Acreage (ACRDF) 10-Q 22 May 23 2023 Q1 Quarterly report Financial data

COVER

COVER - shares	3 Months Ended
	Mar. 31, 2023	May 12, 2023
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	000-56021
Entity Registrant Name	ACREAGE HOLDINGS, INC.
Entity Incorporation, State or Country Code	A1
Entity Tax Identification Number	98-1463868
Entity Address, Address Line One	366 Madison Ave, 14th floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10017
City Area Code	646
Local Phone Number	600-9181
Title of 12(g) Security	Class D Subordinate Voting Shares, no par value; Class E Subordinate Voting Shares, no par value.
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2023
Entity Central Index Key	0001762359
Class E Subordinate Voting Shares
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		79,255,991
Class D Subordinate Voting Shares
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		34,192,028
Class F Multiple Voting Shares
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		117,600

UNAUDITED CONDENSED CONSOLIDATE

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
ASSETS
Cash and cash equivalents	$ 14,251	$ 24,067
Accounts receivable, net	6,546	10,512
Inventory	53,611	49,446
Notes receivable, net	1,489	29,191
Other current assets	4,978	4,977
Total current assets	80,875	118,193
Long-term investments	33,293	34,046
Capital assets, net	135,625	133,405
Operating lease right-of-use assets	20,842	22,443
Intangible assets, net	35,124	35,124
Goodwill	38,694	13,761
Other non-current assets	3,601	3,601
Total non-current assets	267,179	242,380
TOTAL ASSETS	348,054	360,573
LIABILITIES AND SHAREHOLDERS’ EQUITY
Accounts payable and accrued liabilities	29,077	29,566
Taxes payable	29,706	24,226
Interest payable	1,803	2,575
Operating lease liability, current	2,529	2,443
Debt, current	1,689	1,584
Other current liabilities	9,312	11,939
Total current liabilities	74,116	72,333
Debt, non-current	215,248	213,496
Operating lease liability, non-current	20,293	21,692
Deferred tax liability	10,629	9,623
Other liabilities	3,129	3,250
Total non-current liabilities	249,299	248,061
TOTAL LIABILITIES	323,415	320,394
Commitments and contingencies
Common stock, no par value - unlimited authorized, 112,724 and 112,437 issued and outstanding, respectively	0	0
Additional paid-in capital	761,527	760,529
Treasury stock, 842 common stock held in treasury	(21,054)	(21,054)
Accumulated deficit	(693,048)	(678,091)
Total Acreage Shareholders' equity	47,425	61,384
Non-controlling interests	(22,786)	(21,205)
TOTAL EQUITY	24,639	40,179
TOTAL LIABILITIES AND EQUITY	$ 348,054	$ 360,573

UNAUDITED CONDENSED CONSOLIDA_2

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Parenthetical) - shares shares in Thousands	Mar. 31, 2023	Dec. 31, 2022
Statement of Financial Position [Abstract]
Common stock, issued (in shares)	112,724	112,437
Common stock, shares, outstanding (in shares)	112,724	112,437
Treasury stock (in shares)	842	842

UNAUDITED CONDENSED CONSOLIDA_3

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
REVENUE
Total revenues, net	$ 55,963	$ 56,879
Total cost of goods sold	(29,378)	(27,369)
Gross profit	26,585	29,510
OPERATING EXPENSES
General and administrative	10,512	8,387
Compensation expense	12,203	14,195
Equity-based compensation expense	984	4,159
Marketing	744	697
Impairments, net	0	2,138
Write down of assets held-for-sale	0	874
Legal recoveries	0	(25)
Depreciation and amortization	997	1,807
Total operating expenses	25,440	32,232
Net operating income (loss)	1,145	(2,722)
Loss from investments, net	(342)	1,133
Interest income from loans receivable	16	417
Interest expense	(8,074)	(4,781)
Other loss, net	(1,553)	(10)
Total other loss	(9,953)	(3,241)
Loss before income taxes	(8,808)	(5,963)
Income tax expense	(7,349)	(7,948)
Net loss	(16,157)	(13,911)
Less: net loss attributable to non-controlling interests	(1,567)	(1,217)
Net loss attributable to Acreage Holdings, Inc.	$ (14,590)	$ (12,694)
Net loss per share attributable to Acreage Holdings, Inc. - basic (USD per share)	$ (0.13)	$ (0.12)
Net loss per share attributable to Acreage Holdings, Inc. - diluted (USD per share)	$ (0.13)	$ (0.12)
Weighted average shares outstanding - basic (in share)	112,546	106,900
Weighted average shares outstanding - diluted (in shares)	112,546	106,900
Retail
REVENUE
Total revenues, net	$ 41,881	$ 41,427
Total cost of goods sold	(20,414)	(20,768)
Wholesale
REVENUE
Total revenues, net	13,998	15,172
Total cost of goods sold	(8,964)	(6,601)
Other
REVENUE
Total revenues, net	$ 84	$ 280

UNAUDITED CONSOLIDATED STATEMEN

UNAUDITED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands	Total	Cumulative Effect, Period of Adoption, Adjustment	Share Capital	Treasury Stock	Accumulated Deficit	Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment	Shareholders’ Equity	Shareholders’ Equity Cumulative Effect, Period of Adoption, Adjustment	Non-controlling Interests	LLC Membership Units	Pubco Shares (as converted)
Beginning balance (in shares) at Dec. 31, 2021										3,861	106,903
Beginning balance at Dec. 31, 2021	$ 204,270		$ 756,536	$ (21,054)	$ (538,215)		$ 197,267		$ 7,003
Increase (Decrease) in Stockholders' Equity
NCI adjustments for changes in ownership	0		5				5		(5)
Equity-based compensation expense and related issuances (in shares)											508
Equity-based compensation expense and related issuances	4,159		4,159				4,159
Net loss	(13,911)				(12,694)		(12,694)		(1,217)
Ending balance (in shares) at Mar. 31, 2022										3,861	107,411
Ending balance at Mar. 31, 2022	194,518		760,700	(21,054)	(550,909)		188,737		5,781
Beginning balance (in shares) at Dec. 31, 2022										3,861	112,437
Beginning balance at Dec. 31, 2022	40,179	$ (367)	760,529	(21,054)	(678,091)	$ (367)	61,384	$ (367)	(21,205)
Increase (Decrease) in Stockholders' Equity
NCI adjustments for changes in ownership	0		14				14		(14)
Equity-based compensation expense and related issuances (in shares)											287
Equity-based compensation expense and related issuances	984		984				984
Net loss	(16,157)				(14,590)		(14,590)		(1,567)
Ending balance (in shares) at Mar. 31, 2023										3,861	112,724
Ending balance at Mar. 31, 2023	$ 24,639		$ 761,527	$ (21,054)	$ (693,048)		$ 47,425		$ (22,786)

UNAUDITED CONDENSED CONSOLIDA_4

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (16,157)	$ (13,911)
Adjustments for:
Depreciation and amortization	997	1,807
Depreciation and amortization included in COGS	2,287	1,084
Equity-based compensation expense	984	4,159
Loss on disposal of capital assets	0	49
Loss on impairment	0	2,138
Bad debt expense	1,276	(96)
Non-cash interest expense	1,202	644
Non-cash operating lease expense	(437)	(9)
Deferred tax income	(9)	(279)
Non-cash (income) loss from investments, net	753	(788)
Write-down of assets held-for-sale	0	874
Change, net of acquisitions in:
Accounts receivable, net	8,102	1,407
Inventory	(3,535)	(7,002)
Other assets	170	(1,469)
Interest receivable	(360)	(417)
Accounts payable and accrued liabilities	(4,184)	(1,856)
Taxes payable	4,368	6,071
Interest payable	(772)	1,130
Other liabilities	(2,755)	1,101
Net cash used in operating activities	(8,070)	(5,363)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of capital assets	(2,230)	(8,290)
Collection of notes receivable	0	5,279
Business acquisitions, net of cash acquired	516	0
Distributions from investments	0	345
Cash paid for short-term investment	0	(3,400)
Net cash used in investing activities	(1,714)	(6,066)
CASH FLOWS FROM FINANCING ACTIVITIES:
Deferred financing costs paid	0	(11)
Repayment of debt	(32)	0
Net cash used in financing activities	(32)	(11)
Net decrease in cash, cash equivalents, restricted cash, and cash held for sale	(9,816)	(11,440)
Cash, cash equivalents, restricted cash, and cash held for sale - Beginning of period	24,067	44,501
Cash, cash equivalents, restricted cash, and cash held for sale - End of period	14,251	33,061
RECONCILIATION OF CASH FLOW INFORMATION:
Cash and cash equivalents	14,251	32,619
Restricted cash	0	95
Cash held for sale	0	347
Total cash, cash equivalents, restricted cash, and cash held for sale at end of period	14,251	33,061
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid - non-lease	7,638	2,446
Income taxes paid	2,627	2,065
OTHER NON-CASH INVESTING AND FINANCING ACTIVITIES:
Capital assets not yet paid for	0	3,631
Non-cash proceeds from finance lease	$ 0	$ 5,785

NATURE OF OPERATIONS

NATURE OF OPERATIONS	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF OPERATIONS	NATURE OF OPERATIONS Acreage Holdings, Inc. (the “Company”, “Pubco” or “Acreage”) is a vertically integrated, multi-state operator in the United States (“U.S.”) cannabis industry and has contractual relationships with cannabis cultivation facilities, dispensaries and other cannabis-related companies in the U.S. The Company’s operations include (i) cultivating and processing cannabis plants, (ii) manufacturing branded consumer products, (iii) distributing cannabis flower and manufactured products, and (iv) retailing dosable cannabis products to consumers. The Company’s products appeal to medical and adult recreational use customers through brand strategies intended to build trust and loyalty. The Company’s Class E subordinate voting shares (“Fixed Shares”) and Class D subordinate voting shares (“Floating Shares”) are listed on the Canadian Securities Exchange under the symbols “ACRG.A.U” and “ACRG.B.U”, respectively, quoted on the OTCQX under the symbols “ACRHF” and “ACRDF”, respectively, and traded on the Frankfurt Stock Exchange under the symbols “0VZ1” and “0VZ2”, respectively. High Street Capital Partners, LLC, a Delaware limited liability company doing business as “Acreage Holdings” (“HSCP”), was formed on April 29, 2014. The Company became the indirect parent of HSCP on November 14, 2018 in connection with the reverse takeover (“RTO”) transaction described below. The Company’s principal place of business is located at 366 Madison Ave, 14 th floor, New York, New York in the U.S. The Company’s registered and records office address is Suite 2800, Park Place, 666 Burrard Street, Vancouver, British Columbia in Canada. The RTO transaction On September 21, 2018, the Company, HSCP, HSCP Merger Corp. (a wholly-owned subsidiary of the Company), Acreage Finco B.C. Ltd. (a special purpose corporation) (“Finco”), Acreage Holdings America, Inc. (“USCo”) and Acreage Holdings WC, Inc. (“USCo2”) entered into a business combination agreement (the “Business Combination Agreement”) whereby the parties thereto agreed to combine their respective businesses, which would result in the RTO of Pubco by the security holders of HSCP, which was deemed to be the accounting acquiror. On November 14, 2018, the parties to the Business Combination Agreement completed the RTO. Canopy Growth Corporation transaction On June 27, 2019, the Company and Canopy Growth Corporation (“Canopy Growth” or “CGC”) implemented the Prior Plan of Arrangement (as defined in Note 13) contemplated by the Original Arrangement Agreement (as defined in Note 13). Pursuant to the Prior Plan of Arrangement, Canopy Growth was granted an option to acquire all of the issued and outstanding shares of the Company in exchange for the payment of 0.5818 of a common share in the capital of Canopy Growth for each Class A subordinate voting share (each, a “SVS”) held (with the Class B proportionate voting shares (the “PVS”) and Class C multiple voting shares (the “MVS”) being automatically converted to SVS immediately prior to consummation of the Acquisition (as defined in Note 13), which original exchange ratio was subject to adjustment in accordance with the Original Arrangement Agreement. Canopy Growth was required to exercise the option upon a change in federal laws in the United States to permit the general cultivation, distribution and possession of marijuana (as defined in the relevant legislation) or to remove the regulation of such activities from the federal laws of the United States (the “Triggering Event”) and, subject to the satisfaction or waiver of certain closing conditions set out in the Original Arrangement Agreement, Canopy Growth was required to acquire all of the issued and outstanding SVS (following the mandatory conversion of the PVS and MVS into SVS). On June 24, 2020, Canopy Growth and the Company entered into an agreement to, among other things, amend the terms of the Original Arrangement Agreement and the terms of the Prior Plan of Arrangement (the “Amended Arrangement”). On September 16, 2020, the Company’s shareholders voted in favor of a special resolution authorizing and approving the terms of, among other things, the Amended Arrangement. Subsequently, on September 18, 2020, the Company obtained a final order from the Supreme Court of British Columbia approving the Amended Arrangement, and on September 23, 2020 the Company and Canopy Growth entered into the Amending Agreement (as defined in Note 13) and implemented the Amended Arrangement. Pursuant to the Amended Arrangement, the Company’s articles were amended to create the Fixed Shares, the Floating Shares and the Class F multiple voting shares (the “Fixed Multiple Shares”), and each outstanding SVS was exchanged for 0.7 of a Fixed Share and 0.3 of a Floating Share, each outstanding PVS was exchanged for 28 Fixed Shares and 12 Floating Shares; and each outstanding MVS was exchanged for 0.7 of a Fixed Multiple Share and 0.3 of a Floating Share. Pursuant to the Amended Arrangement, Canopy Growth was granted the option to acquire all of the issued and outstanding Fixed Shares on the basis of 0.3048 (the “Fixed Exchange Ratio”) of a common share of Canopy Growth (each, a “Canopy Share”) for each Fixed Share held at the time of the acquisition of the Fixed Shares (the “Acquisition” or “Acquisition Time”), subject to adjustment in accordance with the terms of the Amended Arrangement (the “Canopy Call Option”), which Canopy Growth is required to exercise upon the occurrence, or waiver (at the discretion of Canopy Growth), of a change in federal laws in the United States to permit the general cultivation, distribution and possession of marijuana (as defined in the relevant legislation) or to remove the regulation of such activities from the federal laws of the United States (the “Triggering Event” and the date on which the Triggering Event occurs, the “Triggering Event Date”). Refer to Note 13 for further discussion. Pursuant to the implementation of the Amended Arrangement, on September 23, 2020, a subsidiary of Canopy Growth advanced gross proceeds of $50,000 to Universal Hemp, LLC, an affiliate of the Company. The debenture bears interest at a rate of 6.1% per annum. Refer to Note 10 for further discussion. On October 24, 2022, the Company entered into an arrangement agreement (the “Floating Share Agreement”) with Canopy Growth and Canopy USA, LLC (“Canopy USA”), Canopy Growth’s newly-created U.S. domiciled holding company, pursuant to which, subject to approval of the holders of the Class D subordinate voting shares of Acreage (the “Floating Shares”) and the terms and conditions of the Floating Share Agreement, Canopy USA will acquire all of the issued and outstanding Floating Shares by way of court-approved plan of arrangement (the “Floating Share Arrangement”) for consideration of 0.4500 of a common share of Canopy Growth (each whole share a “Canopy Share”) in exchange for each Floating Share. Refer to Note 13 for further discussion.

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	SIGNIFICANT ACCOUNTING POLICIES Basis of presentation and going concern The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these unaudited condensed consolidated financial statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023, or any other period. As reflected in the unaudited condensed consolidated financial statements, the Company had an accumulated deficit as of March 31, 2023, as well as a net loss and negative cash flow from operating activities for the three months ended March 31, 2023. These factors raise substantial doubt about the Company’s ability to continue as a going concern for at least one year from the issuance of these financial statements. However, management believes that substantial doubt about the Company’s ability to meet its obligations for the next twelve months from the date these financial statements were issued has been alleviated due to, but not limited to, (i) expected long-term sales growth from the Company’s consolidated operations, (ii) latitude as to the timing and amount of certain operating expenses as well as capital expenditures, (iii) expense reduction plans that have already been put in place to improve the Company’s results, (iv) the prime rate credit facilities (refer to Notes 10 and 17 for further discussion), (v) proceeds from the sale (with recourse) of certain Employee Retention Tax Credits receivable subsequent to March 31, 2023 and (vi) access to the U.S. and Canadian public equity markets. If the Company is unable to raise additional capital whenever necessary, it may be forced to decelerate or curtail its footprint build-out or other operational activities until such time as additional capital becomes available. Such limitation of the Company’s activities would allow it to slow its rate of spending and extend its use of cash until additional capital is raised. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. Management also cannot provide any assurance as to unforeseen circumstances that could occur at any time within the next twelve months or thereafter which could increase the Company’s need to raise additional capital on an immediate basis. These interim unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, dated May 1, 2023, as filed with the Securities and Exchange Commission (the “2022 Form 10-K”). Use of estimates Preparation of financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities as of the dates presented and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from those estimates. Significant estimates inherent in the preparation of the accompanying unaudited condensed consolidated financial statements include the fair value of assets acquired and liabilities assumed in business combinations, assumptions relating to equity-based compensation expense, estimated useful lives for property, plant and equipment and intangible assets, the valuation allowance against deferred tax assets and the assessment of potential charges on goodwill, intangible assets and investments in equity and notes receivable. Emerging growth company The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies. Functional and presentation currency The unaudited condensed consolidated financial statements and the accompanying notes are expressed in U.S. dollars. Financial metrics are presented in thousands. Other metrics, such as shares outstanding, are presented in thousands unless otherwise noted. Basis of consolidation The Company’s unaudited condensed consolidated financial statements include the accounts of Acreage, its subsidiaries and variable interest entities (“VIEs”) where the Company is considered the primary beneficiary, if any, after elimination of intercompany accounts and transactions. Investments in business entities in which Acreage lacks control but is able to exercise significant influence over operating and financial policies are accounted for using the equity method. The Company’s proportionate share of net income or loss of the entity is recorded in Loss from investments, net in the Unaudited Condensed Consolidated Statements of Operations. Non-controlling interests (“NCI”) Non-controlling interests represent ownership interests in consolidated subsidiaries by parties that are not shareholders of Pubco. They are shown as a component of Total equity in the Unaudited Condensed Consolidated Statements of Financial Position, and the share of loss attributable to non-controlling interests is shown as a component of Net loss in the Unaudited Condensed Consolidated Statements of Operations. Changes in the parent company’s ownership that do not result in a loss of control are accounted for as equity transactions. Cash and cash equivalents The Company defines cash equivalents as highly liquid investments held for the purpose of meeting short-term cash commitments that are readily convertible into known amounts of cash, with original maturities of three months or less. The Company maintains cash with various U.S. banks and credit unions with balances in excess of the Federal Deposit Insurance Corporation and National Credit Union Share Insurance Fund limits, respectively. The failure of a bank or credit union where the Company has significant deposits could result in a loss of a portion of such cash balances in excess of the insured limit, which could materially and adversely affect the Company’s business, financial condition, results of operations and the market price of the Company’s Fixed Shares and Floating Shares. Accounts receivable and notes receivable valuations The Company reports accounts receivable at their net realizable value, which is management’s best estimate of the cash that will ultimately be received from customers. The Company's notes receivable represent notes due from various third parties. The Company maintains an allowance for expected credit losses to reflect the expected uncollectability of accounts receivable and notes receivable based on historical collection data and specific risks identified among uncollected accounts, as well as management’s expectation of future economic conditions. The Company also considers relevant qualitative and quantitative factors to assess whether historical loss experience should be adjusted to better reflect the risk characteristics of the companies receivables and the expected future losses. If current or expected future economic trends, events, or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Trade accounts receivable and notes receivable are written off after exhaustive collection efforts occur and the receivable is deemed uncollectible. As of March 31, 2023, the allowance for credit losses over accounts receivable and notes receivable was $1,081 and $19, respectively. Net loss per share Net loss per share represents the net loss attributable to shareholders divided by the weighted average number of shares outstanding during the period on an as converted basis. Basic and diluted loss per share are the same as of March 31, 2023, 2022 and 2021, as the issuance of shares upon conversion, exercise or vesting of outstanding units would be anti-dilutive in each period. There were 42,869 and 39,522 anti-dilutive shares outstanding as of March 31, 2023 and 2022, respectively. Accounting Pronouncements Recently Adopted As of January 1, 2023, the Company adopted ASU 2016-13 - Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) , which was subsequently revised by ASU 2018-19 and ASU 2020-02. This standard applies to financial assets, measured at amortized cost, including loans, held-to-maturity debt securities, net investments in leases and trade accounts receivable. The guidance must be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings in the period of adoption. The adoption of ASU 2016-13 did not have a material effect on the Company’s unaudited condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted In October 2021, the FASB issued ASU 2021-08 - Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The new standard improves the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency. The new standard requires an entity to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606 - Revenue from Contracts with Customers . The ASU will be effective for the Company’s first interim period of fiscal 2024. The standard should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company does not anticipate a material impact on the Company’s unaudited condensed consolidated financial statements upon adoption.

ACQUISITIONS, DIVESTITURES AND

ACQUISITIONS, DIVESTITURES AND ASSETS HELD FOR SALE	3 Months Ended
	Mar. 31, 2023
Business Combinations, Discontinued Operations And Disposal Groups [Abstract]
ACQUISITIONS, DIVESTITURES AND ASSETS HELD FOR SALE	ACQUISITIONS, DIVESTITURES AND ASSETS HELD FOR SALE Acquisitions On January 2, 2023, a subsidiary of the Company acquired cultivation, processing and retail operations in Maine from a third party who provided cultivation, manufacturing, processing, distribution and handling, recordkeeping, compliance, and other services to the Company’s operations in Maine. Under the terms of the agreement, the consideration paid consisted of the settlement of a pre-existing relationship, which included a line-of credit, other advances and the related interest receivable, all totaling $27,691, which were previously recorded in Notes receivable, net on the Statements of Financial Position. The purchase price allocation is based upon preliminary valuations and estimates and assumptions which are subject to change within the measurement period, generally one year from the acquisition date. The primary areas of the purchase price allocation that are not yet finalized relate to the valuation of the capital assets, tangible and intangible assets acquired and the residual goodwill resulting from the transaction. Purchase Price Allocation Northeast Patients Group Assets acquired: Cash and cash equivalents $ 516 Inventory 384 Other current assets 5,580 Capital assets 2,404 Operating lease right-of-use asset 1,695 Goodwill 24,933 Liabilities assumed: Accounts payable and accrued liabilities (3,679) Taxes payable (1,112) Operating lease liability, current (160) Operating lease liability, non-current (1,844) Notes payable (11) Deferred tax liability (1,015) Fair value of net assets acquired $ 27,691 Consideration paid: Settlement of pre-existing relationship 27,691 Total consideration $ 27,691 During the year ended December 31, 2022, the Company did not complete any business acquisitions. Divestitures During the three months ended March 31, 2023 and 2022, the Company did not complete any divestitures. Assets Held for Sale As of March 31, 2023 and December 31, 2022, the Company did not have any business or assets that met the held-for-sale criteria. During the three months ended March 31, 2022, the Company recognized a write down of assets held-for-sale of $874 related to its Oregon operations within Write down (recovery) of assets held-for-sale on the Unaudited Condensed Consolidated Statements of Operations.

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS AND GOODWILL	INTANGIBLE ASSETS AND GOODWILL Intangible assets The following table details the intangible asset balances by major asset classes: Intangibles March 31, 2023 December 31, 2022 Finite-lived intangible assets: Customer relationships 1,000 1,000 Total finite-lived intangible assets 1,000 1,000 Accumulated amortization on finite-lived intangible assets: Customer relationships (1,000) (1,000) Total accumulated amortization on finite-lived intangible assets (1,000) (1,000) Finite-lived intangible assets, net — — Indefinite-lived intangible assets Cannabis licenses 35,124 35,124 Total intangibles, net $ 35,124 $ 35,124 During the year ended December 31, 2022, the Company amended the purchase price allocation related to its acquisition of certain Ohio operations based upon final valuations within the measurement period. As a result, $17,000 was re-allocated from Goodwill to Intangible assets, net on the Unaudited Condensed Consolidated Statements of Financial Position. There was no amortization expense recorded for the three months ended March 31, 2023. Amortization expense associated with the Company’s intangible assets was $696 for the three months ended March 31, 2022. Goodwill The following table details the changes in the carrying amount of goodwill: Goodwill Total December 31, 2022 $ 13,761 Acquisitions 24,933 March 31, 2023 $ 38,694 During the three months ended March 31, 2023, the Company recognized $24,933 of goodwill based on the preliminary purchase price allocation related to the acquisition of Northeast Patients Group. Refer to Note 3 for further discussion.

INVESTMENTS

INVESTMENTS	3 Months Ended
	Mar. 31, 2023
Investments [Abstract]
INVESTMENTS	INVESTMENTS The carrying values of the Company’s investments in the Unaudited Condensed Consolidated Statements of Financial Position as of March 31, 2023 and December 31, 2022 are as follows: Investments March 31, 2023 December 31, 2022 Investments held at FV-NI $ 33,293 $ 34,046 Total long-term investments $ 33,293 $ 34,046 Loss from investments, net in the Unaudited Condensed Consolidated Statements of Operations during the three months ended March 31, 2023 and 2022 is as follows: Investment income (loss) Three Months Ended March 31, 2023 2022 Short-term investments $ 7 $ 1 Investments held at FV-NI (349) 1,132 Income (loss) from investments, net $ (342) $ 1,133 Investments held at FV-NI The Company has investments in equity of other companies that do not result in significant influence or control. These investments are carried at fair value, with gains and losses recognized in the Unaudited Condensed Consolidated Statements of Operations. As further described under the “6.10% Secured debenture due September 2030” in Note 10, on September 23, 2020, a subsidiary of the Company, Universal Hemp, LLC ("Universal Hemp") was advanced gross proceeds of $50,000 (less transaction costs) pursuant to the terms of a secured debenture. The Company subsequently engaged an investment advisor, which under the investment advisor's sole discretion, on September 28, 2020 invested $34,019 of these proceeds on behalf of Universal Hemp. As a result, Universal Hemp acquired 34,019 class B units, at $1 par value per unit, which represented 100% financial interest in an Investment Partnership, a Canada-based limited partnership. An affiliate of the institutional investor holds Class A units of the Investment Partnership. The general partner of the Investment Partnership is also an affiliate of the Institutional Investor. The Class B units are held by the Investment Advisor as an agent for Universal Hemp. Universal Hemp, through its investment with the Investment Advisor, was originally determined to hold significant influence in the Investment Partnership in accordance with ASC 810 due to (1) the economic financial interest, and (2) the entitlement to matters as they pertain to ‘Extraordinary Resolution’ items as defined within the Investment Partnership Agreement. As a result, the Company accounted for the investment in the Investment Partnership under the equity method until December 2020. Refer to Note 10 for further discussion. In December 2020, the Company no longer held significant influence due to the removal of the Extraordinary Resolution entitlements and other revisions in the Investment Partnership Agreement. As a result, the Company changed its accounting for the Investment Partnership to recognize the investment at fair value, with gains and losses recognized in the Unaudited Condensed Consolidated Statements of Operations.

NOTES RECEIVABLE, NET

NOTES RECEIVABLE, NET	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
NOTES RECEIVABLE, NET	NOTES RECEIVABLE, NET Notes receivable as of March 31, 2023 and December 31, 2022 consisted of the following: March 31, 2023 December 31, 2022 Promissory notes receivable $ 9,211 $ 34,088 Line of credit receivable 4,331 5,831 Interest receivable 3,193 4,147 Allowance for notes and interest receivable (15,246) (14,875) Total notes receivable $ 1,489 $ 29,191 Less: Notes receivable, current 1,489 29,191 Notes receivable, non-current $ — $ — Interest income on notes receivable during the three months ended March 31, 2023 and December 31, 2022 was $16 and $417, respectively. At each reporting date, the Company applies its judgment to evaluate the collectability of the note receivable and makes a provision based on the assessed amount of expected credit loss. This judgment is based on parameters such as interest rates, market conditions and creditworthiness of the creditor. The Company determined that the collectability of certain notes receivables is doubtful based on information available. As of March 31, 2023 and December 31, 2022, the Company’s allowance for notes receivable of $15,246 and $14,875, respectively, included $12,060 and $12,041 of principal outstanding and $3,186 and $2,834 of accrued interest, respectively, and represents the full value of such loan balances. Activity during the three months ended March 31, 2023 In January 2023, the Company received a $250 cash payment in full on a promissory note receivable. In January 2023, a subsidiary of the Company acquired cultivation, processing and retail operations in Maine from a third party who provided cultivation, manufacturing, processing, distribution and handling, recordkeeping, compliance, and other services to the Company’s operations in Maine and the amounts outstanding under the promissory notes receivable were converted into equity in Northeast Patients Group. Refer to Note 3 for further discussion. Activity during the three months ended March 31, 2022 In February 2022, the Company received a $5,279 cash payment in full on a line of credit due from Patient Centric Martha’s Vineyard, and subsequently closed the line of credit.

CAPITAL ASSETS, NET

CAPITAL ASSETS, NET	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
CAPITAL ASSETS, NET	CAPITAL ASSETS, NET Net property, plant and equipment consisted of: March 31, 2023 December 31, 2022 Land $ 9,843 $ 9,605 Building 58,366 58,334 Right-of-use asset, finance leases 6,297 5,077 Furniture, fixtures and equipment 40,381 46,811 Leasehold improvements 51,655 6,178 Construction in progress 7,729 34,435 Capital assets, gross $ 174,271 $ 160,440 Less: accumulated depreciation and amortization (38,646) (27,035) Capital assets, net $ 135,625 $ 133,405 Depreciation and amortization of capital assets for the three months ended March 31, 2023 and 2022 includes $997 and $1,111 of depreciation and amortization expense, and $2,287 and $1,922 that was capitalized to inventory, respectively. During the three months ended March 31, 2022, the Company determined that it was unable to find a satisfactory buyer for the held-for-sale assets related to its Michigan operations and, as such, these assets were reclassified as held-and-used. This conclusion was considered a triggering event for capital asset impairment testing. Upon assessment, these specific capital assets were not considered to have future economic value. As such, the fair value of the assets was considered to be nil and the Company recognized an impairment charge of $1,907 within Impairments, net on the Statements of Operations during the three months ended March 31, 2022.

LEASES

LEASES	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
LEASES	LEASES The Company leases land, buildings, equipment and other capital assets which it plans to use for corporate purposes in addition to the production and sale of cannabis products. Leases with an initial term of 12 months or less are not recorded on the Unaudited Condensed Consolidated Statements of Financial Position and are expensed in the Unaudited Condensed Consolidated Statements of Operations on the straight-line basis over the lease term. The Company does not have any material variable lease payments and accounts for non-lease components separately from leases. Balance Sheet Information Classification March 31, 2023 December 31, 2022 Right-of-use assets Operating Operating lease right-of-use assets $ 20,842 $ 22,443 Finance Capital assets, net 4,782 4,269 Total right-of-use assets $ 25,624 $ 26,712 Lease liabilities Current Operating Operating lease liability, current $ 2,529 $ 2,443 Financing Debt, current 105 1 Non-current Operating Operating lease liability, non-current 20,293 21,692 Financing Debt, non-current 5,877 5,305 Total lease liabilities $ 28,804 $ 29,441 Three Months Ended March 31, Statement of Operations Information Classification 2023 2022 Short-term lease expense General and administrative $ 151 $ 48 Operating lease expense General and administrative 1,337 1,248 Finance lease expense: Amortization of right of use asset Depreciation and amortization 93 63 Interest expense on lease liabilities Interest expense 209 212 Net operating and finance lease cost $ 1,639 $ 1,523 Three Months Ended March 31, Statement of Cash Flows Information Classification 2023 2022 Cash paid for operating leases Net cash used in operating activities $ 1,774 $ 1,257 Cash paid for finance leases - interest Net cash used in operating activities $ 269 $ 201 The following represents the Company’s future minimum payments required under existing leases with initial terms of one year or more as of March 31, 2023: Maturity of lease liabilities Operating Leases Finance Leases 2023 $ 3,359 $ 677 2024 4,522 923 2025 4,485 946 2026 4,551 969 2027 4,037 992 Thereafter 13,267 11,705 Total lease payments $ 34,221 $ 16,212 Less: interest 11,399 10,230 Present value of lease liabilities $ 22,822 $ 5,982 Weighted average remaining lease term (years) 8 12 Weighted average discount rate 10% 12% As of March 31, 2023, there have been no leases entered into that have not yet commenced.
LEASES	LEASES The Company leases land, buildings, equipment and other capital assets which it plans to use for corporate purposes in addition to the production and sale of cannabis products. Leases with an initial term of 12 months or less are not recorded on the Unaudited Condensed Consolidated Statements of Financial Position and are expensed in the Unaudited Condensed Consolidated Statements of Operations on the straight-line basis over the lease term. The Company does not have any material variable lease payments and accounts for non-lease components separately from leases. Balance Sheet Information Classification March 31, 2023 December 31, 2022 Right-of-use assets Operating Operating lease right-of-use assets $ 20,842 $ 22,443 Finance Capital assets, net 4,782 4,269 Total right-of-use assets $ 25,624 $ 26,712 Lease liabilities Current Operating Operating lease liability, current $ 2,529 $ 2,443 Financing Debt, current 105 1 Non-current Operating Operating lease liability, non-current 20,293 21,692 Financing Debt, non-current 5,877 5,305 Total lease liabilities $ 28,804 $ 29,441 Three Months Ended March 31, Statement of Operations Information Classification 2023 2022 Short-term lease expense General and administrative $ 151 $ 48 Operating lease expense General and administrative 1,337 1,248 Finance lease expense: Amortization of right of use asset Depreciation and amortization 93 63 Interest expense on lease liabilities Interest expense 209 212 Net operating and finance lease cost $ 1,639 $ 1,523 Three Months Ended March 31, Statement of Cash Flows Information Classification 2023 2022 Cash paid for operating leases Net cash used in operating activities $ 1,774 $ 1,257 Cash paid for finance leases - interest Net cash used in operating activities $ 269 $ 201 The following represents the Company’s future minimum payments required under existing leases with initial terms of one year or more as of March 31, 2023: Maturity of lease liabilities Operating Leases Finance Leases 2023 $ 3,359 $ 677 2024 4,522 923 2025 4,485 946 2026 4,551 969 2027 4,037 992 Thereafter 13,267 11,705 Total lease payments $ 34,221 $ 16,212 Less: interest 11,399 10,230 Present value of lease liabilities $ 22,822 $ 5,982 Weighted average remaining lease term (years) 8 12 Weighted average discount rate 10% 12% As of March 31, 2023, there have been no leases entered into that have not yet commenced.

INVENTORY

INVENTORY	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
INVENTORY	INVENTORY The Company’s inventory balance consists of the following: March 31, 2023 December 31, 2022 Retail inventory $ 3,723 $ 3,255 Wholesale inventory 40,832 35,885 Cultivation inventory 6,469 7,133 Supplies & other 2,587 3,173 Total $ 53,611 $ 49,446 Inventory is valued at the lower of cost and net realizable value (“NRV”), defined as estimated selling price in the ordinary course of business, less estimated costs of disposal. During the three months ended March 31, 2023, the Company analyzed its inventory balances, and recorded wholesale inventory adjustments as a result of (i) having excess or obsolete inventory and (ii) reducing the carrying value to ensure inventory balances are properly recorded at the lower of cost and NRV. The Company recognized $2,237 of wholesale inventory adjustments within Cost of goods sold, wholesale on the Statements of Operations during the three months ended March 31, 2023.

DEBT

DEBT	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
DEBT	DEBT The Company’s debt balances consist of the following: Debt balances March 31, 2023 December 31, 2022 Financing liability (failed sale-leaseback) $ 15,253 $ 15,253 Finance lease liabilities 5,982 5,306 7.50% Loan due April 2026 31,418 31,288 6.10% Secured debenture due September 2030 46,614 46,502 Note due December 2024 3,167 3,167 Prime rate credit facilities due January 2026, as amended 114,503 113,564 Total debt $ 216,937 $ 215,080 Less: current portion of debt 1,689 1,584 Total long-term debt $ 215,248 $ 213,496 Scheduled maturities of debt, excluding amortization of discount and issuance costs, are as follows: 2023 $ 1,583 2024 1,584 2025 — 2026 158,011 2027 39 Thereafter 71,185 Total payments (excluding amortization of discount and issuance costs) $ 232,402 During the three months ended March 31, 2023 and 2022, the Company incurred interest expense of $8,074 and $4,781, respectively, on the Unaudited Condensed Consolidated Statements of Operations. Interest expense for the three months ended March 31, 2023 and 2022, included debt discount amortization of $488 and $373, respectively, and amortization of debt issuance costs of $690 and $266, respectively. As of March 31, 2023 and December 31, 2022, the Company had unamortized discount $5,603 and $6,093, respectively, and debt issuance costs of $9,862 and $10,552, respectively, which is netted against the gross carrying value of long-term debt in Debt, non-current on Unaudited Condensed Consolidated Statements of Financial Position. Additionally, as of March 31, 2023 and December 31, 2022, the Company had accrued interest of $1,803 and $2,575, respectively, within Interest payable on the Unaudited Condensed Consolidated Statements of Financial Position. Financing liability (failed sales leaseback) In connection with the Company’s failed sale-leaseback transaction in November 2020, a financing liability was recognized equal to the cash proceeds received. The Company will recognize the cash payments made on the lease as interest expense, and the principal will be de-recognized upon expiration of the lease. 6.10% Secured debenture due September 2030 On September 23, 2020, pursuant to the implementation of the Amended Arrangement (Refer to Note 13 for further discussion), a subsidiary of Canopy Growth advanced gross proceeds of $50,000 (less transaction costs of approximately $4,025) to Universal Hemp, an affiliate of the Company, pursuant to the terms of a secured debenture (“6.1% Loan”). In accordance with the terms of the debenture, the funds cannot be used, directly or indirectly, in connection with or for any cannabis or cannabis-related operations in the United States, unless and until such operations comply with all applicable laws of the United States. An additional $50,000 may be advanced pursuant to the debenture subject to the satisfaction of certain conditions by Universal Hemp. The debenture bears interest at a rate of 6.1% per annum, matures 10 years from the date hereof or such earlier date in accordance with the terms of the debenture and all interest payments made pursuant to the debenture are payable in cash by Universal Hemp. The debenture is secured by substantially all of the assets of Universal Hemp and its subsidiaries and, further, is not convertible and is not guaranteed by Acreage. With a portion of the proceeds for the 6.1% Loan received by Universal Hemp, Acreage engaged an Investment Advisor which, under the Investment Advisor’s sole discretion, invested on behalf of Universal Hemp $34,019 on September 28, 2020. As a result, Universal Hemp acquired 34,019 class B units, at $1.00 par value per unit, which represented 100% financial interest in the Investment Partnership, a Canada-based limited partnership. An affiliate of the Institutional Investor holds class A units of the Investment Partnership. The general partner of the Investment Partnership is also an affiliate of the Institutional Investor. The class B units are held by the Investment Advisor as an agent for Universal Hemp. Upon execution of the limited partnership agreement, $1,019 was distributed to the class A unit holders of the Investment Partnership. 7.50% Loan due April 2026 On September 28, 2020, the Company received gross proceeds of $33,000 (less transaction costs of approximately $959) from an affiliate of the Institutional Investor (the “Lender”) and used a portion of the proceeds of this loan to retire its short-term $11,000 convertible note (as described above) and its short-term note aggregating approximately $18,000 in October 2020, with the remainder being used for working capital purposes. The loan is unsecured, matures in 3 years and bears interest at a 7.5% annual interest rate. The Lender is controlled by the Institutional Investor. The Investment Partnership is the investor in the Lender. On December 16, 2021, the Company paid an amendment fee of $413 to extend the maturity date from September 28, 2023 to April 2, 2026. The amendment was treated as a debt extinguishment. Note due December 2024 In November 2020, the Company issued a promissory note with a third party, which is non-interest bearing and payable based on a payment schedule with ten payments in the aggregate amount of $7,750 through December 31, 2024, as a result of a settlement described under the “CanWell Dispute” in Note 13. Prime rate credit facilities due January 2026, as amended On December 16, 2021, the Company entered into a $150,000 senior secured credit facility with a syndicate of lenders consisting of a $75,000 initial draw, a $25,000 delayed draw that must be advanced within 12 months and a $50,000 committed accordion facility that is available after December 1, 2022, provided certain financial covenants are met, and with a maturity of January 1, 2026. Upon closing, gross proceeds of $75,000 were drawn (before origination discounts and issuance costs of approximately $4,000 and $1,500, respectively, which were capitalized). In April 2022, the Company drew down on the $25,000 delayed draw. Refer to Note 14 for further discussion of the syndicated related party lender. On October 24, 2022, the Company amended the senior secured credit facility such that $25,000 of the committed accordion was available for immediate draw by Acreage, which was drawn down in the fourth quarter of 2022, with the remaining $25,000 available from January 1, 2023, provided certain predetermined milestones are achieved. The Company paid an amendment fee of $1,250 to the syndicate of lenders and the amendment was treated as a debt modification. On April 28, 2023, the Company reached an agreement with the lenders of the Prime rate credit facilities due January 2026 that would allow it to draw a further $15,000 under its current Credit Agreement, but such funds would be maintained in a segregated account until dispersed and be restricted for use to only eligible capital expenditures. As part of this agreement, the Company agreed to limit the total amounts outstanding under the Credit Agreement to $140,000 and to at all times subsequent to the amendment, maintain collateral (as defined in the Credit Agreement) equal to or greater than the outstanding amount under the Credit Agreement. The loan is secured by pledged equity interests and substantially all of the assets of the Company. Advances under the facility bear interest at a variable rate of U.S. prime (“Prime”) plus 5.75% per annum, payable monthly in arrears, with a Prime floor of 5.50% plus an additional 1.0% per annum until certain collateral assignment agreements are delivered. Undrawn amounts bear interest at 3.0% per annum. The facility has a maturity date of January 1, 2026 and the Company has the option to extend the maturity date to January 1, 2027, for a fee equal to 1.0% of the total loan amount. The loan is subject to various financial covenants, including (i) a fixed charge coverage ratio and two leverage ratios in respect of all periods beginning on or after December 31, 2023 and (ii) a minimum cash requirement of $10.0 million at each quarter end of the Company. Finally, the Amended Credit Facility includes approval for Canopy USA to acquire control of Acreage without requiring repayment of all amounts outstanding under the Amended Credit Facility, provided certain conditions are satisfied. As of March 31, 2023 the Company was in compliance with all covenants. The Company obtained a waiver of the financial covenants for the three month periods ended March 31, 2022 and June 30, 2022. This waiver included a $500 waiver fee that was paid to the lenders.

SHAREHOLDERS_ EQUITY AND NON-CO

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS	SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS The table below details the change in Pubco shares outstanding by class for the three months ended March 31, 2023: Shareholders’ Equity Fixed Shares Floating Shares Fixed Shares Held in Treasury Floating Shares Held in Treasury Fixed Multiple Shares Total Shares Outstanding December 31, 2022 79,047 34,114 (589) (253) 118 112,437 Issuances 209 78 — — — 287 NCI conversions — — — — — — March 31, 2023 79,256 34,192 (589) (253) 118 112,724 Warrants A summary of the warrants activity outstanding is as follows: Warrants Fixed Shares Floating Shares December 31, 2022 5,817 2,524 Expired — — March 31, 2023 5,817 2,524 The exercise price of each Fixed Share warrant ranged from $3.15 to $4.00, respectively, and the exercise price of each Floating Share warrant ranged from $3.01 to $4.00, respectively. The warrants are exercisable for a period of 4 years. The weighted-average remaining contractual life of the warrants outstanding is approximately 1.7 years. There was no aggregate intrinsic value for warrants outstanding as of March 31, 2023. Non-controlling interests - convertible units The Company has NCIs in consolidated subsidiaries USCo2 and HSCP. The non-voting shares of USCo2 and HSCP units make up substantially all of the NCI balance as of March 31, 2023 and are convertible for either 0.7 of a Fixed Share and 0.3 of a Floating Share of Pubco or cash, as determined by the Company. Summarized financial information of HSCP is presented below. USCo2 does not have discrete financial information separate from HSCP. HSCP net asset reconciliation March 31, 2023 December 31, 2022 Current assets $ 80,875 $ 118,193 Non-current assets 262,465 237,665 Current liabilities (4,357) (9,141) Non-current liabilities (240,776) (239,525) Other NCI balances (729) (725) Accumulated equity-settled expenses (241,744) (240,760) Net assets $ (144,266) $ (134,293) HSCP/USCo2 ownership % of HSCP 16.30 % 16.33 % Net assets allocated to USCo2/HSCP $ (23,515) $ (21,930) Net assets attributable to other NCIs 729 725 Total NCI $ (22,786) $ (21,205) Three Months Ended March 31, HSCP Summarized Statement of Operations 2023 2022 Net loss allocable to HSCP/USCo2 $ (9,601) $ (7,080) HSCP/USCo2 weighted average ownership % of HSCP 16.31 % 17.21 % Net loss allocated to HSCP/USCo2 $ (1,566) $ (1,218) Net loss allocated to other NCIs (1) 1 Net loss attributable to NCIs $ (1,567) $ (1,217) As of March 31, 2023, USCo2’s non-voting shares owned approximately 0.22% of HSCP units. USCo2’s capital structure is comprised of voting shares, all of which are held by the Company, and of non-voting shares held by certain former HSCP members. Certain executive employees and profits interests holders own approximately 16.08% of HSCP units. The remaining 83.70% interest in HSCP is held by USCo and represents the members’ equity attributable to shareholders of the parent. A reconciliation of the beginning and ending amounts of convertible units is as follows: Convertible Units March 31, 2023 December 31, 2022 Beginning balance 22,698 23,076 NCI units converted to Pubco — (378) Ending balance 22,698 22,698

EQUITY-BASED COMPENSATION EXPEN

EQUITY-BASED COMPENSATION EXPENSE	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
EQUITY-BASED COMPENSATION EXPENSE	EQUITY-BASED COMPENSATION EXPENSE Amended Arrangement with Canopy Growth On September 23, 2020, the Company announced the implementation of the Amended Arrangement (as defined in Note 13). Pursuant to the Amended Arrangement, the Company’s articles have been amended to create new Fixed Shares, Floating Shares and Fixed Multiple Shares. Consequently, the Company’s equity-based compensation was modified into new equity awards of the Company. Refer to Note 13 for further discussion. Equity-based compensation - Plan (Acreage Holdings, Inc. Omnibus Incentive Plan) In connection with the RTO transaction, the Company’s Board of Directors adopted an Omnibus Incentive Plan, as amended September 23, 2020 (the “Plan”), which permits the issuance of stock options, stock appreciation rights, stock awards, share units, performance shares, performance units and other stock-based awards up to an amount equal to 15% of the issued and outstanding Subordinate Voting Shares of the Company. Pursuant to the Amended Arrangement, the Company retained the Plan described above, the upper limit of issuances being up to an amount equal to 15% of the issued and outstanding Fixed Shares and Floating Shares of the Company. As of March 31, 2023, the Company had 4,212 shares authorized and available for grant under the Plan. Restricted Share Units (“RSUs”) Fixed Shares Floating Shares Restricted Share Units (Fair value information expressed in whole dollars) RSUs Weighted Average Grant Date Fair Value RSUs Weighted Average Grant Date Fair Value Unvested, January 1, 2023 6,324 $ 1.80 464 $ 6.68 Granted — $ — — $ — Forfeited (109) $ 0.98 (1) $ 2.15 Vested (458) $ 2.17 (161) $ 2.24 Unvested, March 31, 2023 5,757 $ 1.79 302 $ 9.06 Vested and unreleased (1) 449 $ 2.50 147 $ 3.16 Outstanding, March 31, 2023 6,206 $ 1.84 449 $ 7.13 (1) RSUs that are vested and unreleased represent RSUs that are pending delivery. RSUs of the Company generally vest over a period of three years and RSUs granted to certain executives vest based on achievement of specific performance conditions. In certain situations for specified individuals, RSUs vest on an accelerated basis on separation. The fair value for RSUs is based on the Company’s share price on the date of the grant. The Company recorded $758 and $3,877 as Equity-based compensation expense relating to RSUs on the Unaudited Condensed Consolidated Statements of Operations during the three months ended March 31, 2023 and 2022, respectively. The fair value of RSUs vested during the three months ended March 31, 2023 and 2022 was $442 and $1,882, respectively. The total weighted average remaining contractual life and aggregate intrinsic value of unvested RSUs as of March 31, 2023 was approximately 2.0 years and $3,214, respectively. Unrecognized compensation expense related to these awards at March 31, 2023 was $11,054 and is expected to be recognized over a weighted average period of approximately 1.7 years. Stock options Fixed Shares Floating Shares Stock Options (Exercise price expressed in whole dollars) Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options outstanding, January 1, 2023 7,337 $ 2.75 2,267 $ 3.10 Granted — $ — — $ — Forfeited — $ — — $ — Expired — $ — (31) $ 2.55 Options outstanding, March 31, 2023 7,337 $ 2.75 2,236 $ 3.10 Options exercisable, March 31, 2023 1,834 $ 9.14 2,106 $ 3.10 Stock options of the Company generally vest over a period of three years and options granted to certain executives vest based on achievement of specific performance conditions. Stock options of the Company have an expiration period of 5 or 10 years from the date of grant. The weighted average contractual life remaining for Fixed Share options outstanding and exercisable as of March 31, 2023 was approximately 5 and 6 years, respectively. The weighted average contractual life remaining for Floating Share options outstanding and exercisable as of March 31, 2023 was approximately 6 and 7 years, respectively. The Company recorded $226 and $282 as Equity-based compensation expense on Unaudited Condensed Consolidated Statements of Operations during the three months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, unamortized expense related to stock options totaled $1,670 and is expected to be recognized over a weighted-average period of approximately 2 years. As of March 31, 2023, the aggregate intrinsic value for unvested options and for vested and exercisable options was nil, respectively.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Commitments The Company provides revolving lines of credit to certain of its portfolio companies. As of March 31, 2023, only one revolving line of credit remained outstanding and the maximum obligation under this arrangement was equal to the balance advanced of $4,331 (refer to Note 6 for further discussion). Prior Plan of Arrangement with Canopy Growth On June 19, 2019, the shareholders of the Company and of Canopy Growth separately approved the proposed plan of arrangement (the “Prior Plan of Arrangement”) involving the two companies, and on June 21, 2019, the Supreme Court of British Columbia granted a final order approving the Prior Plan of Arrangement. Effective June 27, 2019, the articles of the Company were amended pursuant to the Prior Plan of Arrangement to provide that, upon the occurrence (or waiver by Canopy Growth) of the Triggering Event, subject to the satisfaction of the conditions set out in the arrangement agreement entered into between Acreage and Canopy Growth on April 18, 2019, as amended on May 15, 2019 (the “Original Arrangement Agreement”), Canopy Growth will acquire (the “Acquisition”) all of the issued and outstanding shares in the capital of the Company (each, an “Acreage Share”). Second Amendment to the Arrangement Agreement with Canopy Growth On September 23, 2020, Acreage and Canopy Growth entered into an amending agreement (the “Amending Agreement” or “Amended Arrangement”) (and together with the Original Arrangement Agreement and any further amendments thereto, the “Amended Plan of Arrangement”) and the Amended Arrangement became effective at 12:01 a.m. (Vancouver time) (the “Amendment Time”) on September 23, 2020 (the “Amendment Date”). Pursuant to the Amended Plan of Arrangement, Canopy Growth made a cash payment of $37,500 which was delivered to Acreage’s shareholders and certain holders of securities convertible or exchangeable into shares of Acreage. Acreage also completed a capital reorganization (the “Capital Reorganization”) effective as of the Amendment Time whereby: (i) each existing SVS was exchanged for 0.7 of a Fixed Share and 0.3 of a Floating Share; (ii) each issued and outstanding PVS was exchanged for 28 Fixed Shares and 12 Floating Shares; and (iii) each issued and outstanding MVS was exchanged for 0.7 of a Fixed Multiple Share and 0.3 of a Floating Share. At the Amendment Time, each option, restricted share unit, compensation option, and warrant to acquire existing SVS (each a “Security”) that was outstanding immediately prior to the Amendment Time, was exchanged for a replacement Security to acquire Fixed Shares (a “Fixed Share Replacement Security”) and a replacement Security to acquire Floating Shares (a “Floating Share Replacement Security”) to account for the Capital Reorganization. Pursuant to the Amended Plan of Arrangement, upon the occurrence or waiver (at the discretion of Canopy Growth) of the Triggering Event (the “Triggering Event Date”), Canopy Growth will, subject to the satisfaction or waiver of certain closing conditions set out in the Arrangement Agreement: (i) acquire all of the issued and outstanding Fixed Shares (following the mandatory conversion of the Fixed Multiple Shares into Fixed Shares) on the basis of 0.3048 of a common share of Canopy Growth (each whole common share, a “Canopy Growth Share”) for each Fixed Share held (the “Fixed Exchange Ratio”) at the time of the acquisition of the Fixed Shares (the “Acquisition Time”), subject to adjustment in accordance with the terms of the Amended Plan of Arrangement (the “Canopy Call Option”). The Canopy Call Option and the Floating Call Option will expire 10 years from the Amendment Time. At the Acquisition Time, on the terms and subject to the conditions of the Amended Plan of Arrangement, each Fixed Share Replacement Security will be exchanged for a replacement Security from Canopy Growth equal to: (i) the number of Fixed Shares that were issuable upon exercise of such Fixed Share Replacement Security immediately prior to the Acquisition Time, multiplied by (ii) the Fixed Exchange Ratio in effect immediately prior to the Acquisition Time (provided that if the foregoing would result in the issuance of a fraction of a Canopy Growth Share, then the number of Canopy Growth Shares to be issued will be rounded down to the nearest whole number). The Amended Plan of Arrangement provides for, among other things, Amendments to the definition of Purchaser Approved Share Threshold (as defined therein) to change the number of shares of Acreage available to be issued by Acreage without an adjustment in the Fixed Exchange Ratio such that Acreage may issue a maximum of 32,700 shares. Furthermore, Acreage generally may not issue any equity securities without Canopy Growth’s prior consent. Additionally, the Amended Plan of Arrangement allows for various Canopy Growth rights that extend beyond the Acquisition Date, including, among others: (i) rights to nominate a majority of Acreage’s Board of Directors following the Acquisition Time; (ii) restrictive covenants in respect of the business conduct in favor of Canopy Growth; (iii) termination of non-competition and exclusivity rights granted to Acreage by Canopy Growth in the event that Acreage does not meet certain specified financial targets; (iv) implementation of further restrictions on Acreage’s ability to operate its business in the event that Acreage does not meet certain specified financial targets; and (v) termination of the Amended Plan of Arrangement in the event that Acreage does not meet certain specified financial targets in the trailing 12 month period. Each of the financial targets referred to above is specified in the Amending Agreement and related to the performance of Acreage relative to a business plan for Acreage for each fiscal year ended December 31, 2020 through December 31, 2029 set forth in the Proposal Agreement (the “Initial Business Plan”). Further, the Amended Plan of Arrangement imposes restrictions on Acreage entering into any contracts in respect of Company Debt if: (i) such contract would be materially inconsistent with market standards for companies operating in the United States cannabis industry; (ii) such contract prohibits a prepayment of the principal amount of such Company Debt; and (iii) such contract would provide for interest payments to be paid through the issuance of securities as opposed to cash, among other restrictions. The Amended Plan of Arrangement also provides for the following: (i) certain financial reporting obligations to Canopy Growth; (ii) certain specified criteria related to any new directors or officers of Acreage, and (iii) a limit to Acreage’s operations to the Identified States (as defined therein). Third Amendment to the Arrangement Agreement with Canopy Growth On October 24, 2022, the Company entered into an arrangement agreement (the “Floating Share Agreement”) with Canopy Growth and Canopy USA, LLC (“Canopy USA”), Canopy Growth’s newly-created U.S. domiciled holding company, pursuant to which, subject to approval of the holders of the Class D subordinate voting shares of Acreage (the “Floating Shares”) and the terms and conditions of the Floating Share Agreement, Canopy USA will acquire all of the issued and outstanding Floating Shares by way of court-approved plan of arrangement (the “Floating Share Arrangement”) for consideration of 0.4500 of a common share of Canopy Growth (each whole share a “Canopy Share”) in exchange for each Floating Share. A special meeting of the holders of Floating Shares was held on March 15, 2023, where the holders of Floating Shares approved the Floating Share Arrangement (the “Special Meeting”). Concurrently with entering the Floating Share Agreement, Canopy Growth irrevocably waived its option to acquire the Floating Shares pursuant to the Amended Arrangement. Subject to the provisions of the Floating Share Agreement, Canopy Growth has agreed to exercise the fixed option pursuant to the Amended Agreement to acquire all outstanding Fixed Shares, representing approximately 70% of the total shares of Acreage as at the date hereof, at a fixed exchange ratio of 0.3048 of a Canopy Share for each Fixed Share. Acreage expects the Floating Share Arrangement to close upon the satisfaction or waiver of all conditions under the Floating Share Agreement and the Amended Arrangement. It is anticipated that the acquisition by Canopy USA of the Fixed Shares pursuant to the Fixed Option will be completed immediately following closing of the Floating Share Agreement. In the event that Canopy USA exercises the Fixed Option and acquires the Floating Shares pursuant to the Floating Share Arrangement, Acreage will be wholly-owned subsidiary of Canopy USA. On March 17, 2023, Acreage, Canopy and Canopy USA entered into a first amendment to the Floating Share Arrangement Agreement (the “Amendment”). Pursuant to the terms of the Amendment, Acreage, Canopy and Canopy USA agreed to amend the Exercise Outside Date (as defined in the Floating Share Arrangement Agreement) from March 31, 2023 to May 31, 2023. Tax Receivable Agreement and Tax Receivable Bonus Plans The Company is a party to (i) a tax receivable agreement dated November 14, 2018 and subsequently amended (the “Tax Receivable Agreement”) between the Company and certain current and former unit holders of HSCP and (ii) tax receivable bonus plans dated November 14, 2018 and subsequently amended (the “Tax Receivable Bonus Plans”) between the Company and certain directors, officers and consultants of the Company (together the “Tax Receivable Recipients”). Under the Tax Receivable Agreement and the Tax Receivable Bonus Plans, the Company is required to make cash payments to the Tax Receivable Recipients equal to 85% of the tax benefits, if any, that the Company actually realizes, or in certain circumstances is deemed to realize, as a result of (i) the increases in its share of the tax basis of assets of HSCP resulting from any redemptions or exchanges of Units from the HSCP Members, and (ii) certain other tax benefits related to the Company making payments under the Tax Receivable Agreement and the Tax Receivable Bonus Plan. Although the actual timing and amount of any payments that the Company makes to the Tax Receivable Recipients cannot be estimated, it expects those payments will be significant. Any payments made by the Company to the Tax Receivable Recipients may generally reduce the amount of overall cash flow that might have otherwise been available to it. Payments under the Tax Receivable Agreement are not conditioned on any Tax Receivable Recipient’s continued ownership of Units or our shares after the completion of the RTO. Payments under the Tax Receivable Bonus Plan may, at times, be conditioned on the Tax Receivable Recipient’s continued employment by the Company. As of March 31, 2023, the Company has not made any payments in relation to the Tax Receivable Agreement or the Tax Receivable Bonus Plans. Concurrently with the execution of the Floating Share Arrangement Agreement, Canopy Growth, Canopy USA, High Street, Acreage Holdings America, Inc. and certain individuals party to the Tax Receivable Agreement, amended the Tax Receivable Agreement in accordance with the Floating Share Agreement. Pursuant to the Floating Share Agreement, Canopy Growth, on behalf of Canopy USA agreed to: (i) issue Canopy Shares with a value of approximately $30,500 to the Tax Receivable Agreement Members in exchange for each such individual executing an assignment of rights agreement assigning such individual’s rights under the Tax Receivable Agreement to Canopy USA, such that following assignment, Canopy USA is the sole member and beneficiary under the Tax Receivable Agreement; and (ii) fund a payment with a value of approximately $19,500 to be made by the Company in Canopy Shares to certain eligible participants pursuant to the Tax Receivable Bonus Plans, as amended on October 24, 2022, both in order to reduce a potential liability of approximately $121,000 under the Tax Receivable Agreement and the Tax Receivable Bonus Plans. In connection with the foregoing, Canopy Growth issued 5,648,927 Canopy Shares on or about November 4, 2022 and 7,102,081 Canopy Shares on or about March 17, 2023 to the Tax Receivable Agreement Members. In addition, the Tax Receivable Agreement Bonuses with an aggregate value of approximately $19,500 in Canopy Shares will be issued by Canopy to certain eligible participants under the Tax Receivable Bonus Plans on the closing of the Floating Share Arrangement or, if the Floating Share Arrangement does not close or is terminated but the Amended Arrangement closes, then on the closing of the acquisition. The Tax Receivable Agreement Bonuses will be paid to recipients to be determined by Kevin Murphy, the administrator of the Tax Receivable Bonus Plans, and may include one or more of Kevin Murphy, John Boehner, Brian Mulroney, and Peter Caldini, each of whom are directors of Acreage and other current and former officers or consultants of Acreage as may be determined by Kevin Murphy. Canopy Growth has also agreed to register the resale of such Canopy Shares under the Securities Act of 1933, as amended. Debenture In connection with the implementation of the Amended Arrangement, pursuant to a secured debenture dated September 23, 2020 (the “Debenture”) issued by Universal Hemp, LLC, an affiliate of Acreage that operates solely in the hemp industry in full compliance with all applicable laws (the “Borrower”), to 11065220 Canada Inc., an affiliate of Canopy Growth (the “Lender”), the Lender agreed to provide a loan of up to $100,000 (the “Loan”), $50,000 of which was advanced on the Amendment Date (the “Initial Advance”), and $50,000 of the Loan will be advanced in the event that the following conditions, among others, are satisfied: (a) the Borrower’s EBITDA (as defined in the Debenture) for any 90 day period is greater than or equal to 2.0 times the interest costs associated with the Initial Advance; and (b) the Borrower’s business plan for the 12 months following the applicable 90 day period supports an Interest Coverage Ratio (as defined in the Debenture) of at least 2.00:1. The principal amount of the Loan will bear interest from the date of advance, compounded annually, and be payable on each anniversary of the date of the Debenture in cash in U.S. dollars at a rate of 6.1% per annum. The Loan will mature 10 years from the date of the Initial Advance. The Loan must be used exclusively for U.S. hemp-related operations and on the express condition that such amount will not be used, directly or indirectly, in connection with or for the operation or benefit of any of the Borrower’s affiliates other than subsidiaries of the Borrower exclusively engaged in U.S. hemp-related operations and not directly or indirectly, towards the operation or funding of any activities that are not permissible under applicable law. The Loan proceeds must be segregated in a distinct bank account and detailed records of debits to such distinct bank account will be maintained by the Borrower. No payment due and payable to the Lender by the Borrower pursuant to the Debenture may be made using funds directly or indirectly derived from any cannabis or cannabis-related operations in the United States, unless and until the Triggering Event Date. The Debenture includes usual and typical events of default for a financing of this nature, including, without limitation, if: (i) Acreage is in breach or default of any representation or warranty in any material respect pursuant to the Arrangement Agreement; (ii) Operations deemed to be non-core must cease within 18 months from the Amendment Date; and (iii) Acreage fails to perform or comply with any covenant or obligation in the Arrangement Agreement which is not remedied within 30 days after written notice is given to the Borrower by the Lender. The Debenture also includes customary representations and warranties, positive covenants and negative covenants of the Borrower. Advisor fee In connection with the Prior Plan of Arrangement, the Company entered into an agreement with its financial advisor providing for a fee payment of $7,000 in either cash, Acreage shares or Canopy Growth shares, at the discretion of the Company, upon the successful acquisition of Acreage by Canopy Growth. During the fourth quarter of 2022, the Company amended the terms of the agreement with its financial advisors providing for a fee payment of $3,000 in cash, less a $500 initial payment, and $2,000 in shares of the Company, upon the successful acquisition of Acreage by Canopy Growth. Surety bonds The Company has indemnification obligations with respect to surety bonds primarily used as security against non-performance in the amount of $5,000 as of March 31, 2023, for which no liabilities are recorded on the Unaudited Condensed Consolidated Statements of Financial Position. The Company is subject to other capital commitments and similar obligations. As of March 31, 2023 and 2022, such amounts were not material. CanWell Settlement In November 2020, the Company entered into a final confidential settlement agreement with CanWell, LLC for certain outstanding proceedings. As part of that agreement, the Company accrued for $7,750 in Legal settlements, net on the Statements of Operations for the year ended December 31, 2020. In connection with this settlement agreement, the Company issued a promissory note in the amount of $7,750 to CanWell, which is non-interest bearing and is payable in periodic payments through December 31, 2024. Through March 31, 2023, the Company has paid $4,583 of the promissory note. Contingencies The Company’s operations are subject to a variety of local and state regulations. Failure to comply with one or more of those regulations could result in fines, restrictions on its operations, or losses of permits that could result in the Company’s applicable subsidiaries ceasing operations. While management of the Company believes that the Company’s subsidiaries are in compliance with applicable local and state regulations as of March 31, 2023, cannabis regulations continue to evolve and are subject to differing interpretations. As a result, the Company’s subsidiaries may be subject to regulatory fines, penalties, or restrictions in the future. The Company and its subsidiaries may be, from time to time, subject to various administrative, regulatory and other legal proceedings arising in the ordinary course of business. Contingent liabilities associated with legal proceedings are recorded when a liability is probable, and the contingent liability can be reasonably estimated. New York outstanding litigation On November 2, 2018, EPMMNY LLC (“EPMMNY”) filed a complaint in the Supreme Court of the State of New York, County of New York, asserting claims against 16 defendants, including NYCANNA, Impire State Holdings LLC, NY Medicinal Research & Caring, LLC (each, a wholly-owned subsidiary of High Street) and High Street. The Index Number for the action is 655480/2018. EPMMNY alleges that it was wrongfully deprived of a minority equity interest and management role in NYCANNA by its former partner, New Amsterdam Distributors, LLC, which attempted to directly or indirectly sell or transfer EPMMNY’s alleged interest in NYCANNA to other entities in 2016 and 2017, including Impire, NYMRC and High Street. EPMMNY alleges that it is entitled to the value of its alleged minority interest in NYCANNA or minority ownership in NYCANNA. EPMMNY also alleges that certain defendants misused its alleged intellectual property and/or services, improperly solicited its employees, and aided and abetted or participated in the transfer of equity and/or business opportunities from EPMMNY. High Street intends to vigorously defend this action, which the Company firmly believes is without merit. High Street is also entitled to full indemnity from the claims asserted against it by EPMMNY pursuant to the purchase agreement pertaining to its acquisition of NYCANNA and personal guarantee by the largest shareholders of the seller. High Street, along with the other defendants, filed a motion to dismiss on April 1, 2019. The motion was fully briefed and submitted to the Court as of July 18, 2019, and oral argument was heard on September 6, 2019. The motion remains pending before the Court. Following a hearing held during April 2022, the Court ruled that Plaintiff had the capacity to bring this action on behalf of EPMMNY. The motions to dismiss remain pending on all other grounds.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2023
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONS Transactions with related parties are entered into in the normal course of business and are measured at the amount established and agreed to by the parties. 6.10% Secured debenture due September 2030 As disclosed in Note 10, “6.10% Secured debenture due September 2030”, on September 23, 2020, pursuant to the implementation of the Amended Arrangement, a subsidiary of Canopy Growth advanced gross proceeds of $50,000 (less transaction costs of approximately $4,025) to Universal Hemp, an affiliate of the Company, pursuant to the terms of a secured debenture. In accordance with the terms of the debenture, the funds cannot be used, directly or indirectly, in connection with or for any cannabis or cannabis-related operations in the United States, unless and until such operations comply with all applicable laws of the United States. Acreage then engaged an investment advisor (the “Investment Advisor”) which, under the Investment Advisor’s sole discretion, invested on behalf of Universal Hemp, $34,019 of the proceeds on September 28, 2020. During the three months ended March 31, 2023, the Company incurred interest expense attributable to the 6.10% Secured debenture due September 2030 of $763. As a result of the transaction above, Universal Hemp, a subsidiary of the Company, acquired 34,019 class B units, at $1 par value per unit, which represented 100% financial interest in an Investment Partnership, a Canada-based limited partnership. An affiliate of the Institutional Investor holds Class A Units of the Investment Partnership. The general partner of the Investment Partnership is also an affiliate of the Institutional Investor. The class B units are held by the Institutional Investor as agent for Universal Hemp. On September 28, 2020, the Company received gross proceeds of $33,000 (less transaction costs of approximately $959) from an affiliate of the Institutional Lender (the “Lender”) and used a portion of the proceeds of this loan to retire its short-term $11,000 convertible note and its short-term note aggregating approximately $18,000 in October 2020, with the remainder being used for working capital purposes. The Lender is controlled by the Institutional Lender. The Investment Partnership is the investor in the Lender. Prime rate credit facilities due January 2026, as amended On December 16, 2021, the Company entered into the Prime rate credit facilities due January 2026 with a syndicate of lenders, including Viridescent Realty Trust, Inc. (“Viridescent”), an entity controlled by Kevin Murphy. Refer to Note 10 for further discussion. On October 24, 2022, the Company amended these credit facilities and the Company paid an amendment fee of $1,250 to the lenders, with $375 paid to Viridescent.

REPORTABLE SEGMENTS

REPORTABLE SEGMENTS	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
REPORTABLE SEGMENTS	REPORTABLE SEGMENTSThe Company prepares its segment reporting on the same basis that its Chief Operating Decision Maker manages the business, and makes operating decisions. The Company operates under one operating segment, which is its only reportable segment: the production and sale of cannabis products. The Company’s measure of segment performance is net income, and derives its revenue primarily from the sale of cannabis products, as well as related management or consulting services which were not material in all periods presented. All of the Company’s operations are located in the United States.

EARNINGS PER SHARE

EARNINGS PER SHARE	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
EARNINGS PER SHARE	EARNINGS PER SHARE Basic earnings per share are computed by dividing net loss attributable to common shareholders of the Company by the weighted average number of outstanding shares for the period. Diluted earnings per share are calculated based on the weighted number of outstanding common shares plus the dilutive effect of stock options and warrants, as if they were exercised, and restricted stock units and profits interests, as if they vested and NCI convertible units, as if they converted. Basic and diluted loss per share is as follows: Three Months Ended March 31, 2023 2022 Net loss attributable to common shareholders of the Company $ (14,590) $ (12,694) Weighted average shares outstanding - basic 112,546 106,900 Effect of dilutive securities — — Weighted average shares - diluted 112,546 106,900 Net loss per share attributable to common shareholders of the Company - basic $ (0.13) $ (0.12) Net loss per share attributable to common shareholders of the Company - diluted $ (0.13) $ (0.12) During the three months ended March 31, 2023, 5,817 Fixed warrants, 2,524 Floating warrants, 6,206 Fixed Share RSUs, 449 Floating Share RSUs, 7,337 Fixed Share stock options, 2,236 Floating Share stock options and 22,698 NCI convertible units were excluded from the calculation of net loss per share attributable to common shareholders of the Company - diluted, as they were anti-dilutive. During the three months ended March 31, 2022, 5,817 Fixed warrants, 2,524 Floating warrants, 2,916 Fixed Share RSUs, 1,251 Floating Share RSUs, 1,525 Fixed Share stock options, 2,413 Floating Share stock options and 22,698 NCI convertible units were excluded from the calculation of net loss per share attributable to common shareholders of the Company - diluted, as they were anti-dilutive.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS On April 11, 2023, the Company sold, for total proceeds of $12,113, the rights to receive certain Employee Retention Tax Credits (“ERTC”) with an aggregate receivable value of $14,251. In the event that all or a portion of the ERTC are a) objected to by the IRS or otherwise asserted by the IRS to be, unenforceable or invalid, b) impaired by the commencement by the IRS of any action or proceeding including, but not limited to any proceeding which seeks to reduce all or part of the Claim Amount, or c) offset or setoff against unpaid taxes of the Company, disallowed, reduced, subordinated or otherwise impaired by action of the IRS, in whole or in part for any reason whatsoever, the purchaser shall have the right to put all or a portion of the purchased ERTC back to the Company plus interest thereon at ten percent per annum. On April 13, 2023, Health Circle, Inc. (the “Borrower”) filed a civil action in the Massachusetts Superior Court of Plymouth County against the Company and MA RMD SVCS, LLC (the “Lender”), related to the parties’ Revolving Line of Credit Agreement, and has alleged breach of contract, breach of the implied covenant of good faith and fair dealing, fraud, and a violation of G.L. c. 93A. The filing of this preemptive “strike suit” follows the Company’s continuing efforts to recover the principal and interest payments owed to the Company by Borrower under the Revolving Line of Credit Agreement. The Company believes Health Circle’s allegations to be without merit and intends to respond to the complaint and to assert its own claims against Borrower and its principal(s) for their failure to repay their debt under the terms of the Credit Agreement. On April 28, 2023, the Company reached an agreement with the lenders of the Prime rate credit facilities due January 2026 that would allow it to draw a further $15,000 under its current Credit Agreement, but such funds would be maintained in a segregated account until dispersed and be restricted for use to only eligible capital expenditures. As part of this agreement, the Company has agreed to limit the total amounts outstanding under the Credit Agreement to $140,000 and to, at all times subsequent to the amendment, maintain collateral (as defined in the Credit Agreement) equal to or greater than the outstanding amount under the Credit Agreement. Refer to Note 10 for further discussion. Management has reviewed all other events subsequent to March 31, 2023 through the date of issuing these financial statements and determined that no further subsequent events require adjustment or disclosure.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2023
Accounting Policies [Abstract]
Basis of presentation and going concern	Basis of presentation and going concern The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these unaudited condensed consolidated financial statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2023, or any other period. As reflected in the unaudited condensed consolidated financial statements, the Company had an accumulated deficit as of March 31, 2023, as well as a net loss and negative cash flow from operating activities for the three months ended March 31, 2023. These factors raise substantial doubt about the Company’s ability to continue as a going concern for at least one year from the issuance of these financial statements. However, management believes that substantial doubt about the Company’s ability to meet its obligations for the next twelve months from the date these financial statements were issued has been alleviated due to, but not limited to, (i) expected long-term sales growth from the Company’s consolidated operations, (ii) latitude as to the timing and amount of certain operating expenses as well as capital expenditures, (iii) expense reduction plans that have already been put in place to improve the Company’s results, (iv) the prime rate credit facilities (refer to Notes 10 and 17 for further discussion), (v) proceeds from the sale (with recourse) of certain Employee Retention Tax Credits receivable subsequent to March 31, 2023 and (vi) access to the U.S. and Canadian public equity markets. If the Company is unable to raise additional capital whenever necessary, it may be forced to decelerate or curtail its footprint build-out or other operational activities until such time as additional capital becomes available. Such limitation of the Company’s activities would allow it to slow its rate of spending and extend its use of cash until additional capital is raised. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. Management also cannot provide any assurance as to unforeseen circumstances that could occur at any time within the next twelve months or thereafter which could increase the Company’s need to raise additional capital on an immediate basis. These interim unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, dated May 1, 2023, as filed with the Securities and Exchange Commission (the “2022 Form 10-K”).
Use of estimates	Use of estimates Preparation of financial statements in conformity with GAAP requires management to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities as of the dates presented and the reported amounts of revenues and expenses during the periods presented. Actual results could differ from those estimates. Significant estimates inherent in the preparation of the accompanying unaudited condensed consolidated financial statements include the fair value of assets acquired and liabilities assumed in business combinations, assumptions relating to equity-based compensation expense, estimated useful lives for property, plant and equipment and intangible assets, the valuation allowance against deferred tax assets and the assessment of potential charges on goodwill, intangible assets and investments in equity and notes receivable.
Emerging growth company	Emerging growth company The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act (the “JOBS Act”). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards until such time as those standards apply to private companies.
Functional and presentation currency	Functional and presentation currency The unaudited condensed consolidated financial statements and the accompanying notes are expressed in U.S. dollars. Financial metrics are presented in thousands. Other metrics, such as shares outstanding, are presented in thousands unless otherwise noted.
Basis of consolidation	Basis of consolidation The Company’s unaudited condensed consolidated financial statements include the accounts of Acreage, its subsidiaries and variable interest entities (“VIEs”) where the Company is considered the primary beneficiary, if any, after elimination of intercompany accounts and transactions. Investments in business entities in which Acreage lacks control but is able to exercise significant influence over operating and financial policies are accounted for using the equity method. The Company’s proportionate share of net income or loss of the entity is recorded in Loss from investments, net in the Unaudited Condensed Consolidated Statements of Operations.
Non-controlling interests (“NCI”)	Non-controlling interests (“NCI”) Non-controlling interests represent ownership interests in consolidated subsidiaries by parties that are not shareholders of Pubco. They are shown as a component of Total equity in the Unaudited Condensed Consolidated Statements of Financial Position, and the share of loss attributable to non-controlling interests is shown as a component of Net loss in the Unaudited Condensed Consolidated Statements of Operations. Changes in the parent company’s ownership that do not result in a loss of control are accounted for as equity transactions.
Cash and cash equivalents	Cash and cash equivalents The Company defines cash equivalents as highly liquid investments held for the purpose of meeting short-term cash commitments that are readily convertible into known amounts of cash, with original maturities of three months or less. The Company maintains cash with various U.S. banks and credit unions with balances in excess of the Federal Deposit Insurance Corporation and National Credit Union Share Insurance Fund limits, respectively. The failure of a bank or credit union where the Company has significant deposits could result in a loss of a portion of such cash balances in excess of the insured limit, which could materially and adversely affect the Company’s business, financial condition, results of operations and the market price of the Company’s Fixed Shares and Floating Shares.
Accounts receivable and notes receivable valuations	Accounts receivable and notes receivable valuationsThe Company reports accounts receivable at their net realizable value, which is management’s best estimate of the cash that will ultimately be received from customers. The Company's notes receivable represent notes due from various third parties. The Company maintains an allowance for expected credit losses to reflect the expected uncollectability of accounts receivable and notes receivable based on historical collection data and specific risks identified among uncollected accounts, as well as management’s expectation of future economic conditions. The Company also considers relevant qualitative and quantitative factors to assess whether historical loss experience should be adjusted to better reflect the risk characteristics of the companies receivables and the expected future losses. If current or expected future economic trends, events, or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Trade accounts receivable and notes receivable are written off after exhaustive collection efforts occur and the receivable is deemed uncollectible.
Net loss per share	Net loss per shareNet loss per share represents the net loss attributable to shareholders divided by the weighted average number of shares outstanding during the period on an as converted basis. Basic and diluted loss per share are the same as of March 31, 2023, 2022 and 2021, as the issuance of shares upon conversion, exercise or vesting of outstanding units would be anti-dilutive in each period.
Accounting Pronouncements Recently Adopted and Accounting Pronouncements Not Yet Adopted	Accounting Pronouncements Recently Adopted As of January 1, 2023, the Company adopted ASU 2016-13 - Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”) , which was subsequently revised by ASU 2018-19 and ASU 2020-02. This standard applies to financial assets, measured at amortized cost, including loans, held-to-maturity debt securities, net investments in leases and trade accounts receivable. The guidance must be adopted using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings in the period of adoption. The adoption of ASU 2016-13 did not have a material effect on the Company’s unaudited condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted In October 2021, the FASB issued ASU 2021-08 - Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The new standard improves the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency. The new standard requires an entity to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606 - Revenue from Contracts with Customers . The ASU will be effective for the Company’s first interim period of fiscal 2024. The standard should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company does not anticipate a material impact on the Company’s unaudited condensed consolidated financial statements upon adoption.

ACQUISITIONS, DIVESTITURES AN_2

ACQUISITIONS, DIVESTITURES AND ASSETS HELD FOR SALE (Tables)	3 Months Ended
	Mar. 31, 2023
Business Combinations, Discontinued Operations And Disposal Groups [Abstract]
Schedule of Purchase Price Allocations	The primary areas of the purchase price allocation that are not yet finalized relate to the valuation of the capital assets, tangible and intangible assets acquired and the residual goodwill resulting from the transaction. Purchase Price Allocation Northeast Patients Group Assets acquired: Cash and cash equivalents $ 516 Inventory 384 Other current assets 5,580 Capital assets 2,404 Operating lease right-of-use asset 1,695 Goodwill 24,933 Liabilities assumed: Accounts payable and accrued liabilities (3,679) Taxes payable (1,112) Operating lease liability, current (160) Operating lease liability, non-current (1,844) Notes payable (11) Deferred tax liability (1,015) Fair value of net assets acquired $ 27,691 Consideration paid: Settlement of pre-existing relationship 27,691 Total consideration $ 27,691

INTANGIBLE ASSETS AND GOODWILL

INTANGIBLE ASSETS AND GOODWILL (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	The following table details the intangible asset balances by major asset classes: Intangibles March 31, 2023 December 31, 2022 Finite-lived intangible assets: Customer relationships 1,000 1,000 Total finite-lived intangible assets 1,000 1,000 Accumulated amortization on finite-lived intangible assets: Customer relationships (1,000) (1,000) Total accumulated amortization on finite-lived intangible assets (1,000) (1,000) Finite-lived intangible assets, net — — Indefinite-lived intangible assets Cannabis licenses 35,124 35,124 Total intangibles, net $ 35,124 $ 35,124
Schedule of Goodwill	The following table details the changes in the carrying amount of goodwill: Goodwill Total December 31, 2022 $ 13,761 Acquisitions 24,933 March 31, 2023 $ 38,694

INVESTMENTS (Tables)

INVESTMENTS (Tables)	3 Months Ended
	Mar. 31, 2023
Investments [Abstract]
Schedule of Investments	The carrying values of the Company’s investments in the Unaudited Condensed Consolidated Statements of Financial Position as of March 31, 2023 and December 31, 2022 are as follows: Investments March 31, 2023 December 31, 2022 Investments held at FV-NI $ 33,293 $ 34,046 Total long-term investments $ 33,293 $ 34,046
Schedule of Investment Income (Loss)	Loss from investments, net in the Unaudited Condensed Consolidated Statements of Operations during the three months ended March 31, 2023 and 2022 is as follows: Investment income (loss) Three Months Ended March 31, 2023 2022 Short-term investments $ 7 $ 1 Investments held at FV-NI (349) 1,132 Income (loss) from investments, net $ (342) $ 1,133

NOTES RECEIVABLE, NET (Tables)

NOTES RECEIVABLE, NET (Tables)	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Schedule of Notes Receivable	Notes receivable as of March 31, 2023 and December 31, 2022 consisted of the following: March 31, 2023 December 31, 2022 Promissory notes receivable $ 9,211 $ 34,088 Line of credit receivable 4,331 5,831 Interest receivable 3,193 4,147 Allowance for notes and interest receivable (15,246) (14,875) Total notes receivable $ 1,489 $ 29,191 Less: Notes receivable, current 1,489 29,191 Notes receivable, non-current $ — $ —

CAPITAL ASSETS, NET (Tables)

CAPITAL ASSETS, NET (Tables)	3 Months Ended
	Mar. 31, 2023
Property, Plant and Equipment [Abstract]
Schedule of Capital Assets, net	Net property, plant and equipment consisted of: March 31, 2023 December 31, 2022 Land $ 9,843 $ 9,605 Building 58,366 58,334 Right-of-use asset, finance leases 6,297 5,077 Furniture, fixtures and equipment 40,381 46,811 Leasehold improvements 51,655 6,178 Construction in progress 7,729 34,435 Capital assets, gross $ 174,271 $ 160,440 Less: accumulated depreciation and amortization (38,646) (27,035) Capital assets, net $ 135,625 $ 133,405

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Schedule of Lease Cost	Balance Sheet Information Classification March 31, 2023 December 31, 2022 Right-of-use assets Operating Operating lease right-of-use assets $ 20,842 $ 22,443 Finance Capital assets, net 4,782 4,269 Total right-of-use assets $ 25,624 $ 26,712 Lease liabilities Current Operating Operating lease liability, current $ 2,529 $ 2,443 Financing Debt, current 105 1 Non-current Operating Operating lease liability, non-current 20,293 21,692 Financing Debt, non-current 5,877 5,305 Total lease liabilities $ 28,804 $ 29,441 Three Months Ended March 31, Statement of Operations Information Classification 2023 2022 Short-term lease expense General and administrative $ 151 $ 48 Operating lease expense General and administrative 1,337 1,248 Finance lease expense: Amortization of right of use asset Depreciation and amortization 93 63 Interest expense on lease liabilities Interest expense 209 212 Net operating and finance lease cost $ 1,639 $ 1,523 Three Months Ended March 31, Statement of Cash Flows Information Classification 2023 2022 Cash paid for operating leases Net cash used in operating activities $ 1,774 $ 1,257 Cash paid for finance leases - interest Net cash used in operating activities $ 269 $ 201
Schedule of Operating Lease, Liability, Maturity	The following represents the Company’s future minimum payments required under existing leases with initial terms of one year or more as of March 31, 2023: Maturity of lease liabilities Operating Leases Finance Leases 2023 $ 3,359 $ 677 2024 4,522 923 2025 4,485 946 2026 4,551 969 2027 4,037 992 Thereafter 13,267 11,705 Total lease payments $ 34,221 $ 16,212 Less: interest 11,399 10,230 Present value of lease liabilities $ 22,822 $ 5,982 Weighted average remaining lease term (years) 8 12 Weighted average discount rate 10% 12%
Schedule of Finance Lease, Liability, Maturity	The following represents the Company’s future minimum payments required under existing leases with initial terms of one year or more as of March 31, 2023: Maturity of lease liabilities Operating Leases Finance Leases 2023 $ 3,359 $ 677 2024 4,522 923 2025 4,485 946 2026 4,551 969 2027 4,037 992 Thereafter 13,267 11,705 Total lease payments $ 34,221 $ 16,212 Less: interest 11,399 10,230 Present value of lease liabilities $ 22,822 $ 5,982 Weighted average remaining lease term (years) 8 12 Weighted average discount rate 10% 12%

INVENTORY (Tables)

INVENTORY (Tables)	3 Months Ended
	Mar. 31, 2023
Inventory Disclosure [Abstract]
Schedule of Inventory	The Company’s inventory balance consists of the following: March 31, 2023 December 31, 2022 Retail inventory $ 3,723 $ 3,255 Wholesale inventory 40,832 35,885 Cultivation inventory 6,469 7,133 Supplies & other 2,587 3,173 Total $ 53,611 $ 49,446

DEBT (Tables)

DEBT (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of Debt	The Company’s debt balances consist of the following: Debt balances March 31, 2023 December 31, 2022 Financing liability (failed sale-leaseback) $ 15,253 $ 15,253 Finance lease liabilities 5,982 5,306 7.50% Loan due April 2026 31,418 31,288 6.10% Secured debenture due September 2030 46,614 46,502 Note due December 2024 3,167 3,167 Prime rate credit facilities due January 2026, as amended 114,503 113,564 Total debt $ 216,937 $ 215,080 Less: current portion of debt 1,689 1,584 Total long-term debt $ 215,248 $ 213,496
Schedule of Maturities of Debt	Scheduled maturities of debt, excluding amortization of discount and issuance costs, are as follows: 2023 $ 1,583 2024 1,584 2025 — 2026 158,011 2027 39 Thereafter 71,185 Total payments (excluding amortization of discount and issuance costs) $ 232,402

SHAREHOLDERS_ EQUITY AND NON-_2

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS (Tables)	3 Months Ended
	Mar. 31, 2023
Equity [Abstract]
Schedule of Stock by Class	The table below details the change in Pubco shares outstanding by class for the three months ended March 31, 2023: Shareholders’ Equity Fixed Shares Floating Shares Fixed Shares Held in Treasury Floating Shares Held in Treasury Fixed Multiple Shares Total Shares Outstanding December 31, 2022 79,047 34,114 (589) (253) 118 112,437 Issuances 209 78 — — — 287 NCI conversions — — — — — — March 31, 2023 79,256 34,192 (589) (253) 118 112,724
Schedule of Warrants	A summary of the warrants activity outstanding is as follows: Warrants Fixed Shares Floating Shares December 31, 2022 5,817 2,524 Expired — — March 31, 2023 5,817 2,524
Schedule of Summarized Financial Information	Summarized financial information of HSCP is presented below. USCo2 does not have discrete financial information separate from HSCP. HSCP net asset reconciliation March 31, 2023 December 31, 2022 Current assets $ 80,875 $ 118,193 Non-current assets 262,465 237,665 Current liabilities (4,357) (9,141) Non-current liabilities (240,776) (239,525) Other NCI balances (729) (725) Accumulated equity-settled expenses (241,744) (240,760) Net assets $ (144,266) $ (134,293) HSCP/USCo2 ownership % of HSCP 16.30 % 16.33 % Net assets allocated to USCo2/HSCP $ (23,515) $ (21,930) Net assets attributable to other NCIs 729 725 Total NCI $ (22,786) $ (21,205) Three Months Ended March 31, HSCP Summarized Statement of Operations 2023 2022 Net loss allocable to HSCP/USCo2 $ (9,601) $ (7,080) HSCP/USCo2 weighted average ownership % of HSCP 16.31 % 17.21 % Net loss allocated to HSCP/USCo2 $ (1,566) $ (1,218) Net loss allocated to other NCIs (1) 1 Net loss attributable to NCIs $ (1,567) $ (1,217)
Schedule of Conversions of Stock	A reconciliation of the beginning and ending amounts of convertible units is as follows: Convertible Units March 31, 2023 December 31, 2022 Beginning balance 22,698 23,076 NCI units converted to Pubco — (378) Ending balance 22,698 22,698

EQUITY-BASED COMPENSATION EXP_2

EQUITY-BASED COMPENSATION EXPENSE (Tables)	3 Months Ended
	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Schedule of Restricted Stock and Restricted Stock Unit, Activity	Restricted Share Units (“RSUs”) Fixed Shares Floating Shares Restricted Share Units (Fair value information expressed in whole dollars) RSUs Weighted Average Grant Date Fair Value RSUs Weighted Average Grant Date Fair Value Unvested, January 1, 2023 6,324 $ 1.80 464 $ 6.68 Granted — $ — — $ — Forfeited (109) $ 0.98 (1) $ 2.15 Vested (458) $ 2.17 (161) $ 2.24 Unvested, March 31, 2023 5,757 $ 1.79 302 $ 9.06 Vested and unreleased (1) 449 $ 2.50 147 $ 3.16 Outstanding, March 31, 2023 6,206 $ 1.84 449 $ 7.13 (1) RSUs that are vested and unreleased represent RSUs that are pending delivery.
Schedule of Option Activity	Stock options Fixed Shares Floating Shares Stock Options (Exercise price expressed in whole dollars) Options Weighted Average Exercise Price Options Weighted Average Exercise Price Options outstanding, January 1, 2023 7,337 $ 2.75 2,267 $ 3.10 Granted — $ — — $ — Forfeited — $ — — $ — Expired — $ — (31) $ 2.55 Options outstanding, March 31, 2023 7,337 $ 2.75 2,236 $ 3.10 Options exercisable, March 31, 2023 1,834 $ 9.14 2,106 $ 3.10

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Schedule of Earnings Per Share, Basic and Diluted	Basic and diluted loss per share is as follows: Three Months Ended March 31, 2023 2022 Net loss attributable to common shareholders of the Company $ (14,590) $ (12,694) Weighted average shares outstanding - basic 112,546 106,900 Effect of dilutive securities — — Weighted average shares - diluted 112,546 106,900 Net loss per share attributable to common shareholders of the Company - basic $ (0.13) $ (0.12) Net loss per share attributable to common shareholders of the Company - diluted $ (0.13) $ (0.12)

NATURE OF OPERATIONS (Details)

NATURE OF OPERATIONS (Details) $ in Thousands	Oct. 24, 2022 Rate	Sep. 23, 2020 USD ($) shares	Jun. 27, 2019	Mar. 31, 2023
Class of Stock [Line Items]
Share conversion (as percent)			0.5818
Entity reorganization, fixed exchange ratio		0.3048
6.10% Secured debenture due September 2030
Class of Stock [Line Items]
Interest rate (as percent)				6.10%
6.10% Secured debenture due September 2030 | Universal Hemp
Class of Stock [Line Items]
Interest rate (as percent)				6.10%
Acreage Holdings | Canopy Growth and Canopy USA, LLC
Class of Stock [Line Items]
Consideration of common share (in shares) | Rate	45%
Universal Hemp | Canopy Growth | Canopy Growth | Debenture | Universal Hemp
Class of Stock [Line Items]
Debenture amount, amount advanced | $		$ 50,000
Fixed Shares
Class of Stock [Line Items]
Percent of share - canopy reorganization		0.7
Floating Shares
Class of Stock [Line Items]
Percent of share - canopy reorganization		0.3
PVS, Fixed Shares
Class of Stock [Line Items]
Canopy reorganization, shares exchanged (in shares)		28
PVS, Floating Shares
Class of Stock [Line Items]
Canopy reorganization, shares exchanged (in shares)		12
Fixed Multiple Share
Class of Stock [Line Items]
Percent of share - canopy reorganization		0.7
Floating Multiple Share
Class of Stock [Line Items]
Percent of share - canopy reorganization		0.3

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Accounting Policies [Abstract]
Allowance for credit losses, accounts receivable	$ 1,081
Allowance for credit loss	$ 19
Antidilutive shares (in shares)	42,869	39,522

ACQUISITIONS, DIVESTITURES AN_3

ACQUISITIONS, DIVESTITURES AND ASSETS HELD FOR SALE - Narrative (Details) $ in Thousands		3 Months Ended		12 Months Ended
	Jan. 02, 2023 USD ($)	Mar. 31, 2023 USD ($) divestiture	Mar. 31, 2022 USD ($) divestiture	Dec. 31, 2022 business
Business Acquisition [Line Items]
Number of businesses acquired | business				0
Number of divestitures | divestiture		0	0
Write down of assets held-for-sale		$ 0	$ 874
Northeast Patients Group
Business Acquisition [Line Items]
Total consideration	$ 27,691

ACQUISITIONS, DIVESTITURES AN_4

ACQUISITIONS, DIVESTITURES AND ASSETS HELD FOR SALE - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands	Jan. 02, 2023	Mar. 31, 2023	Dec. 31, 2022
Purchase Price Allocation
Goodwill		$ 38,694	$ 13,761
Northeast Patients Group
Purchase Price Allocation
Cash and cash equivalents	$ 516
Inventory	384
Other current assets	5,580
Capital assets	2,404
Operating lease right-of-use asset	1,695
Goodwill	24,933
Accounts payable and accrued liabilities	(3,679)
Taxes payable	(1,112)
Operating lease liability, current	(160)
Operating lease liability, non-current	(1,844)
Notes payable	(11)
Deferred tax liability	(1,015)
Fair value of net assets acquired	27,691
Consideration paid:
Settlement of pre-existing relationship	27,691
Total consideration	$ 27,691

INTANGIBLE ASSETS AND GOODWIL_2

INTANGIBLE ASSETS AND GOODWILL - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Total finite-lived intangible assets	$ 1,000	$ 1,000
Total accumulated amortization on finite-lived intangible assets	(1,000)	(1,000)
Finite-lived intangible assets, net	0	0
Indefinite-lived intangible assets	35,124	35,124
Total intangibles, net	35,124	35,124
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Total finite-lived intangible assets	1,000	1,000
Total accumulated amortization on finite-lived intangible assets	$ (1,000)	$ (1,000)

INTANGIBLE ASSETS AND GOODWIL_3

INTANGIBLE ASSETS AND GOODWILL - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill re-allocated			$ 17,000
Intangible assets, adjustments			$ 17,000
Amortization of intangible assets	$ 0	$ 696
Acquisitions	$ 24,933

INTANGIBLE ASSETS AND GOODWIL_4

INTANGIBLE ASSETS AND GOODWILL - Schedule of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 13,761
Acquisitions	24,933
Goodwill, ending balance	$ 38,694

INVESTMENTS - Schedule of Inves

INVESTMENTS - Schedule of Investments (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Investments [Abstract]
Investments held at FV-NI	$ 33,293	$ 34,046
Total long-term investments	$ 33,293	$ 34,046

INVESTMENTS - Schedule of Inv_2

INVESTMENTS - Schedule of Investment Income (Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Net Investment Income [Line Items]
Loss from investments, net	$ (342)	$ 1,133
Short-term investments
Net Investment Income [Line Items]
Loss from investments, net	7	1
Investments held at FV-NI
Net Investment Income [Line Items]
Loss from investments, net	$ (349)	$ 1,132

INVESTMENTS - Narrative (Detail

INVESTMENTS - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	Sep. 28, 2020	Sep. 23, 2020	Mar. 31, 2023
Subsidiary or Equity Method Investee [Line Items]
Proceeds from secured debenture		$ 50,000
Amount invested	$ 34,019
6.10% Secured debenture due September 2030
Subsidiary or Equity Method Investee [Line Items]
Interest rate (as percent)		6.10%	6.10%
Universal Hemp | Investment Partnership
Subsidiary or Equity Method Investee [Line Items]
Financial interest in the investment partnership (as percent)	100%
Universal Hemp | Investment Partnership | Investment Partnership
Subsidiary or Equity Method Investee [Line Items]
Financial interest in the investment partnership (as percent)	100%
Universal Hemp | Class B Units | Investment Partnership
Subsidiary or Equity Method Investee [Line Items]
Number of shares acquired (in shares)	34,019
Par value (in USD per share)	$ 1
Universal Hemp | Class B Units | Investment Partnership | Investment Partnership
Subsidiary or Equity Method Investee [Line Items]
Financial interest in the investment partnership (as percent)	100%

NOTES RECEIVABLE, NET - Schedul

NOTES RECEIVABLE, NET - Schedule of Notes Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest receivable	$ 3,193	$ 4,147
Allowance for notes and interest receivable	15,246	14,875
Total notes receivable	1,489	29,191
Less: Notes receivable, current	1,489	29,191
Notes receivable, non-current	0	0
Promissory notes receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Principal outstanding	9,211	34,088
Line of credit receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Principal outstanding	$ 4,331	$ 5,831

NOTES RECEIVABLE, NET - Narrati

NOTES RECEIVABLE, NET - Narrative (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended
	Jan. 31, 2023	Feb. 28, 2022	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income from loans receivable			$ 16	$ 417
Allowance for notes and interest receivable			(15,246)		$ (14,875)
Collection of notes receivable	$ 250	$ 5,279
Principal
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for notes and interest receivable			(12,060)		(12,041)
Accrued Interest
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for notes and interest receivable			$ (3,186)		$ (2,834)

CAPITAL ASSETS, NET - Schedule

CAPITAL ASSETS, NET - Schedule of Capital Assets, net (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Right-of-use asset, finance leases	$ 6,297	$ 5,077
Capital assets, gross	174,271	160,440
Less: accumulated depreciation and amortization	(38,646)	(27,035)
Capital assets, net	135,625	133,405
Land
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	9,843	9,605
Building
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	58,366	58,334
Furniture, fixtures and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	40,381	46,811
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	51,655	6,178
Construction in progress
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 7,729	$ 34,435

CAPITAL ASSETS, NET - Narrative

CAPITAL ASSETS, NET - Narrative (Details) - USD ($)	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 997,000	$ 1,111,000
Depreciation capitalized to inventory	2,287,000	$ 1,922,000
Assets related to Michigan Operations
Property, Plant and Equipment [Line Items]
Fair value of assets held for sale	0
Impairment charge	$ 1,907,000

LEASES - Balance Sheet Informat

LEASES - Balance Sheet Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Right-of-use assets
Operating	$ 20,842	$ 22,443
Finance lease, right-of-use asset, statement of financial position	Capital assets, net	Capital assets, net
Finance	$ 4,782	$ 4,269
Total right-of-use assets	25,624	26,712
Lease liabilities
Operating lease liability, current	$ 2,529	$ 2,443
Finance lease, liability, current, statement of financial position, extensible list	Debt, current	Debt, current
Finance lease liability, current	$ 105	$ 1
Operating lease liability, non-current	$ 20,293	$ 21,692
Finance lease, liability, non-current, statement of financial position, extensible list	Debt, non-current	Debt, non-current
Finance lease liability, noncurrent	$ 5,877	$ 5,305
Total lease liabilities	$ 28,804	$ 29,441

LEASES - Income Statement Infor

LEASES - Income Statement Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Leases [Abstract]
Short-term lease expense	$ 151	$ 48
Operating lease expense	1,337	1,248
Amortization of right of use asset	93	63
Interest expense on lease liabilities	209	212
Net operating and finance lease cost	$ 1,639	$ 1,523

LEASES - Cash Flow Statement In

LEASES - Cash Flow Statement Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Leases [Abstract]
Cash paid for operating leases	$ 1,774	$ 1,257
Cash paid for finance leases - interest	$ 269	$ 201

LEASES - Lease Maturities (Deta

LEASES - Lease Maturities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Operating Leases
2023	$ 3,359
2024	4,522
2025	4,485
2026	4,551
2027	4,037
Thereafter	13,267
Total lease payments	34,221
Less: interest	11,399
Present value of lease liabilities	$ 22,822
Weighted average remaining lease term (years)	8 years
Weighted average discount rate	10%
Finance Leases
2023	$ 677
2024	923
2025	946
2026	969
2027	992
Thereafter	11,705
Total lease payments	16,212
Less: interest	10,230
Present value of lease liabilities	$ 5,982	$ 5,306
Weighted average remaining lease term (years)	12 years
Weighted average discount rate	12%

LEASES - Narrative (Details)

LEASES - Narrative (Details)	Mar. 31, 2023 lease
Leases [Abstract]
Number of leases not yet commenced	0

INVENTORY - Schedule of Invento

INVENTORY - Schedule of Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Inventory Disclosure [Abstract]
Retail inventory	$ 3,723	$ 3,255
Wholesale inventory	40,832	35,885
Cultivation inventory	6,469	7,133
Supplies & other	2,587	3,173
Total	$ 53,611	$ 49,446

INVENTORY - Narrative (Details)

INVENTORY - Narrative (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Inventory Disclosure [Abstract]
Inventory write-down	$ 2,237

DEBT - Schedule of Debt (Detail

DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Sep. 28, 2020
Debt Instrument [Line Items]
Financing liability (failed sale-leaseback)	$ 15,253	$ 15,253
Finance lease liabilities	5,982	5,306
Total debt	216,937	215,080
Less: current portion of debt	1,689	1,584
Total long-term debt	$ 215,248	213,496
7.50% Loan due April 2026
Debt Instrument [Line Items]
Interest rate (as percent)	7.50%		7.50%
Loans	$ 31,418	31,288
6.10% Secured debenture due September 2030
Debt Instrument [Line Items]
Interest rate (as percent)	6.10%
Loans	$ 46,614	46,502
Note due December 2024
Debt Instrument [Line Items]
Loans	3,167	3,167
Prime rate credit facilities due January 2026, as amended
Debt Instrument [Line Items]
Loans	$ 114,503	$ 113,564

DEBT - Schedule of Maturities o

DEBT - Schedule of Maturities of Debt (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Debt Disclosure [Abstract]
2023	$ 1,583
2024	1,584
2025	0
2026	158,011
2027	39
Thereafter	71,185
Total payments (excluding amortization of discount and issuance costs)	$ 232,402

DEBT - Narrative (Details)

DEBT - Narrative (Details) $ / shares in Units, shares in Thousands					1 Months Ended		3 Months Ended
	Oct. 24, 2022 USD ($)	Dec. 16, 2021 USD ($) leverage_ratio	Sep. 28, 2020 USD ($) $ / shares shares	Sep. 23, 2020 USD ($)	Apr. 30, 2022 USD ($)	Nov. 30, 2020 USD ($) payment	Mar. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Mar. 31, 2022 USD ($)	Apr. 28, 2023 USD ($)	Jan. 01, 2023 USD ($)
Debt Instrument [Line Items]
Interest expense							$ 8,074,000		$ 4,781,000
Amortization of debt issuance costs							488,000		373,000
Debt discount amortization							690,000		$ 266,000
Unamortized discounts							5,603,000	$ 6,093,000
Debt issuance costs							9,862,000	10,552,000
Interest payable							$ 1,803,000	2,575,000
Amount invested			$ 34,019,000
Repayment of short-term debt			$ 18,000,000
Amendment fee		$ 413,000
Number of debt payments | payment						10
Amended Credit Facility
Debt Instrument [Line Items]
Fee amount	$ 1,250,000
Fee percentage	1%
Amended Credit Facility | Subsequent Event
Debt Instrument [Line Items]
Amount available for immediate draw										$ 140,000
Additional borrowing capacity										$ 15,000
Amended Credit Facility | Prime
Debt Instrument [Line Items]
Variable rate (as percent)	5.75%
Prime floor (as percent)	5.50%
CanWell Settlement
Debt Instrument [Line Items]
Accrued loss contingency loss						$ 7,750,000
Universal Hemp | Investment Partnership
Debt Instrument [Line Items]
Financial interest in the investment partnership (as percent)			100%
11065220 Canada Inc | Canopy Growth | Canopy Growth
Debt Instrument [Line Items]
Face amount				$ 100,000,000
11065220 Canada Inc | Canopy Growth | Canopy Growth | Debenture
Debt Instrument [Line Items]
Interest rate (as percent)				6.10%
Debenture amount, amount advanced				$ 50,000,000
Debenture amount, amount to be advanced				$ 50,000,000
Debt term (in years)				10 years
Investment Partnership | Universal Hemp | Investment Partnership
Debt Instrument [Line Items]
Financial interest in the investment partnership (as percent)			100%
Investment Partnership | Universal Hemp | Class B Units
Debt Instrument [Line Items]
Number of shares acquired (in shares) | shares			34,019
Par value (in USD per share) | $ / shares			$ 1
Investment Partnership | Universal Hemp | Class B Units | Investment Partnership
Debt Instrument [Line Items]
Financial interest in the investment partnership (as percent)			100%
Investment Partnership | Universal Hemp | Class A Units
Debt Instrument [Line Items]
Amount invested			$ 1,019,000
Universal Hemp | Universal Hemp
Debt Instrument [Line Items]
Amount invested			$ 34,019,000
Universal Hemp | Canopy Growth | Canopy Growth | Debenture | Universal Hemp
Debt Instrument [Line Items]
Debenture amount, amount advanced				$ 50,000,000
Debt issuance costs				$ 4,025,000
6.10% Secured debenture due September 2030
Debt Instrument [Line Items]
Interest rate (as percent)				6.10%			6.10%
6.10% Secured debenture due September 2030
Debt Instrument [Line Items]
Interest rate (as percent)							6.10%
6.10% Secured debenture due September 2030 | Universal Hemp
Debt Instrument [Line Items]
Interest rate (as percent)							6.10%
7.50% Loan due April 2026
Debt Instrument [Line Items]
Interest rate (as percent)			7.50%				7.50%
Debenture amount, amount advanced			$ 33,000,000
Debt issuance costs			$ 959,000
Debt term (in years)			3 years
Securities Purchase Agreement | Convertible Debt
Debt Instrument [Line Items]
Repayment of short-term debt			$ 11,000,000
Prime rate credit facilities due January 2026, as amended
Debt Instrument [Line Items]
Unamortized discounts		4,000,000
Debt issuance costs		1,500,000
Face amount		150,000,000
Proceeds from issuance of debt		75,000,000
Fee amount		$ 500,000
Number of leverage ratios | leverage_ratio		2
Minimum cash requirement		$ 10,000,000
Prime rate credit facilities due January 2026, as amended | Amended Credit Facility
Debt Instrument [Line Items]
Unused line fee, percentage	3%
Prime rate credit facilities due January 2026, as amended | Amended Credit Facility | Prime
Debt Instrument [Line Items]
Variable rate (as percent)	1%
Prime Rate Credit Facilities Due January 2026, Initial Draw
Debt Instrument [Line Items]
Face amount		75,000,000
Prime Rate Credit Facilities Due January 2026, Delayed Draw
Debt Instrument [Line Items]
Face amount		$ 25,000,000
Proceeds from delayed draw facility					$ 25,000,000
Delayed draw, term for issuance (in months)		12 months
Prime Rate Credit Facilities Due January 2026, Committed Accordion Facility
Debt Instrument [Line Items]
Face amount		$ 50,000,000
Amount available for immediate draw	$ 25,000
Delayed draw term loan								$ 25,000
Line of credit facility, remaining borrowing capacity											$ 25,000

SHAREHOLDERS_ EQUITY AND NON-_3

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Schedule of Stock by Class (Details) shares in Thousands	3 Months Ended
	Mar. 31, 2023 shares
Class Of Stock [Roll Forward]
Common stock, outstanding, beginning (in shares)	112,437
Treasury stock, period start (in shares)	(842)
Common stock, outstanding, ending (in shares)	112,724
Treasury stock, period end (in shares)	(842)
Fixed Shares | Pubco
Class Of Stock [Roll Forward]
Common stock, outstanding, beginning (in shares)	79,047
Issuances (in shares)	209
NCI conversions (shares)	0
Common stock, outstanding, ending (in shares)	79,256
Floating Shares | Pubco
Class Of Stock [Roll Forward]
Common stock, outstanding, beginning (in shares)	34,114
Issuances (in shares)	78
NCI conversions (shares)	0
Common stock, outstanding, ending (in shares)	34,192
Fixed Shares Held in Treasury | Pubco
Class Of Stock [Roll Forward]
Treasury stock, period start (in shares)	(589)
Issuances (in shares)	0
NCI conversions (shares)	0
Treasury stock, period end (in shares)	(589)
Floating Shares Held in Treasury | Pubco
Class Of Stock [Roll Forward]
Treasury stock, period start (in shares)	(253)
Issuances (in shares)	0
NCI conversions (shares)	0
Treasury stock, period end (in shares)	(253)
Fixed Multiple Shares | Pubco
Class Of Stock [Roll Forward]
Common stock, outstanding, beginning (in shares)	118
Issuances (in shares)	0
NCI conversions (shares)	0
Common stock, outstanding, ending (in shares)	118
Total Shares Outstanding | Pubco
Class Of Stock [Roll Forward]
Common stock, outstanding, beginning (in shares)	112,437
Issuances (in shares)	287
NCI conversions (shares)	0
Common stock, outstanding, ending (in shares)	112,724

SHAREHOLDERS_ EQUITY AND NON-_4

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Schedule of Warrants (Details) shares in Thousands	3 Months Ended
	Mar. 31, 2023 shares
Fixed Shares
Class Of Warrant Or Right [Roll Forward]
Beginning balance (in shares)	5,817
Expired (in shares)	0
Ending balance (in shares)	5,817
Floating Shares
Class Of Warrant Or Right [Roll Forward]
Beginning balance (in shares)	2,524
Expired (in shares)	0
Ending balance (in shares)	2,524

SHAREHOLDERS_ EQUITY AND NON-_5

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Warrants (Details)	3 Months Ended
	Mar. 31, 2023 USD ($) $ / shares
Class of Warrant or Right [Line Items]
Warrants term (in years)	4 years
Warrant contractual weighted average life remaining (in years)	1 year 8 months 12 days
Aggregate intrinsic value | $	$ 0
Fixed Shares | Minimum
Class of Warrant or Right [Line Items]
Exercise price (USD per share)	$ 3.15
Fixed Shares | Maximum
Class of Warrant or Right [Line Items]
Exercise price (USD per share)	4
Floating Shares | Minimum
Class of Warrant or Right [Line Items]
Exercise price (USD per share)	3.01
Floating Shares | Maximum
Class of Warrant or Right [Line Items]
Exercise price (USD per share)	$ 4

SHAREHOLDERS_ EQUITY AND NON-_6

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Non-Controlling Interests - Convertible Units (Details)	Mar. 31, 2023
Equity [Abstract]
USCo2 conversion, fixed share	0.7
USCo2 conversion, floating share	0.3
USCo2 Ownership of HSCP	0.22%
HSCP ownership by LLC members	16.08%
HSCP owned by Pubco	83.70%

SHAREHOLDERS_ EQUITY AND NON-_7

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Schedule of Summarized Financial Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Subsidiary-specific information [Line Items]
Current assets	$ 80,875	$ 118,193
Non-current assets	267,179	242,380
Current liabilities	(74,116)	(72,333)
Non-current liabilities	(249,299)	(248,061)
Total NCI	(22,786)	(21,205)
HSCP LLC
Subsidiary-specific information [Line Items]
Current assets	80,875	118,193
Non-current assets	262,465	237,665
Current liabilities	(4,357)	(9,141)
Non-current liabilities	(240,776)	(239,525)
Other NCI balances	(729)	(725)
Accumulated equity-settled expenses	(241,744)	(240,760)
Net Assets, Total	(144,266)	(134,293)
Net assets allocated to USCo2/HSCP	(23,515)	(21,930)
Net assets attributable to other NCIs	$ 729	$ 725
HSCP LLC | HSCP/USCo2
Subsidiary-specific information [Line Items]
HSCP/USCo2 ownership % of HSCP	16.30%	16.33%

SHAREHOLDERS_ EQUITY AND NON-_8

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Noncontrolling Interest, P&L Allocation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Subsidiary-specific information [Line Items]
Net loss allocable to HSCP/USCo2	$ (16,157)	$ (13,911)
Net loss attributable to NCIs	(1,567)	(1,217)
HSCP LLC
Subsidiary-specific information [Line Items]
Net loss allocable to HSCP/USCo2	$ (9,601)	$ (7,080)
HSCP/USCo2 weighted average ownership % of HSCP	16.31%	17.21%
Net loss allocated to HSCP/USCo2	$ (1,566)	$ (1,218)
Net loss allocated to other NCIs	$ (1)	$ 1

SHAREHOLDERS_ EQUITY AND NON-_9

SHAREHOLDERS’ EQUITY AND NON-CONTROLLING INTERESTS - Schedule of Conversions by Stock (Details) - shares shares in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Convertible Units Outstanding [Roll Forward]
Beginning balance	22,698	23,076
NCI units converted to Pubco	0	(378)
Ending balance	22,698	22,698

EQUITY-BASED COMPENSATION EXP_3

EQUITY-BASED COMPENSATION EXPENSE - Expense by Plan (Details) - Equity-based compensation - Plan shares in Thousands	3 Months Ended
	Mar. 31, 2023 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of outstanding stock	15%
Shares available for grant (in shares)	4,212

EQUITY-BASED COMPENSATION EXP_4

EQUITY-BASED COMPENSATION EXPENSE - Schedule of Restricted Stock and Restricted Stock Unit, Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Restricted Stock Units, Fixed
RSUs
Beginning Balance (in shares)	6,324
Granted (in shares)	0
Forfeited (in shares)	(109)
Vested (in shares)	(458)
Ending Balance (in shares)	5,757
Vested and unreleased (in shares)	449
Outstanding (in shares)	6,206
Weighted Average Grant Date Fair Value
Beginning Balance (in USD per share)	$ 1.80
Granted (in USD per share)	0
Forfeited (in USD per share)	0.98
Vested (in USD per share)	2.17
Ending Balance (in USD per share)	1.79
Vested and unreleased (in USD per share)	2.50
Outstanding (in USD per share)	$ 1.84
Restricted Stock Units, Floating
RSUs
Beginning Balance (in shares)	464
Granted (in shares)	0
Forfeited (in shares)	(1)
Vested (in shares)	(161)
Ending Balance (in shares)	302
Vested and unreleased (in shares)	147
Outstanding (in shares)	449
Weighted Average Grant Date Fair Value
Beginning Balance (in USD per share)	$ 6.68
Granted (in USD per share)	0
Forfeited (in USD per share)	2.15
Vested (in USD per share)	2.24
Ending Balance (in USD per share)	9.06
Vested and unreleased (in USD per share)	3.16
Outstanding (in USD per share)	$ 7.13
Restricted Stock Units (RSUs)
Weighted Average Grant Date Fair Value
Requisite service period (in years)	3 years
Equity-based compensation expense	$ 758	$ 3,877
Fair value	$ 442	$ 1,882
Weighted average remaining contractual term (in years)	2 years
Aggregate intrinsic value, outstanding	$ 3,214
Unrecognized compensation expense	$ 11,054
Unrecognized compensation expense, period (in years)	1 year 8 months 12 days

EQUITY-BASED COMPENSATION EXP_5

EQUITY-BASED COMPENSATION EXPENSE - Schedule of Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Weighted Average Exercise Price
Weighted average remaining contractual term (in years)	5 years
Weighted average remaining contractual term, exercisable (in years)	6 years
Cost not yet recognized	$ 1,670,000
Fixed Shares
Options
Beginning balance (in shares)	7,337
Granted (in shares)	0
Forfeited (in shares)	0
Expired (in shares)	0
Ending balance (in shares)	7,337
Exercisable (in shares)	1,834
Weighted Average Exercise Price
Beginning balance (in USD per share)	$ 2.75
Granted (in USD per share)	0
Forfeited (in USD per share)	0
Expired (in USD per share)	0
Ending balance (in USD per share)	2.75
Exercisable (in USD per share)	$ 9.14
Aggregate intrinsic value for options outstanding	$ 0
Floating Shares
Options
Beginning balance (in shares)	2,267
Granted (in shares)	0
Forfeited (in shares)	0
Expired (in shares)	(31)
Ending balance (in shares)	2,236
Exercisable (in shares)	2,106
Weighted Average Exercise Price
Beginning balance (in USD per share)	$ 3.10
Granted (in USD per share)	0
Forfeited (in USD per share)	0
Expired (in USD per share)	2.55
Ending balance (in USD per share)	3.10
Exercisable (in USD per share)	$ 3.10
Options
Weighted Average Exercise Price
Vesting period (in years)	3 years
Equity-based compensation expense	$ 226,000	$ 282,000
Unrecognized compensation expense, period (in years)	2 years
Options | Minimum
Weighted Average Exercise Price
Expiration period (in years)	5 years
Weighted average remaining contractual term (in years)	6 years
Options | Maximum
Weighted Average Exercise Price
Expiration period (in years)	10 years
Weighted average remaining contractual term (in years)	7 years

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Commitments and Prior Plan of Arrangement with Canopy Growth (Details) $ in Thousands	Mar. 31, 2023 USD ($) line_of_credit	Jun. 19, 2019 company
Commitments and Contingencies Disclosure [Abstract]
Number of lines of credit | line_of_credit	1
Credit facility amount	$ 4,331
Credit facility	$ 4,331
Number of companies involved In agreement | company		2

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES - Second Amendment to the Arrangement Agreement (Details) $ in Thousands	Sep. 23, 2020 USD ($) shares
Business Acquisition [Line Items]
Cash payment | $	$ 37,500
Fixed shares percent - canopy reorganization	0.3048
Expiration period - canopy reorganization	10 years
Canopy Growth
Business Acquisition [Line Items]
Maximum number of shares allowed for issuance under agreement (in shares)	32,700,000
Fixed Shares
Business Acquisition [Line Items]
Percent of share - canopy reorganization	0.7
Floating Shares
Business Acquisition [Line Items]
Percent of share - canopy reorganization	0.3
PVS, Fixed Shares
Business Acquisition [Line Items]
Canopy reorganization, shares exchanged (in shares)	28
PVS, Floating Shares
Business Acquisition [Line Items]
Canopy reorganization, shares exchanged (in shares)	12
Fixed Multiple Share
Business Acquisition [Line Items]
Percent of share - canopy reorganization	0.7
Floating Multiple Share
Business Acquisition [Line Items]
Percent of share - canopy reorganization	0.3

COMMITMENTS AND CONTINGENCIES_3

COMMITMENTS AND CONTINGENCIES - Third Amendment to the Arrangement Agreement with Canopy Growth (Details) - Acreage Holdings - Canopy Growth and Canopy USA, LLC	Oct. 25, 2022 Rate	Oct. 24, 2022 Rate
Loss Contingencies [Line Items]
Consideration of common share (in shares)		45%
Amended Credit Facility
Loss Contingencies [Line Items]
Consideration of common share (in shares)	30.48%
Percentage of voting interests acquired (as percent)	70%

COMMITMENTS AND CONTINGENCIES_4

COMMITMENTS AND CONTINGENCIES - Tax Receivable Agreement and Tax Receivable Bonus Plans (Details) - Canopy Growth Corporation - USD ($) $ in Thousands	Mar. 17, 2023	Nov. 04, 2022	Oct. 24, 2022
Certain Current or Former Unit Holders Of HSCP | Canopy Growth and Canopy USA, LLC
Loss Contingencies [Line Items]
Value of Canopy shares issuable under the agreement			$ 30,500
Certain Directors, Officers or Consultants of Acreage | High Street Capital Partners, LLC (“HSCP”)
Loss Contingencies [Line Items]
Value of Canopy shares issuable under the agreement			19,500
Potential Liability			121,000
Certain Holders | High Street Capital Partners, LLC (“HSCP”) | Tax Receivable Agreement
Loss Contingencies [Line Items]
TRA, number of shares issued (in shares)	7,102,081	5,648,927
Certain Eligible Participants | Canopy Growth and Canopy USA, LLC
Loss Contingencies [Line Items]
TRA final payment issuable			$ 19,500

COMMITMENTS AND CONTINGENCIES_5

COMMITMENTS AND CONTINGENCIES - Debenture (Details) - 11065220 Canada Inc - Canopy Growth - Canopy Growth	Sep. 23, 2020 USD ($)
Business Acquisition [Line Items]
Face amount	$ 100,000,000
Debenture
Business Acquisition [Line Items]
Debenture amount, amount advanced	50,000,000
Debenture amount, amount to be advanced	$ 50,000,000
EBITDA ratio measurement period	90 days
Interest coverage ratio	2
Interest rate (as percent)	6.10%
Debt term (in years)	10 years
Period non-core divestitures are completed	18 months

COMMITMENTS AND CONTINGENCIES_6

COMMITMENTS AND CONTINGENCIES - Advisor Fee (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Advisor fee	$ 7,000	$ 3,000
Intial payment of advisor		500
Payment to advisor in share value		$ 2,000

COMMITMENTS AND CONTINGENCIES_7

COMMITMENTS AND CONTINGENCIES - Surety Bonds (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Indemnification obligation, surety bonds	$ 5,000

COMMITMENTS AND CONTINGENCIES_8

COMMITMENTS AND CONTINGENCIES - Canwell Settlement (Details) - CanWell Settlement - USD ($) $ in Thousands	1 Months Ended	29 Months Ended
	Nov. 30, 2020	Mar. 31, 2023
Loss Contingencies [Line Items]
Accrued loss contingency loss	$ 7,750
Repayments of promissory note		$ 4,583

COMMITMENTS AND CONTINGENCIES_9

COMMITMENTS AND CONTINGENCIES - New York Outstanding Litigation and Lease Dispute (Details)	Nov. 02, 2018 defendant
New York Outstanding Litigation
Loss Contingencies [Line Items]
Number of defendants	16

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands			3 Months Ended
	Sep. 28, 2020	Sep. 23, 2020	Mar. 31, 2023	Oct. 24, 2022	Dec. 16, 2021
Related Party Transaction [Line Items]
Amount invested	$ 34,019
Repayment of short-term debt	$ 18,000
Amended Credit Facility
Related Party Transaction [Line Items]
Fee amount				$ 1,250
Universal Hemp | Investment Partnership
Related Party Transaction [Line Items]
Financial interest in the investment partnership (as percent)	100%
Universal Hemp | Investment Partnership | MB Melody LP | Class B Units
Related Party Transaction [Line Items]
Number of shares acquired (in shares)	34,019
Par value (in USD per share)	$ 1
Universal Hemp | Universal Hemp
Related Party Transaction [Line Items]
Amount invested	$ 34,019
Universal Hemp | Canopy Growth | Canopy Growth | Debenture | Universal Hemp
Related Party Transaction [Line Items]
Debenture amount, amount advanced		$ 50,000
Debt issuance costs		$ 4,025
Viridescent Realty Trust, Inc | Amended Credit Facility
Related Party Transaction [Line Items]
Fee amount				$ 375
6.10% Secured debenture due September 2030
Related Party Transaction [Line Items]
Interest rate (as percent)		6.10%	6.10%
Interest expense, related party			$ 763
7.50% Loan due April 2026
Related Party Transaction [Line Items]
Interest rate (as percent)	7.50%		7.50%
Debenture amount, amount advanced	$ 33,000
Debt issuance costs	959
Securities Purchase Agreement | Convertible Debt
Related Party Transaction [Line Items]
Repayment of short-term debt	$ 11,000
Prime rate credit facilities due January 2026, as amended
Related Party Transaction [Line Items]
Fee amount					$ 500
Prime rate credit facilities due January 2026, as amended | Viridescent Realty Trust, Inc
Related Party Transaction [Line Items]
Interest expense, related party			$ 1,260
Debt instrument, committed amount					37,500
Prime rate credit facilities due January 2026, as amended | Third-Party Syndicated Affiliates
Related Party Transaction [Line Items]
Debt instrument, committed amount					87,500
Prime Rate Credit Facilities Due January 2026, Initial Draw | Viridescent Realty Trust, Inc
Related Party Transaction [Line Items]
Debt instrument, committed amount					$ 125,000

REPORTABLE SEGMENTS (Details)

REPORTABLE SEGMENTS (Details)	3 Months Ended
	Mar. 31, 2023 segment
Segment Reporting [Abstract]
Number of reportable segments	1

EARNINGS PER SHARE (Details)

EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net loss attributable to common shareholders of the Company	$ (14,590)	$ (12,694)
Weighted average shares outstanding - basic (in share)	112,546	106,900
Effect of dilutive securities (in shares)	$ 0	$ 0
Weighted average shares - diluted (in shares)	112,546	106,900
Net loss per share attributable to common shareholders of the Company - basic (USD per share)	$ (0.13)	$ (0.12)
Net loss per share attributable to common shareholders of the Company - diluted (USD per share)	$ (0.13)	$ (0.12)
Antidilutive shares (in shares)	42,869	39,522
Fixed Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	5,817	5,817
Floating Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	2,524	2,524
Restricted Stock Units, Fixed
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	6,206	2,916
Restricted Stock Units, Floating
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	449	1,251
Fixed Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	7,337	1,525
Floating Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	2,236	2,413
NCI convertible units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive shares (in shares)	22,698	22,698

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent Event - USD ($) $ in Thousands	Apr. 11, 2023	Apr. 28, 2023
Subsequent Event [Line Items]
Proceeds from sale of finance receivables	$ 12,113
Financing receivable, sale	$ 14,251
Interest that would be applicable upon exercise of ERTC put right (percent)	10%
Amended Credit Facility
Subsequent Event [Line Items]
Additional borrowing capacity		$ 15
Amount available for immediate draw		$ 140