349	314
Total current assets	15,102	11,807
Property and equipment, net	10,386	9,916
Right of use assets - operating, net	1,702	1,760
Right of use assets - finance, net	2,333	2,371
Intangible assets, net	15,830	16,123
Other assets	79	79
TOTAL ASSETS	45,432	42,056
Current Liabilities:
Accounts payable and accrued liabilities	4,190	2,992
Income tax payable	2,363	2,216
Deferred revenue	29	6
Operating lease liability - current portion	109	105
Finance lease liabilities - current portion	134	129
Total current liabilities	6,825	5,448
Notes payable	1,139	1,200
Operating lease liability	1,676	1,705
Finance lease liability	2,191	2,226
Deferred tax liabilities	3,993	4,228
Other long-term liabilities	526	625
TOTAL LIABILITIES	$ 16,350	$ 15,432

Related Parties - Additional In

Related Parties - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Related Party Transaction [Line Items]
Expenses recognized for related party leases	$ 0.1	$ 0.1

Related Parties - Right of Use

Related Parties - Right of Use Assets and Lease Liabilities under ASC 842 (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Operating
Right-of-use asset, net	$ 101,848	$ 101,379
Lease liabilities - current portion	10,365	10,448
Operating lease liabilities	103,066	102,388
Total related parties lease liabilities	113,431
Various Related Parties
Operating
Right-of-use asset, net	783	820
Lease liabilities - current portion	117	113
Operating lease liabilities	710	751
Total related parties lease liabilities	$ 827	$ 864

Revenue Disaggregation - Schedu

Revenue Disaggregation - Schedule of Net Revenues Comprised (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue, net	$ 289,089	$ 317,747
Retail
Disaggregation of Revenue [Line Items]
Revenue, net	275,650	290,614
Wholesale, Licensing and Other
Disaggregation of Revenue [Line Items]
Revenue, net	$ 13,439	$ 27,133

Commitments And Contingencies -

Commitments And Contingencies - Additional Information (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Loss Contingencies [Line Items]
Estimates related to various sales tax	$ 1.3
Contingent Liabilities
Loss Contingencies [Line Items]
Estimates related to various sales tax		$ 3
Pending Litigation | Contingent Liabilities
Loss Contingencies [Line Items]
Contingent liabilities	$ 24.2	$ 31.7