Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2022 | May 01, 2022 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Entity Interactive Data Current | Yes | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity File Number | 000-56132 | |
Entity Registrant Name | GREEN THUMB INDUSTRIES INC. | |
Entity Central Index Key | 0001795139 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Address, Address Line One | 325 West Huron Street | |
Entity Address, Address Line Two | Suite 700 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60654 | |
Entity Tax Identification Number | 98-1437430 | |
City Area Code | 312 | |
Local Phone Number | 471-6720 | |
Entity Incorporation, State or Country Code | A1 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Subordinate Voting Shares [Member] | ||
Document Information [Line Items] | ||
Title of 12(g) Security | Subordinate Voting Shares | |
Entity Common Stock, Shares Outstanding | 203,592,801 | |
Super Voting Shares [Member] | ||
Document Information [Line Items] | ||
Title of 12(g) Security | Super Voting Shares | |
Entity Common Stock, Shares Outstanding | 28,003,100 | |
Multiple Voting Shares [Member] | ||
Document Information [Line Items] | ||
Title of 12(g) Security | Multiple Voting Shares | |
Entity Common Stock, Shares Outstanding | 3,853,100 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash and Cash Equivalents | $ 174,539 | $ 230,420 |
Accounts Receivable | 27,808 | 22,099 |
Inventories | 109,701 | 95,471 |
Prepaid Expenses | 11,102 | 11,175 |
Other Current Assets | 5,210 | 5,065 |
Total Current Assets | 328,360 | 364,230 |
Property and Equipment, Net | 453,114 | 409,074 |
Right of Use Assets, Net | 178,193 | 176,327 |
Investments | 90,731 | 94,902 |
Investment in Associates | 28,202 | 30,337 |
Intangible Assets, Net | 674,692 | 675,491 |
Goodwill | 640,795 | 632,849 |
Deposits and Other Assets | 3,035 | 2,641 |
TOTAL ASSETS | 2,397,122 | 2,385,851 |
Current Liabilities: | ||
Accounts Payable | 23,651 | 14,086 |
Accrued Liabilities | 77,208 | 84,724 |
Acquisition Considered Payable | 0 | 31,732 |
Compensation Payable | 15,055 | 12,022 |
Current Portion of Notes Payable | 900 | 783 |
Current Portion of Lease Liabilities | 8,947 | 9,221 |
Contingent Consideration Payable | 20,592 | 50,284 |
Income Tax Payable | 32,831 | 1,527 |
Total Current Liabilities | 179,184 | 204,379 |
Long-Term Liabilities: | ||
Lease Liabilities, Net of Current Portion | 186,080 | 182,539 |
Notes Payable, Net of Current Portion and Debt Discount | 243,336 | 239,151 |
Contingent Consideration Payable | 34,767 | 33,581 |
Warrant Liability | 16,948 | 24,877 |
Deferred Income Taxes | 81,846 | 81,846 |
TOTAL LIABILITIES | 742,161 | 766,373 |
COMMITMENTS AND CONTINGENCIES | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | (1,653,703) | (1,633,672) |
Contributed Surplus | 5,966 | 21,245 |
Deferred Share Issuances | 36,262 | 36,262 |
Accumulated Deficit | (41,124) | (70,063) |
Equity of Green Thumb Industries Inc. | 1,654,807 | 1,621,116 |
Noncontrolling interests | 154 | (1,638) |
TOTAL SHAREHOLDERS' EQUITY | 1,654,961 | 1,619,478 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 2,397,122 | 2,385,851 |
Subordinate Voting Shares [Member] | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | ||
Multiple Voting Shares [Member] | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | ||
Super Voting Shares [Member] | ||
SHARE HOLDERS' EQUITY | ||
Share Capital |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Subordinate Voting Shares [Member] | ||
Common Stock, Shares Authorized | Unlimited | Unlimited |
Common Stock, Shares, Issued | 203,356,655 | 201,768,312 |
Common Stock, Shares, Outstanding | 203,356,655 | 201,768,312 |
Multiple Voting Shares [Member] | ||
Common Stock, Shares Authorized | Unlimited | Unlimited |
Common Stock, Shares, Issued | 38,531 | 38,531 |
Common Stock, Shares, Outstanding | 38,531 | 38,531 |
Super Voting Shares [Member] | ||
Common Stock, Shares Authorized | Unlimited | Unlimited |
Common Stock, Shares, Issued | 280,031 | 285,031 |
Common Stock, Shares, Outstanding | 280,031 | 285,031 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenues, net of discounts | $ 242,600 | $ 194,431 |
Cost of Goods Sold, net | (119,660) | (83,566) |
Gross Profit | 122,940 | 110,865 |
Expenses: | ||
Selling, General, and Administrative | 68,388 | 59,331 |
Total Expenses | 68,388 | 59,331 |
Income From Operations | 54,552 | 51,534 |
Other Income (Expense): | ||
Other Income (Expense), net | 11,435 | (5,150) |
Interest Income, net | 900 | 50 |
Interest Expense, net | (6,070) | (4,123) |
Total Other Income (Expense) | 6,265 | (9,223) |
Income Before Provision for Income Taxes And Non-Controlling Interest | 60,817 | 42,311 |
Provision For Income Taxes | 31,131 | 30,856 |
Net Income (Loss) Before Non-Controlling Interest | 29,686 | 11,455 |
Net Income Attributable to Non-Controlling Interest | 747 | 1,086 |
Net Income (Loss) Attributable To Green Thumb Industries Inc. | $ 28,939 | $ 10,369 |
Net Income (Loss) per share - basic | $ 0.12 | $ 0.05 |
Net Income (Loss) per share - diluted | $ 0.12 | $ 0.05 |
Weighted average number of shares outstanding - basic | 235,838,947 | 216,210,429 |
Weighted average number of shares outstanding - diluted | 238,225,420 | 221,616,157 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Share Capital [Member] | Contributed Surplus [Member] | Deferred Share Issuance [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] |
Beginning balance at Dec. 31, 2020 | $ 914,158 | $ 1,048,640 | $ 4,893 | $ 2,587 | $ (145,499) | $ 3,537 |
Issuance of shares under business combinations and investments | 1,000 | 1,038 | (38) | |||
Shares issued as contingent consideration | 12,673 | 12,673 | ||||
Distribution of deferred shares | (9) | 1,826 | (1,835) | |||
Issuance of registered shares pursuant to Form S-1 | 155,498 | 155,803 | (305) | |||
Exercise of options, RSUs and warrants | 5,639 | 17,008 | (11,369) | |||
Stock based compensation | 4,031 | 4,031 | ||||
Distributions to third party and limited liability company unit holders | (1,675) | (1,675) | ||||
Net income | 11,455 | 10,369 | 1,086 | |||
Ending balance at Mar. 31, 2021 | 1,102,770 | 1,236,988 | (2,788) | 752 | (135,130) | 2,948 |
Beginning balance at Dec. 31, 2021 | 1,619,478 | 1,633,672 | 21,245 | 36,262 | (70,063) | (1,638) |
Noncontrolling interests adjustment for change in ownership | 2,379 | (17,735) | 15,356 | |||
Issuance of shares under business combinations and investments | 1,406 | 1,406 | ||||
Shares issued as contingent consideration | 13,111 | 13,111 | ||||
Exercise of options, RSUs and warrants | 940 | 3,135 | (2,195) | |||
Stock based compensation | 4,651 | 4,651 | ||||
Distributions to third party and limited liability company unit holders | (14,311) | (14,311) | ||||
Net income | 29,686 | 28,939 | 747 | |||
Ending balance at Mar. 31, 2022 | $ 1,654,961 | $ 1,653,703 | $ 5,966 | $ 36,262 | $ (41,124) | $ 154 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOW FROM OPERATING ACTIVITIES | ||
Net income attributable to Green Thumb Industries Inc. | $ 28,939 | $ 10,369 |
Net income attributable to non-controlling interest | 747 | 1,086 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 22,990 | 14,994 |
Amortization of operating lease assets | 9,821 | 7,751 |
Loss on disposal of property and equipment | 85 | 46 |
Loss (earnings) on equity method investment | 1,203 | (623) |
Bad debt expense | 117 | (74) |
Deferred income taxes | 1,690 | |
Stock based compensation | 4,651 | 4,031 |
Increase in fair value of investments | (4,664) | (392) |
Interest on contingent consideration payable and acquisition liabilities | 1,081 | |
(Decrease) increase in fair value of contingent consideration | (16,477) | 413 |
(Decrease) increase in fair value of warrants | (7,929) | 5,851 |
Amortization of debt discount | 2,279 | 1,103 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (5,941) | 3,256 |
Inventories | (13,817) | (2,737) |
Prepaid expenses and other current assets | 12 | (5,318) |
Deposits and other assets | (395) | (363) |
Accounts payable | 9,555 | (11,191) |
Accrued liabilities | 235 | 1,755 |
Operating lease liabilities | (8,420) | (6,010) |
Income tax payable | 31,304 | 14,019 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 55,376 | 39,656 |
CASH FLOW FROM INVESTING ACTIVITIES | ||
Purchases of property and equipment | (56,831) | (19,422) |
Proceeds from disposal of assets | 32 | 60 |
Investments in securities | (5,444) | (6,002) |
Proceeds from sale of investments | 160 | 18,123 |
Settlement of acquisition consideration payable | (31,732) | |
Purchase of businesses, net of cash acquired | (6,586) | |
NET CASH USED IN INVESTING ACTIVITIES | (100,401) | (7,241) |
CASH FLOW FROM FINANCING ACTIVITIES | ||
Distributions to third parties and limited liability company unit holders | (14,311) | (1,675) |
Contributions from unconsolidated subsidiaries | 550 | 350 |
Net proceeds from issuance of registered shares pursuant to Form S-1 | 155,498 | |
Proceeds from exercise of options and warrants | 940 | 5,639 |
Proceeds from issuance of notes payable | 2,102 | |
Principal repayment of notes payable | (137) | (86) |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (10,856) | 159,726 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | ||
NET INCREASE IN CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | (55,881) | 192,141 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH BEGINNING OF PERIOD | 230,420 | 83,758 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH END OF PERIOD | 174,539 | 275,899 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Interest paid | 4,467 | 3,183 |
NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Accrued capital expenditures | (5,366) | (3,406) |
Noncash increase in right of use asset | (3,855) | (5,770) |
Noncash increase in lease liability | 3,855 | 5,770 |
Share Issued For Purchase Of Non Controlling Interest | 2,379 | |
Issuance of shares associated with contingent consideration | 13,111 | 12,673 |
Deferred share issuances | 1,835 | |
Issuance of shares under business combinations | 1,406 | 1,000 |
Inventory | 413 | |
Accounts receivable | (116) | |
Prepaid assets | 72 | |
Property and equipment | 738 | |
Right of use assets | 743 | |
Identifiable intangible assets | 14,143 | |
Goodwill | 7,946 | |
Deposits and other assets | 12 | |
Liabilities assumed | (466) | |
Lease liabilities | (743) | |
Noncontrolling interests | 17,735 | |
Equity interests issued | (3,785) | |
Fair value of previously held equity interest | (14,500) | |
Deferred cash | (250) | |
Settlement of noncontrolling interests | (15,356) | |
Noncash or Part Noncash Acquisition, Net Nonmonetary Assets Acquired (Liabilities Assumed), Total | 6,586 | |
Decrease (increase) in fair value of investments | 9,455 | (392) |
Increase in fair value of equity method investments | (14,119) | |
Increase in fair value of investments | $ (4,664) | $ (392) |
Overview and Basis of Presentat
Overview and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | 1. Overview and Basis of Presentation (a) Description of Business Green Thumb Industries Inc. (“Green Thumb” or the “Company”), a national cannabis consumer packaged goods company and retailer, promotes well-being through the power of cannabis while being committed to community and sustainable, profitable growth. Green Thumb owns, manufactures, and distributes a portfolio of cannabis consumer packaged goods brands including Beboe, Dogwalkers, Dr. Solomon’s, Good Green, incredibles, and RYTHM, to third-party retail stores across the United States as well as to Green Thumb owned retail cannabis stores. The Company also owns and operates retail cannabis stores that include a rapidly growing national chain named RISE, which sell our products and third-party products. As of March 31, 2022, Green Thumb has operations in fifteen markets (California, Colorado, Connecticut, Florida, Illinois, Maryland, Massachusetts, Minnesota, Nevada, New Jersey, New York, Ohio, Pennsylvania, Rhode Island and Virginia), employs approximately 4,000 people and serves hundreds of thousands of patients and customers annually. The Company’s registered office is located at 250 Howe Street, 20 th Floor, Vancouver, British Columbia, V6C 3R8. The Company’s U.S. headquarters are at 325 W. Huron St., Suite 700, Chicago, IL 60654. (b) Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the accounts of Green Thumb and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the rules and regulations of the U.S. Securities & Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and, accordingly, certain information, footnotes and disclosures normally included in the annual financial statements, prepared in accordance with GAAP, have been condensed or omitted in accordance with SEC rules and regulations. The financial data presented herein should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021, as amended (the "2021 Form 10-K”). In the opinion of management, the financial data presented includes all adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. Certain previously reported amounts have been reclassified between line items to conform to the current period presentation. Results of interim periods should not be considered indicative of the results for the full year. These unaudited interim condensed consolidated financial statements include estimates and assumptions of management that affect the amounts reported in the unaudited condensed consolidated financial statements. Actual results could differ from these estimates. (c) Significant Accounting Policies There have been no changes to the Company’s significant accounting policies as described in Note 2 of the 2021 Form 10-K. (d) Earnings per Share Basic earnings per share is calculated using the treasury stock method, by dividing the net earnings attributable to shareholders by the weighted average number of common shares outstanding during each of the periods presented. Contingently issuable shares (including shares held in escrow) are not considered outstanding common shares and consequently are not included in the earnings per share calculation. Diluted earnings per share is calculated using the treasury stock method by adjusting the weighted average number of common shares outstanding to assume conversion of all dilutive potential common shares. The Company has three categories of potentially dilutive common share equivalents: restricted stock units, stock options and warrants. As of March 31, 2022, the Company had 5,340,863 options, 306,724 restricted stock units and 3,835,278 warrants outstanding. As of March 31, 2021 , the Company had 5,299,440 options, 592,535 restricted stock units and 2,294,523 warrants outstanding. 1. Overview and Basis of Presentation (Continued) (d) Earnings per Share ( Continued ) In order to determine diluted earnings per share, it is assumed that any proceeds from the vesting of dilutive unvested restricted stock units, or exercise of unvested stock options and warrants would be used to repurchase common shares at the average market price during the period. Under the treasury stock method, the diluted earnings per share calculation excludes any potential conversion of stock options and convertible debt that would increase earnings per share or decrease loss per share. For the three months ended March 31, 2022, the computation of diluted earnings per share included 1,699,469 options, 183,763 restricted stock units and 503,241 warrants. For the three months ended March 31, 2021, the computation of diluted earnings per share included 3,702,372 options, 431,220 restricted stock units and 1,272,136 warrants. For the three months ended March 31, 2022 and 2021, the weighted average number of anti-dilutive stock options excluded from the computation of diluted earnings per share were 842,033 and 23,887 , respectively. (e) Recently Adopted Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB” ) issued Accounting Standards Updated (“ASU”) 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to improve financial reporting associated with accounting for convertible instruments and contracts in an entity’s own equity. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU 2020-06 on January 1, 2022. The adoption of the standard did not have a material impact on the Company's unaudited interim condensed consolidated financial statements. (f) Recently Issued Accounting Standards The Company reviews recently issued accounting standards on a quarterly basis and has determined there are no standards yet to be adopted which are relevant to the business for disclosure. (g) Coronavirus Pandemic In March 2020, the World Health Organization categorized coronavirus disease 2019 (together with its variants, “COVID-19”) as a pandemic. COVID-19 continues to spread throughout the U.S. and other countries across the world, and the duration and severity of its effects are currently unknown. The Company continues to implement and evaluate actions to strengthen its financial position and support the continuity of its business and operations. The Company’s unaudited interim condensed consolidated financial statements presented herein reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements and reported amounts of revenue and expenses during the periods presented. Such estimates and assumptions affect, among other things, the Company’s goodwill; long-lived assets and intangible assets; operating lease right of use assets and operating lease liabilities; valuation of deferred income taxes; the allowance for doubtful accounts; assessment of the Company’s lease and non-lease contract expenses; and measurement of compensation cost for bonus and other compensation plans. While the Company’s revenue, gross profit and operating income were not impacted during the first three months of 2022 , the uncertain nature of the spread of COVID-19 and the uncertainty of the impact of nationwide vaccine programs may impact the Company’s business operations for reasons including the potential quarantine of the Company’s employees or those of its supply chain partners. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | 2. INVENTORIES The Company’s inventories include the following at March 31, 2022 and December 31, 2021: March 31, 2022 December 31, 2021 (in thousands) Raw Material $ 5,297 $ 5,278 Packaging and Miscellaneous 10,576 8,622 Work in Process 44,112 42,403 Finished Goods 52,462 41,069 Reserve for Obsolete Inventory ( 2,746 ) ( 1,901 ) Total Inventories $ 109,701 $ 95,471 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 3. PROPERTY AND EQUIPMENT At March 31, 2022 and December 31, 2021, property and equipment consisted of the following: March 31, 2022 December 31, 2021 (in thousands) Buildings and Improvements $ 114,946 $ 101,283 Equipment, Computers and Furniture 96,935 83,281 Leasehold Improvements 126,092 114,303 Land Improvements 607 607 Capitalized Interest 8,281 6,523 Total Property and Equipment 346,861 305,997 Less: Accumulated Depreciation ( 53,175 ) ( 45,198 ) Property and Equipment, net 293,686 260,799 Land 20,258 20,258 Assets Under Construction 139,170 128,017 Property and Equipment, net $ 453,114 $ 409,074 Assets under construction represent construction in progress related to both cultivation and dispensary facilities not yet completed or otherwise not ready for use. Depreciation expense for the three months ended March 31, 2022 totaled $ 8,048 thousand, of which $ 5,046 thousand, is included in cost of goods sold. Depreciation expense for the three months ended March 31, 2021 totaled $ 4,767 thousand, of which $ 2,869 thousand, is included in cost of goods sold. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Acquisitions | 4. ACQUISITIONS The Company has determined that the below acquisitions are business combinations under Accounting Standards Codification (“ASC”) 805, Business Combinations. They are accounted for by applying the acquisition method, whereby the assets acquired and the liabilities assumed are recorded at their fair values with any excess of the aggregate consideration over the fair values of the identifiable net assets allocated to goodwill. Operating results have been included in these unaudited interim condensed consolidated financial statements from the date of the acquisition. Supplemental pro forma financial information has not been presented as the impact was not material to the Company's consolidated financial statements. The goodwill recorded primarily includes the expected synergies resulting from combining the operations of the acquired entity with those of the Company. (a) Acquisition of ILDISP, LLC On March 1, 2022 , the Company acquired the remaining 50 % ownership interests of ILDISP, LLC ( “ILDISP” ) from the Company's former membership interest partner for the purposes of expanding the Company's operational capacity in the Illinois market. Prior to March 1, 2022, one of the two dispensaries owned by ILDISP, RISE Effingham, was consolidated by Green Thumb as the Company was determined to be the primary beneficiary of the variable interest entity. The other retail dispensary was accounted for as an equity method investment given the Company's 50 % ownership interest, and its ability to significantly influence the dispensaries operations. The total consideration exchanged included $ 18,868 thousand in cash, which included $ 250 thousand in deferred consideration, along with 204,036 Subordinate Voting Shares valued at $ 3,785 thousand, based on the fair value of the securities on their date of issuance, which was the closing price of Green Thumb's Subordinate Voting Shares as traded on the Canadian Securities Exchange ( “CSE”) on the date of the transaction. The Company allocated the total consideration exchanged to each of the acquired retail dispensaries. Accordingly, the consideration allocated to RISE Effingham was approximately $ 11,857 thousand in cash along with 128,217 Subordinate Voting Shares of Green Thumb that had a fair value of $ 2,379 thousand. The remaining equity associated with the Company's purchase of the noncontrolling interest was closed to contributed surplus (deficit) of Green Thumb as of March 1, 2022. The equity method investment associated with the other dispensary owned by ILDISP was remeasured at fair value of $ 14,500 thousand as of the date of the transaction, and resulted in a gain on the fair value of the equity method investment of $ 14,119 thousand, which was recorded in other income (expense) on the unaudited interim condensed consolidated statement of operations. In addition, the Company allocated consideration of $ 7,011 thousand in cash along with 75,818 Subordinate Voting Shares of Green Thumb, with a fair value of $ 1,406 thousand. After completing the preliminary allocation of the aggregate consideration exchanged for the assets acquired and liabilities assumed, the Company recorded a license intangible asset of $ 14,143 thousand and non-tax deductible goodwill of $ 7,956 thousand. The weighted average amortization period for the license intangible was 15 years . Acquisition related expenses associated with the transaction were not material. The preliminary valuation was based on management's estimates and assumptions which are subject to change within the purchase price allocation 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 intangible asset acquired, the previously held equity method investment, and the residual goodwill. |
Intangible Assets And Goodwill
Intangible Assets And Goodwill | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | 5. INTANGIBLE ASSETS AND GOODWILL (a) Intangible Assets Intangible assets are recorded at cost less accumulated amortization and impairment losses, if any. Intangible assets acquired in a business combination are measured at fair value at the acquisition date. Amortization of definite life intangibles is provided on a straight-line basis over their estimated useful lives. The estimated useful lives, residual values, and amortization methods are reviewed at each year end, and any changes in estimates are accounted for prospectively. At March 31, 2022 and December 31, 2021, intangible assets consisted of the following: March 31, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value (in thousands) (in thousands) Licenses and Permits $ 670,043 $ 80,835 $ 589,208 $ 655,900 $ 69,812 $ 586,088 Trademarks 98,936 28,017 70,919 98,936 25,096 73,840 Customer Relationships 24,438 10,817 13,621 24,438 9,944 14,494 Non-Competition Agreements 2,565 1,621 944 2,565 1,496 1,069 Total Intangible Assets $ 795,982 $ 121,290 $ 674,692 $ 781,839 $ 106,348 $ 675,491 The Company recorded amortization expense for the three months ended March 31, 2022 and 2021 of $ 14,942 thousand and $ 10,227 thousand, respectively. The following table outlines the estimated annual amortization expense related to intangible assets as of March 31, 2022: Estimated Year Ending December 31, (in thousands) Remainder of 2022 $ 45,291 2023 60,388 2024 59,807 2025 59,709 2026 51,697 2027 and Thereafter 397,800 $ 674,692 As of March 31, 2022 , the weighted average amortization period remaining for intangible assets was 12.55 years. (b) Goodwill At March 31, 2022 and December 31, 2021 the balances of goodwill, by segment, consisted of the following: Retail Consumer Package Goods Total (in thousands) As of December 31, 2021 $ 274,811 $ 358,038 $ 632,849 Acquisition of ILDISP, LLC 7,956 — 7,956 Adjustments to Purchase Price Allocations 157 ( 167 ) ( 10 ) As of March 31, 2022 $ 282,924 $ 357,871 $ 640,795 |
Investments
Investments | 3 Months Ended |
Mar. 31, 2022 | |
Investments [Abstract] | |
Investments | 6. INVESTMENTS As of March 31, 2022 and December 31, 2021, the Company held various equity interests in cannabis companies as well as investments in convertible notes that had a combined fair value of $ 90,731 thousand and $ 94,902 thousand as of each period end, respectively. The Company measures its investments that do not have readily determinable fair value at cost minus impairment, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The Company performs an assessment on a quarterly basis to determine whether triggering events for impairment exist and to identify any observable price changes. The following table summarizes the changes in the Company’s investments during the three months ended March 31, 2022 and year ending December 31, 2021: March 31, 2022 December 31, 2021 (in thousands) Beginning $ 94,902 $ 40,795 Additions 5,444 83,689 Disposals ( 160 ) ( 18,417 ) Fair value adjustment ( 9,455 ) 6,377 Transfers out — ( 17,542 ) Ending $ 90,731 $ 94,902 During the three months ended March 31, 2022, the Company recorded fair value gains (losses) of $ ( 9,455 ) thousand, of which $ ( 9,609 ) thousand was recorded within other income (expense) and $ 154 thousand relates to various note receivable investments and was recorded to interest income on the unaudited interim condensed consolidated statement of operations. (a) Equity Investments As of March 31, 2022 and December 31, 2021 , the Company held equity investments in publicly traded entities which have readily determinable fair values, which are classified as Level 1 investments, of $ 12,527 thousand and $ 20,583 thousand, respectively. During the three months ended March 31, 2022 and the three months ended March 31, 2021, the Company recorded net gains (losses) on the change in fair value of such investments of $ ( 7,897 ) thousand and $ 268 thousand, respectively, within other income (expense) on the consolidated statement of operations. The Company received proceeds from the sale of such investments of $ 160 thousand and $ 18,123 thousand, respectively. These investments are classified as trading securities on the Company's unaudited interim condensed consolidated balance sheets. As of March 31, 2022 and December 31, 2021 , the Company held equity investments in privately held entities that did not have readily determinable fair values, which are classified as Level 3 investments, of $ 42,309 thousand and $ 33,066 thousand, respectively. During the three months ended March 31, 2022 and the three months ended March 31, 2021, the Company recorded net gains (losses) on the change in fair value of such investments of $ 455 thousand and $ 124 thousand, respectively, within other income (expense) on the consolidated statement of operations. There were no sales of these investments during these periods. These investments are classified as trading securities on the Company's unaudited interim condensed consolidated balance sheets. See Note 14 - Fair Value Measurements for additional details. Unrealized gains and (losses) recognized on equity investments held during the three months ended March 31, 2022 and 2021 were $ ( 9,477 ) thousand and $ 251 thousand, respectively. 6. INVESTMENTS (Continued) (b) Convertible Notes Receivable During the three months ended March 31, 2022 and year ended December 31, 2021 , the Company made multiple investments in various note receivable instruments, including note receivable instruments with conversion features. As of March 31, 2022 and December 31, 2021, the Company held note receivable instruments, which were classified as a Level 1 investment as they represent public debt of a publicly traded entity, and had a fair value of $ 23,257 thousand and $ 23,534 thousand, respectively. During the three months ended March 31, 2022 , the Company recorded net gains (losses) on the change in fair value of such investments of $ ( 276 ) thousand within other income (expense) on the consolidated statement of operations. There were no gains or (losses) recognized on these investments during the three months ended March 31, 2021. The note receivable instruments had a stated interest rate of 13 % and a maturity date of April 29, 2025 . These notes did not contain conversion features and are currently classified as trading securities on the Company's unaudited interim condensed consolidated balance sheets. As of March 31, 2022 and December 31, 2021, the Company held note receivable instruments which were classified as Level 3 investments as they represent loans provided to privately held entities that do not have readily determinable fair values. The note receivable instruments had a combined fair value of $ 12,638 thousand and $ 17,719 thousand, respectively, with stated interest ranging between 0.91 % - 10 % and terms between 15 months to five years . During the three months ended March 31, 2022 , the Company recorded net gains (losses) on the change in fair value of such investments of $ ( 1,891 ) thousand within other income (expense) on the consolidated statement of operations. There were no gains or (losses) recognized on these investments during the three months ended March 31, 2021. The combined fair value amounts include the initial investment cost and combined contractual accrued interest of $ 154 thousand. These notes are classified as trading securities on the Company's unaudited interim condensed consolidated balance sheets. See Note 14 - Fair Value Measurements for additional details. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | 7. LEASES (a) Operating Leases The Company has operating leases for its retail dispensaries and processing and cultivation facilities located throughout the U.S, as well as for corporate office space located in Illinois. Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. All real estate leases are recorded on the balance sheet. Equipment and other non-real estate leases with an initial term of twelve months or less are not recorded on the balance sheet. Lease agreements for some locations provide for rent escalations and renewal options. Certain real estate leases require payment for fixed and variable non-lease components, such as taxes, insurance and maintenance. The Company accounts for each real estate lease and the related non-lease components together as a single component. The Company determines if an arrangement is a lease at inception. The Company must consider whether the contract conveys the right to control the use of an identified asset. Certain arrangements require significant judgment to determine if an asset is specified in the contract and if the Company directs how and for what purpose the asset is used during the term of the contract. For the three months ended March 31, 2022, the company recorded operating lease expense of $ 9,821 thousand compared to operating lease expense of $ 7,751 thousand for the three months ended March 31, 2021. Other information related to operating leases as of March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Weighted average remaining lease term (years) 11.48 11.82 Weighted average discount rate 13.53 % 13.60 % Maturities of lease liabilities for operating leases as of March 31, 2022 were as follows: Maturities of Lease Liability Year Ending December 31, Third Party Related Party Total (in thousands) Remainder of 2022 $ 25,476 $ 843 $ 26,319 2023 33,868 1,144 35,012 2024 33,304 1,027 34,331 2025 30,880 948 31,828 2026 28,947 970 29,917 2027 and Thereafter 274,862 7,066 281,928 Total Lease Payments 427,337 11,998 439,335 Less: Interest ( 238,809 ) ( 5,499 ) ( 244,308 ) Present Value of Lease Liability $ 188,528 $ 6,499 $ 195,027 (b) Related Party Operating Leases The Company entered into related party transactions with respect to its leasing arrangements for certain facilities in Florida, Maryland, Massachusetts and Nevada. Wendy Berger, a director of the Company, is a principal of WBS Equities, LLC, which is the Manager of Mosaic Real Estate, LLC, and owns the facilities leased by the Company. Additionally, Mosaic Real Estate, LLC is indirectly owned in part by Ms. Berger (through the Wendy Berger 1998 Revocable Trust), Benjamin Kovler, the Chief Executive Officer and a director of the Company (through KP Capital, LLC), and Anthony Georgiadis, the Chief Financial Officer and a director of the Company (through Three One Four Holdings, LLC). The terms of these leases range from 7 years to 15 years . For the three months ended March 31, 2022 and 2021, the Company recorded lease expense of $ 295 thousand in each period, associated with these leasing arrangements. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable | 8. NOTES PAYABLE At March 31, 2022 and December 31, 2021, notes payable consisted of the following: March 31, 2022 December 31, 2021 (in thousands) Charitable Contributions 1 $ 1,190 $ 1,238 Private placement debt dated April 30, 2021 2 230,966 228,690 Mortgage notes 3 12,080 10,006 Total notes payable 244,236 239,934 Less: current portion of notes payable ( 900 ) ( 783 ) Notes payable, net of current portion $ 243,336 $ 239,151 1 In connection with acquisitions completed in 2017 and 2019, the Company is required to make quarterly charitable contributions of $ 50 thousand through October 2024 and annual charitable contributions of $ 250 thousand through May 2024 , respectively. The net present value of these required payments has been recorded as a liability with interest rates ranging between 2.17 % - 7.00 % . 2 The April 30, 2021 private placement debt was issued in an original amount of $ 249,934 thousand with an interest rate of 7.00 % , maturing on April 30, 2024 . The debt was issued at a discount, the carrying value of which was $ 18,968 thousand and $ 21,244 thousand as of March 31, 2022 and December 31, 2021 , respectively. 3 Mortgage notes in the original amount of $ 12,597 thousand and $ 10,437 thousand as of March 31, 2022 and December 31, 2021, respectively, were issued by the Company in connection with various operating properties. These mortgage notes mature between August 20, 2025 and June 5, 2035 and were issued at a discount, the carrying value of which was $ 159 thousand and $ 162 thousand, respectively, and are presented net of principal payments of $ 358 thousand and $ 269 thousand as of March 31, 2022 and December 31, 2021 , respectively. (a) Related Parties A portion of the April 30, 2021 Notes are held by related parties as well as unrelated third-party lenders at a percentage of approximately 1 % and 99 %, respectively. The related parties consist of Benjamin Kovler, the Chief Executive Officer and Chairman of the Company (held through KP Capital, LLC and Outsiders Capital, LLC); Andrew Grossman, the Executive Vice President of Capital Markets of the Company (held through AG Funding Group, LLC); Anthony Georgiadis, the Chief Financial Officer and a director of the Corporation (held through Three One Four Holdings, LLC); and Anthony Georgiadis and William Gruver, a director of the Corporation (held through ABG, LLC). |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2022 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | 9. WARRANTS As part of the Company’s private placement financing, as well as other financing arrangements, the Company issued warrants to related parties, as well as unrelated third parties, which allow the holders to purchase Subordinate Voting Shares at an exercise price determined at the time of issuance. The following table summarizes the number of warrants outstanding as of March 31, 2022 and December 31, 2021: Liability Classified Equity Classified Number of Shares Weighted Average Exercise Price (C$) Weighted Average Remaining Contractual Life Number of Shares Weighted Average Exercise Price (USD) Weighted Average Balance as of December 31, 2021 2,097,931 C$ 18.26 2.42 1,737,347 $ 31.83 4.38 Balance as of March 31, 2022 2,097,931 C$ 18.26 2.17 1,737,347 $ 31.83 4.13 (a) Liability Classified Warrants Outstanding The following table summarizes the fair value of the liability classified warrants at March 31, 2022 and December 31, 2021: Fair Value Warrant Liability Strike Price Warrants Outstanding March 31, 2022 December 31, 2021 Change (in thousands) Bridge Financing Warrants Issued April 2019 C$ 22.90 100,723 $ 336 $ 676 $ ( 340 ) Private Placement Financing Warrants Issued May 2019 C$ 19.39 1,606,533 12,359 18,527 ( 6,168 ) Modification Warrants Issued November 2019 C$ 12.04 316,947 3,442 4,603 ( 1,161 ) Additional Modification Warrants Issued May 2020 C$ 14.03 73,728 811 1,071 ( 260 ) Totals 2,097,931 $ 16,948 $ 24,877 $ ( 7,929 ) During the three months ended March 31, 2022 and 2021, the Company recorded a gain of $ 7,929 thousand and a loss of $ 5,851 thousand, respectively, on the change in the fair value of the warrant liability within other income (expense) on the unaudited interim condensed consolidated statements of operations. The following table summarizes the significant assumptions used in determining the fair value of the warrant liability as of each reporting date (see Note 14 - Fair Value Measurements for additional details): March 31, December 31, Significant Assumptions 2022 2021 Volatility 65.5 % - 69.83 % 59.95 % - 74.04 % Remaining Term 0.53 - 3.15 years 0.78 - 3.39 years Risk Free Rate 2.17 % - 2.28 % 0.91 % - 1.06 % 9. WARRANTS (Continued) (b) Equity Classified Warrants Outstanding The following table summarizes the fair value of the equity classified warrants at March 31, 2022 and December 31, 2021: Fair Value Warrants March 31, December 31, Warrants Included in Contributed Surplus Strike Price Outstanding 2022 2021 (in thousands) Mortgage Warrants Issued June 2020 $ 9.10 35,000 $ 181 $ 181 Private Placement Refinance Warrants Issued April 2021 $ 32.68 1,459,044 22,259 22,259 Private Placement Refinance Warrants Issued October 2021 $ 30.02 243,303 2,616 2,616 Totals 1,737,347 $ 25,056 $ 25,056 The equity warrants were valued as of the date of issuance using a Black Scholes Option Pricing model. The following table summarizes the significant assumptions used in determining the fair value of the warrants as of each respective issuance date: Significant Assumptions Private Placement Refinancing Warrants Private Placement Refinancing Warrants Dispensary Mortgage Warrants Date of Issuance October 15, 2021 April 30, 2021 June 5, 2020 Volatility 73 % 73 % 80 % Estimated Term 4 years 4 years 5 years Risk Free Rate 1.12 % 0.74 % 0.37 % |
Share Capital
Share Capital | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Share Capital | 10. SHARE CAPITAL Common shares, which include the Company’s Subordinate Voting Shares, Multiple Voting Shares and Super Voting Shares, are classified as equity. Incremental costs directly attributable to the issuance of common shares are recognized as a deduction from equity. The proceeds from the exercise of stock options or warrants together with amounts previously recorded in reserves over the applicable vesting periods are recorded as share capital. Income tax relating to transaction costs of an equity transaction is accounted for in accordance with ASC 740, Income Taxes . (a) Authorized The Company has the following classes of share capital, with each class having no par value: (i) Subordinate Voting Shares The holders of the Subordinate Voting Shares are entitled to receive dividends which may be declared from time to time and are entitled to one vote per share at meetings of the Company’s shareholders. All Subordinate Voting Shares are ranked equally with regard to the Company’s residual assets. The Company is authorized to issue an unlimited number of no par value Subordinate Voting Shares. During the three months ended March 31, 2022 , the shareholders of the Company converted 5,000 Multiple Voting Shares into 500,000 Subordinate Voting Shares. (ii) Multiple Voting Shares Each Multiple Voting Share is entitled to 100 votes per share at shareholder meetings of the Company and is exchangeable for 100 Subordinate Voting Shares. At March 31, 2022 , the Company had 38,531 issued and outstanding Multiple Voting Shares, which convert into 3,853,100 Subordinate Voting Shares. The Company is authorized to issue an unlimited number of Multiple Voting Shares. During the three months ended March 31, 2022 , the shareholders of the Company converted 5,000 Multiple Voting Shares into 500,000 Subordinate Voting Shares. (iii) Super Voting Shares Each Super Voting Share is entitled to 1,000 votes per share at shareholder meetings of the Company and is exchangeable for 100 Subordinate Voting Shares or one Multiple Voting Share. At March 31, 2022 , the Company had 280,031 issued and outstanding Super Voting Shares which convert into 28,003,100 Subordinate Voting Shares. The Company is authorized to issue an unlimited number of Super Voting Shares. During the three months ended March 31, 2022 , the shareholders of the Company converted 5,000 Super Voting Shares into 5,000 Multiple Voting Shares. (b) Issued and Outstanding A reconciliation of the beginning and ending amounts of the issued and outstanding shares by class is as follows: Issued and Outstanding Subordinate Multiple Super As of December 31, 2021 201,768,312 38,531 285,031 Issuance of shares under business combinations and 204,036 — — Distribution of contingent consideration 667,080 — — Issuance of shares upon exercise of options and 109,582 — — Issuances of shares upon vesting of RSUs 107,645 — — Exchange of shares 500,000 — ( 5,000 ) As of March 31, 2022 203,356,655 38,531 280,031 10. SHARE CAPITAL (Continued) (b) Issued and Outstanding (Continued) (i) Issuance of Shares Under Business Combinations and Investments ILDISP, LLC On March 1, 2022, the Company issued 204,036 Subordinate Voting Shares with a value of approximately $ 3,785 thousand, based on a 20 consecutive day volume weighted average price (“VWAP”), in connection with the Company's acquisition of two Illinois-based dispensaries. The shares issued resulted in an increase in share capital and a corresponding increase in the net assets acquired. See Note 4 - Acquisitions for additional details. (ii) Distribution of Contingent Consideration Dharma Pharmaceuticals, LLC In connection with the Company's 2021 acquisition of Dharma Pharmaceuticals, LLC ( “ Dharma ” ), the purchase agreement included contingent consideration of up to $ 65,000 thousand in Subordinate Voting Shares of Green Thumb, dependent upon the successful opening of up to 5 retail dispensaries in the Virginia area within the first three years following the signing of the agreement and the legal sale of adult use cannabis in a retail dispensary by January 1, 2025. On February 25, 2022, the Company issued 667,080 Subordinate Voting Shares to the former owners of Dharma in connection with the successful opening of two retail dispensaries in Virginia. The shares had a fair value of $ 13,111 thousand at the date of issuance. As of March 31, 2022 and December 31, 2021 , the estimated fair value of the contingent consideration associated with the acquisition of Dharma, which was valued based on a probability weighting of the potential payments, was $ 39,137 thousand and $ 48,665 thousand, respectively. As of March 31, 2022 and December 31, 2021, $ 10,692 thousand and $ 20,884 thousand, respectively, was included as a current liability on the Company's unaudited interim condensed consolidated balance sheets. (c) Stock-Based Compensation The Company operates equity settled stock-based remuneration plans for its eligible directors, officers, employees and consultants. All goods and services received in exchange for the grant of any stock-based payments are measured at their fair value unless the fair value cannot be estimated reliably. If the Company cannot estimate reliably the fair value of the goods and services received, the Company measures their value indirectly by reference to the fair value of the equity instruments granted. For transactions with employees and others providing similar services, the Company measures the fair value of the services by reference to the fair value of the equity instruments granted. Equity settled stock-based payments under stock-based payment plans are ultimately recognized as an expense in profit or loss with a corresponding credit to equity. In June 2018, the Company established the Green Thumb Industries Inc. 2018 Stock and Incentive Plan, which was amended by Amendment No. 1 thereto (as amended, the “Plan”). The maximum number of Restricted Stock Units (“RSUs”) and options issued under the Plan shall not exceed 10 % of the issued and outstanding shares on an as-converted basis. The Company recognizes compensation expense for RSUs and options on a straight-line basis over the requisite service period of the award. Non-market vesting conditions are included in the assumptions about the number of options that are expected to become exercisable. Estimates are subsequently revised if there is any indication that the number of share options expected to vest differs from the previous estimate. Any cumulative adjustment prior to vesting is recognized in the current period with no adjustment to prior periods for expense previously recognized. Option and RSU awards generally vest over three years, and options typically have a life of five to ten years. Option grants are determined by the Compensation Committee of the Company’s Board of Directors with the option price set at no less than 100% of the fair market value of a share on the date of grant. 10. SHARE CAPITAL (Continued) (c) Stock-Based Compensation (Continued) Stock option activity is summarized as follows: Number of Shares Weighted Average Exercise Price C$ Weighted Average Remaining Contractual Life Aggregate Intrinsic Value (in thousands) Balance as of December 31, 2021 5,383,275 18.07 3.59 $ 48,803 Granted 131,661 26.58 4.81 Exercised ( 109,582 ) 11.11 1,139 Forfeited ( 64,491 ) — Balance as of March 31, 2022 5,340,863 18.64 3.28 $ 42,848 Vested 4,123,521 12.56 Exercisable of March 31, 2022 2,748,919 12.40 3.07 $ 29,595 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on March 31, 2022 and December 31, 2021, respectively, and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their in-the-money options on March 31, 2022 and December 31, 2021. This amount will change in future periods based on the fair market value of the Company’s Subordinate Voting Shares and the number of options outstanding. The following table summarizes the weighted average grant date fair value and intrinsic value of options exercised for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 Weighted average grant date fair value (per share) of stock option units granted (C$) 9.57 13.06 Intrinsic value of stock option units exercised, using market price at vest date (US$) (in thousands) $ 1,139 $ 4,573 The Company used the Black-Scholes option pricing model to estimate the fair value of the options granted during the three months ended March 31, 2022 and the year ended December 31, 2021, using the following ranges of assumptions: March 31, December 31, 2022 2021 Risk-free interest rate 1.18 % - 1.59 % 0.33 % - 1.39 % Expected dividend yield 0 % 0 % Expected volatility 64 % 73 % Expected option life 3.5 years 3 – 3.5 years As permitted under ASC 718, the Company has made an accounting policy choice to account for forfeitures when they occur. 10. SHARE CAPITAL (Continued) (c) Stock-Based Compensation (Continued) The following table summarizes the number of unvested RSU awards as of March 31, 2022 and December 31, 2021 and the changes during the three months ended March 31, 2022: Number of Shares Weighted Average Grant Date Fair Value (C$) Unvested Shares at December 31, 2021 376,127 20.39 Granted 39,742 23.62 Forfeited ( 1,500 ) 19.27 Vested ( 107,645 ) 19.90 Unvested Shares at March 31, 2022 306,724 21.03 The following table summarizes the weighted average grant date fair value of RSUs granted and total fair value of RSUs vested for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 Weighted average grant date fair value (per share) 23.62 39.63 Intrinsic value of RSUs vested, using market (in thousands) $ 2,245 $ 3,106 The stock-based compensation expense for the three months ended March 31, 2022 and 2021 was as follows: Three Months Ended March 31, 2022 2021 (in thousands) Stock options expense $ 3,207 $ 2,629 Restricted Stock Units 1,444 1,402 Total Stock Based Compensation Expense $ 4,651 $ 4,031 As of March 31, 2022, $ 20,251 thousand of total unrecognized expense related to stock-based compensation awards is expected to be recognized over a weighted-average period of 1.91 years. |
Income Tax Expense
Income Tax Expense | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense | 11. INCOME TAX EXPENSE The following table summarizes the Company’s income tax expense and effective tax rates for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 (in thousands) Income before Income Taxes $ 60,817 $ 42,311 Income Tax Expense 31,131 30,856 Effective Tax Rate 51.2 % 72.9 % The effective tax rates for the three months ended March 31, 2022 and 2021 were based on the Company’s forecasted annualized effective tax rates and were adjusted for discrete items that occurred within the periods presented. Due to its cannabis operations, the Company is subject to the limitations of the U.S. Internal Revenue Code of 1986, as amended (“IRC”) Section 280E under which the Company is only allowed to deduct expenses directly related to sales of product. This results in permanent differences between ordinary and necessary business expenses deemed non-allowable under IRC Section 280E. Therefore, the effective tax rate can be highly variable and may not necessarily correlate with pre-tax income and provides for effective tax rates that are well in excess of statutory tax rates. Taxes paid during the three months ended March 31, 2022 and 2021 were $ 132 thousand and $ 15,147 thousand, respectively. |
Other Income (Expense)
Other Income (Expense) | 3 Months Ended |
Mar. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense) | 12. OTHER INCOME (EXPENSE) For the three months ended March 31, 2022 and 2021 other income (expense) was comprised of the following: Three Months Ended March 31, 2022 2021 (in thousands) Fair value adjustments on equity investments $ ( 9,609 ) $ 392 Fair value adjustments on equity method investments 14,119 — Fair value adjustments on warrants issued 7,929 ( 5,851 ) Earnings (loss) from equity method investments ( 1,203 ) 623 Other 199 ( 314 ) Total Other Income (Expense) $ 11,435 $ ( 5,150 ) |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. COMMITMENTS AND CONTINGENCIES The Company is subject to lawsuits, investigations and other claims related to employment, commercial and other matters that arise out of operations in the normal course of business. Periodically, the Company reviews the status of each significant matter and assesses the potential financial exposure. If the potential loss from any claim or legal proceeding is considered probable, and the amount can be reliably estimated, such amount is recognized in other liabilities. Contingent liabilities are measured at management’s best estimate of the expenditure required to settle the obligation at the end of the reporting period and are discounted to present value where the effect is material. The Company performs evaluations to identify contingent liabilities for contracts. Contingent consideration is measured upon acquisition and is estimated using probability weighting of potential payouts. Subsequent changes in the estimated contingent consideration from the final purchase price allocation are recognized in the Company’s unaudited interim condensed consolidated statement of operations. (a) 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, sanctions, restrictions on its operations, or losses of permits that could result in the Company ceasing operations in that specific state or local jurisdiction. The Company may be subject to regulatory fines, penalties, or restrictions in the future as cannabis and other regulations continue to evolve and are subject to differing interpretations. (b) Claims and Litigation From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. At March 31, 2022 and December 31, 2021 , there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the results of the Company’s consolidated operations. There are also no proceedings in which any of the Company’s directors, officers or affiliates is an adverse party or has a material interest adverse to the Company’s interest. (c) Construction Commitments As of March 31, 2022, the Company held approximately $ 75,271 thousand of open construction commitments to contractors on work being performed. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Text Block Supplement [Abstract] | |
Fair Value Measurements | 14. FAIR VALUE MEASUREMENTS The Company applies fair value accounting for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities that are required to be recorded at fair value, the Company considers all related factors of the asset by market participants in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions, and credit risk. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels, and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2 – Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; and Level 3 – Inputs for the asset or liability that are not based on observable market data. (a) Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, investments, accounts payable and accrued liabilities, notes payable, warrant liability, and contingent consideration payable. For the Company's long-term notes payable (which consist of charitable contributions, private placement debt and mortgage notes), for which there were no quoted market prices or active trading markets, it was not practicable to estimate the fair value of these financial instruments. The carrying amount of notes payable at March 31, 2022 and December 31, 2021 was $ 244,236 thousand and $ 239,934 thousand, which includes $ 900 thousand and $ 783 thousand, respectively, of short-term debt due within one year. Financial instruments recorded at fair value are classified using a fair value hierarchy that reflects the significance of the inputs to fair value measurements. The fair values of the Company’s financial instruments associated with each of the three levels of the hierarchy are: As of March 31, 2022 Level 1 Level 2 Level 3 Total (in thousands) Cash and Cash Equivalents $ 174,539 $ — $ — $ 174,539 Investments 35,784 — 54,947 90,731 Contingent Consideration Payable — — ( 55,359 ) ( 55,359 ) Warrant Liability — — ( 16,948 ) ( 16,948 ) $ 210,323 $ — $ ( 17,360 ) $ 192,963 As of December 31, 2021 Level 1 Level 2 Level 3 Total (in thousands) Cash and Cash Equivalents $ 230,420 $ — $ — $ 230,420 Investments 44,117 — 50,785 94,902 Contingent Consideration Payable — — ( 83,865 ) ( 83,865 ) Warrant Liability — — ( 24,877 ) ( 24,877 ) $ 274,537 $ — $ ( 57,957 ) $ 216,580 During the three months ended March 31, 2022, the Company remeasured its contingent consideration arrangements associated with its 2021 acquisitions of Mobley Pain Management and Wellness Center LLC and Canwell Processing LLC (collectively “ Summit ” ) and GreenStar Herbals Inc. ( “ GreenStar ” ) using Monte Carlo simulation models. The remeasurement resulted in a net gain of $ 18,979 thousand which was driven by a change in Management's estimates and projections of the acquired entities ability to achieve the performance targets as agreed to in the 2021 acquisition agreements along with the change in fair value of the shares to be issued. 14. FAIR VALUE MEASUREMENTS (Continued) (a) Financial Instruments ( Continued ) The amount was recorded, net, within selling, general, and administrative expenses on the unaudited interim condensed consolidated statement of operations. Significant assumptions used in the Company's March 31, 2022 remeasurement include Green Thumb's stock price as of March 31, 2022 and projected EBITDA and revenue targets as of such period then ended. |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | 15. VARIABLE INTEREST ENTITIES The following table presents the summarized financial information about the Company’s consolidated variable interest entities (“VIEs”) which are included in the unaudited interim condensed consolidated balance sheet as of March 31, 2022 and the consolidated balance sheet as of December 31, 2021. All of these entities were determined to be VIEs as the Company possesses the power to direct activities through management services agreements (“MSAs”): March 31, 2022 December 31, 2021 ILDISP, Other ILDISP, Other (in thousands) Current assets $ — $ 878 $ 4,118 $ 1,033 Non-current assets — 1,743 3,290 1,761 Current liabilities — 694 10,719 854 Non-current liabilities — 672 413 696 Noncontrolling interests — 155 ( 1,862 ) 224 Equity attributable to Green Thumb Industries Inc. — 1,100 ( 1,862 ) 1,020 On March 1, 2022, the Company acquired the remaining 50 % minority interest in ILDISP, LLC, for $ 11,857 thousand in cash and the issuance of 128,218 shares of Green Thumb, which had a fair value of $ 2,379 thousand . As a result, the remaining equity associated with the noncontrolling interest was closed to accumulated surplus (deficit) of Green Thumb as of March 1, 2022. See Note 4 - Acquisitions for details. The following tables present the summarized financial information about the Company’s VIEs which are included in the unaudited interim condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 March 31, 2021 ILDISP, Other ILDISP, Other (in thousands) Revenues $ 3,543 $ 2,266 $ 5,727 $ 3,311 Net income attributable to noncontrolling interests 462 285 783 303 Net income attributable to Green Thumb Industries Inc. 462 241 783 416 Net income $ 924 $ 526 $ 1,566 $ 719 As of March 31, 2022 and December 31, 2021, the VIE included in the Other Non-material VIEs is Bluepoint Wellness of Westport, LLC. As of March 31, 2021 , VIEs included in the Other Non-material VIEs are Bluepoint Wellness of Westport, LLC and Meshow, LLC. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 16. SEGMENT REPORTING The Company operates in two segments: the cultivation, production and sale of cannabis products to retail stores (“Consumer Packaged Goods”) and retailing of cannabis to patients and consumers (“Retail”). The Company does not allocate operating expenses to these business units, nor does it allocate specific assets. Additionally, the Chief Operating Decision Maker does not review total assets or net income (loss) by segments; therefore, such information is not presented below. The below table presents revenues by type for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 (in thousands) Revenues, Net of Discounts Consumer Packaged Goods $ 120,412 $ 104,077 Retail 172,586 130,109 Intersegment Eliminations ( 50,398 ) ( 39,755 ) Total Revenues, net of discounts $ 242,600 $ 194,431 Depreciation and Amortization Consumer Packaged Goods $ 13,157 $ 8,001 Retail 9,833 6,993 Intersegment Eliminations — — Total Depreciation and Amortization $ 22,990 $ 14,994 Income Taxes Consumer Packaged Goods $ 12,941 $ 17,287 Retail 18,190 13,569 Intersegment Eliminations — — Total Income Taxes $ 31,131 $ 30,856 Goodwill assigned to the Consumer Packaged Goods segment as of March 31, 2022 and December 31, 2021 was $ 357,871 thousand and $ 358,038 thousand, respectively. Intangible assets, net assigned to the Consumer Packaged Goods segment as of March 31, 2022 and December 31, 2021 was $ 310,688 thousand and $ 317,454 thousand, respectively. Goodwill assigned to the Retail segment as of March 31, 2022 and December 31, 2021 was $ 282,924 thousand and $ 274,811 thousand, respectively. Intangible assets, net assigned to the Retail segment as of March 31, 2022 and December 31, 2021 was $ 364,004 thousand and $ 358,037 thousand, respectively. The Company’s assets are aggregated into two reportable segments (Retail and Consumer Packaged Goods). For the purposes of testing goodwill, Green Thumb has identified 30 reporting units. The Company determined its reporting units by first reviewing the operating segments based on the geographic areas in which Green Thumb conducts business (or each market). The markets were then further divided into reporting units based on the market operations (Retail and Consumer Packaged Goods) which were primarily determined based on the licenses each market holds. All revenues are derived from sales occurring in the United States and all assets are located in the United States. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Preparation and Statement of Compliance | Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the accounts of Green Thumb and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the rules and regulations of the U.S. Securities & Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and, accordingly, certain information, footnotes and disclosures normally included in the annual financial statements, prepared in accordance with GAAP, have been condensed or omitted in accordance with SEC rules and regulations. The financial data presented herein should be read in conjunction with the audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021, as amended (the "2021 Form 10-K”). In the opinion of management, the financial data presented includes all adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. Certain previously reported amounts have been reclassified between line items to conform to the current period presentation. Results of interim periods should not be considered indicative of the results for the full year. These unaudited interim condensed consolidated financial statements include estimates and assumptions of management that affect the amounts reported in the unaudited condensed consolidated financial statements. Actual results could differ from these estimates. (c) |
Significant Accounting Policies | Significant Accounting Policies There have been no changes to the Company’s significant accounting policies as described in Note 2 of the 2021 Form 10-K. |
Earnings (Loss) per Share | Earnings per Share Basic earnings per share is calculated using the treasury stock method, by dividing the net earnings attributable to shareholders by the weighted average number of common shares outstanding during each of the periods presented. Contingently issuable shares (including shares held in escrow) are not considered outstanding common shares and consequently are not included in the earnings per share calculation. Diluted earnings per share is calculated using the treasury stock method by adjusting the weighted average number of common shares outstanding to assume conversion of all dilutive potential common shares. The Company has three categories of potentially dilutive common share equivalents: restricted stock units, stock options and warrants. As of March 31, 2022, the Company had 5,340,863 options, 306,724 restricted stock units and 3,835,278 warrants outstanding. As of March 31, 2021 , the Company had 5,299,440 options, 592,535 restricted stock units and 2,294,523 warrants outstanding. |
New Accounting Pronouncements | Recently Adopted Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB” ) issued Accounting Standards Updated (“ASU”) 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to improve financial reporting associated with accounting for convertible instruments and contracts in an entity’s own equity. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted ASU 2020-06 on January 1, 2022. The adoption of the standard did not have a material impact on the Company's unaudited interim condensed consolidated financial statements. (f) Recently Issued Accounting Standards The Company reviews recently issued accounting standards on a quarterly basis and has determined there are no standards yet to be adopted which are relevant to the business for disclosure. |
Coronavirus Pandemic | Coronavirus Pandemic In March 2020, the World Health Organization categorized coronavirus disease 2019 (together with its variants, “COVID-19”) as a pandemic. COVID-19 continues to spread throughout the U.S. and other countries across the world, and the duration and severity of its effects are currently unknown. The Company continues to implement and evaluate actions to strengthen its financial position and support the continuity of its business and operations. The Company’s unaudited interim condensed consolidated financial statements presented herein reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements and reported amounts of revenue and expenses during the periods presented. Such estimates and assumptions affect, among other things, the Company’s goodwill; long-lived assets and intangible assets; operating lease right of use assets and operating lease liabilities; valuation of deferred income taxes; the allowance for doubtful accounts; assessment of the Company’s lease and non-lease contract expenses; and measurement of compensation cost for bonus and other compensation plans. While the Company’s revenue, gross profit and operating income were not impacted during the first three months of 2022 , the uncertain nature of the spread of COVID-19 and the uncertainty of the impact of nationwide vaccine programs may impact the Company’s business operations for reasons including the potential quarantine of the Company’s employees or those of its supply chain partners. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Summary of inventory | The Company’s inventories include the following at March 31, 2022 and December 31, 2021: March 31, 2022 December 31, 2021 (in thousands) Raw Material $ 5,297 $ 5,278 Packaging and Miscellaneous 10,576 8,622 Work in Process 44,112 42,403 Finished Goods 52,462 41,069 Reserve for Obsolete Inventory ( 2,746 ) ( 1,901 ) Total Inventories $ 109,701 $ 95,471 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | At March 31, 2022 and December 31, 2021, property and equipment consisted of the following: March 31, 2022 December 31, 2021 (in thousands) Buildings and Improvements $ 114,946 $ 101,283 Equipment, Computers and Furniture 96,935 83,281 Leasehold Improvements 126,092 114,303 Land Improvements 607 607 Capitalized Interest 8,281 6,523 Total Property and Equipment 346,861 305,997 Less: Accumulated Depreciation ( 53,175 ) ( 45,198 ) Property and Equipment, net 293,686 260,799 Land 20,258 20,258 Assets Under Construction 139,170 128,017 Property and Equipment, net $ 453,114 $ 409,074 |
Intangible Assets And Goodwill
Intangible Assets And Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of intangible assets | At March 31, 2022 and December 31, 2021, intangible assets consisted of the following: March 31, 2022 December 31, 2021 Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value (in thousands) (in thousands) Licenses and Permits $ 670,043 $ 80,835 $ 589,208 $ 655,900 $ 69,812 $ 586,088 Trademarks 98,936 28,017 70,919 98,936 25,096 73,840 Customer Relationships 24,438 10,817 13,621 24,438 9,944 14,494 Non-Competition Agreements 2,565 1,621 944 2,565 1,496 1,069 Total Intangible Assets $ 795,982 $ 121,290 $ 674,692 $ 781,839 $ 106,348 $ 675,491 |
Summary of estimated annual amortization expense related to intangible assets | The following table outlines the estimated annual amortization expense related to intangible assets as of March 31, 2022: Estimated Year Ending December 31, (in thousands) Remainder of 2022 $ 45,291 2023 60,388 2024 59,807 2025 59,709 2026 51,697 2027 and Thereafter 397,800 $ 674,692 As of March 31, 2022 , the weighted average amortization period remaining for intangible assets was 12.55 years. (b) |
Summary of Goodwill And Intangible Assets Disclosure | At March 31, 2022 and December 31, 2021 the balances of goodwill, by segment, consisted of the following: Retail Consumer Package Goods Total (in thousands) As of December 31, 2021 $ 274,811 $ 358,038 $ 632,849 Acquisition of ILDISP, LLC 7,956 — 7,956 Adjustments to Purchase Price Allocations 157 ( 167 ) ( 10 ) As of March 31, 2022 $ 282,924 $ 357,871 $ 640,795 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Investments [Abstract] | |
Schedule Of Long Term Investments | The following table summarizes the changes in the Company’s investments during the three months ended March 31, 2022 and year ending December 31, 2021: March 31, 2022 December 31, 2021 (in thousands) Beginning $ 94,902 $ 40,795 Additions 5,444 83,689 Disposals ( 160 ) ( 18,417 ) Fair value adjustment ( 9,455 ) 6,377 Transfers out — ( 17,542 ) Ending $ 90,731 $ 94,902 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule Of Other Information Related To Operating Leases | Other information related to operating leases as of March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Weighted average remaining lease term (years) 11.48 11.82 Weighted average discount rate 13.53 % 13.60 % |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities for operating leases as of March 31, 2022 were as follows: Maturities of Lease Liability Year Ending December 31, Third Party Related Party Total (in thousands) Remainder of 2022 $ 25,476 $ 843 $ 26,319 2023 33,868 1,144 35,012 2024 33,304 1,027 34,331 2025 30,880 948 31,828 2026 28,947 970 29,917 2027 and Thereafter 274,862 7,066 281,928 Total Lease Payments 427,337 11,998 439,335 Less: Interest ( 238,809 ) ( 5,499 ) ( 244,308 ) Present Value of Lease Liability $ 188,528 $ 6,499 $ 195,027 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | At March 31, 2022 and December 31, 2021, notes payable consisted of the following: March 31, 2022 December 31, 2021 (in thousands) Charitable Contributions 1 $ 1,190 $ 1,238 Private placement debt dated April 30, 2021 2 230,966 228,690 Mortgage notes 3 12,080 10,006 Total notes payable 244,236 239,934 Less: current portion of notes payable ( 900 ) ( 783 ) Notes payable, net of current portion $ 243,336 $ 239,151 1 In connection with acquisitions completed in 2017 and 2019, the Company is required to make quarterly charitable contributions of $ 50 thousand through October 2024 and annual charitable contributions of $ 250 thousand through May 2024 , respectively. The net present value of these required payments has been recorded as a liability with interest rates ranging between 2.17 % - 7.00 % . 2 The April 30, 2021 private placement debt was issued in an original amount of $ 249,934 thousand with an interest rate of 7.00 % , maturing on April 30, 2024 . The debt was issued at a discount, the carrying value of which was $ 18,968 thousand and $ 21,244 thousand as of March 31, 2022 and December 31, 2021 , respectively. 3 Mortgage notes in the original amount of $ 12,597 thousand and $ 10,437 thousand as of March 31, 2022 and December 31, 2021, respectively, were issued by the Company in connection with various operating properties. These mortgage notes mature between August 20, 2025 and June 5, 2035 and were issued at a discount, the carrying value of which was $ 159 thousand and $ 162 thousand, respectively, and are presented net of principal payments of $ 358 thousand and $ 269 thousand as of March 31, 2022 and December 31, 2021 , respectively. (a) Related Parties A portion of the April 30, 2021 Notes are held by related parties as well as unrelated third-party lenders at a percentage of approximately 1 % and 99 %, respectively. The related parties consist of Benjamin Kovler, the Chief Executive Officer and Chairman of the Company (held through KP Capital, LLC and Outsiders Capital, LLC); Andrew Grossman, the Executive Vice President of Capital Markets of the Company (held through AG Funding Group, LLC); Anthony Georgiadis, the Chief Financial Officer and a director of the Corporation (held through Three One Four Holdings, LLC); and Anthony Georgiadis and William Gruver, a director of the Corporation (held through ABG, LLC). |
Warrants (Tables)
Warrants (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Class of Warrant or Right [Line Items] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | The following table summarizes the number of warrants outstanding as of March 31, 2022 and December 31, 2021: Liability Classified Equity Classified Number of Shares Weighted Average Exercise Price (C$) Weighted Average Remaining Contractual Life Number of Shares Weighted Average Exercise Price (USD) Weighted Average Balance as of December 31, 2021 2,097,931 C$ 18.26 2.42 1,737,347 $ 31.83 4.38 Balance as of March 31, 2022 2,097,931 C$ 18.26 2.17 1,737,347 $ 31.83 4.13 (a) |
Liability Classified Warrant [member] | |
Class of Warrant or Right [Line Items] | |
Schedule Of Fair Value Of Warrant Liability | The following table summarizes the fair value of the liability classified warrants at March 31, 2022 and December 31, 2021: Fair Value Warrant Liability Strike Price Warrants Outstanding March 31, 2022 December 31, 2021 Change (in thousands) Bridge Financing Warrants Issued April 2019 C$ 22.90 100,723 $ 336 $ 676 $ ( 340 ) Private Placement Financing Warrants Issued May 2019 C$ 19.39 1,606,533 12,359 18,527 ( 6,168 ) Modification Warrants Issued November 2019 C$ 12.04 316,947 3,442 4,603 ( 1,161 ) Additional Modification Warrants Issued May 2020 C$ 14.03 73,728 811 1,071 ( 260 ) Totals 2,097,931 $ 16,948 $ 24,877 $ ( 7,929 ) |
Schedule Of Fair Value Measurement Inputs and Valuation Techniques Used In Determining Warrant Liability | The following table summarizes the significant assumptions used in determining the fair value of the warrant liability as of each reporting date (see Note 14 - Fair Value Measurements for additional details): March 31, December 31, Significant Assumptions 2022 2021 Volatility 65.5 % - 69.83 % 59.95 % - 74.04 % Remaining Term 0.53 - 3.15 years 0.78 - 3.39 years Risk Free Rate 2.17 % - 2.28 % 0.91 % - 1.06 % |
Equity Classified Warrant [member] | |
Class of Warrant or Right [Line Items] | |
Schedule Of Fair Value Of Warrant Liability | The following table summarizes the fair value of the equity classified warrants at March 31, 2022 and December 31, 2021: Fair Value Warrants March 31, December 31, Warrants Included in Contributed Surplus Strike Price Outstanding 2022 2021 (in thousands) Mortgage Warrants Issued June 2020 $ 9.10 35,000 $ 181 $ 181 Private Placement Refinance Warrants Issued April 2021 $ 32.68 1,459,044 22,259 22,259 Private Placement Refinance Warrants Issued October 2021 $ 30.02 243,303 2,616 2,616 Totals 1,737,347 $ 25,056 $ 25,056 |
Schedule Of Fair Value Measurement Inputs and Valuation Techniques Used In Determining Warrant Liability | The equity warrants were valued as of the date of issuance using a Black Scholes Option Pricing model. The following table summarizes the significant assumptions used in determining the fair value of the warrants as of each respective issuance date: Significant Assumptions Private Placement Refinancing Warrants Private Placement Refinancing Warrants Dispensary Mortgage Warrants Date of Issuance October 15, 2021 April 30, 2021 June 5, 2020 Volatility 73 % 73 % 80 % Estimated Term 4 years 4 years 5 years Risk Free Rate 1.12 % 0.74 % 0.37 % |
Share Capital (Tables)
Share Capital (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure of Share Capital [Line Items] | |
Schedule of Common Stock Outstanding Roll Forward | A reconciliation of the beginning and ending amounts of the issued and outstanding shares by class is as follows: Issued and Outstanding Subordinate Multiple Super As of December 31, 2021 201,768,312 38,531 285,031 Issuance of shares under business combinations and 204,036 — — Distribution of contingent consideration 667,080 — — Issuance of shares upon exercise of options and 109,582 — — Issuances of shares upon vesting of RSUs 107,645 — — Exchange of shares 500,000 — ( 5,000 ) As of March 31, 2022 203,356,655 38,531 280,031 |
Share-based Payment Arrangement, Option, Activity | Stock option activity is summarized as follows: Number of Shares Weighted Average Exercise Price C$ Weighted Average Remaining Contractual Life Aggregate Intrinsic Value (in thousands) Balance as of December 31, 2021 5,383,275 18.07 3.59 $ 48,803 Granted 131,661 26.58 4.81 Exercised ( 109,582 ) 11.11 1,139 Forfeited ( 64,491 ) — Balance as of March 31, 2022 5,340,863 18.64 3.28 $ 42,848 Vested 4,123,521 12.56 Exercisable of March 31, 2022 2,748,919 12.40 3.07 $ 29,595 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The Company used the Black-Scholes option pricing model to estimate the fair value of the options granted during the three months ended March 31, 2022 and the year ended December 31, 2021, using the following ranges of assumptions: March 31, December 31, 2022 2021 Risk-free interest rate 1.18 % - 1.59 % 0.33 % - 1.39 % Expected dividend yield 0 % 0 % Expected volatility 64 % 73 % Expected option life 3.5 years 3 – 3.5 years |
Schedule of Stock-Based Compensation Expense | The stock-based compensation expense for the three months ended March 31, 2022 and 2021 was as follows: Three Months Ended March 31, 2022 2021 (in thousands) Stock options expense $ 3,207 $ 2,629 Restricted Stock Units 1,444 1,402 Total Stock Based Compensation Expense $ 4,651 $ 4,031 |
Summary Of Weighted Average Grant Date Fair Value And Intrinsic Value Of Options Exercised | The following table summarizes the weighted average grant date fair value and intrinsic value of options exercised for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 Weighted average grant date fair value (per share) of stock option units granted (C$) 9.57 13.06 Intrinsic value of stock option units exercised, using market price at vest date (US$) (in thousands) $ 1,139 $ 4,573 |
Restricted Stock Units | |
Disclosure of Share Capital [Line Items] | |
Non-vested Restricted Stock Shares Activity | The following table summarizes the number of unvested RSU awards as of March 31, 2022 and December 31, 2021 and the changes during the three months ended March 31, 2022: Number of Shares Weighted Average Grant Date Fair Value (C$) Unvested Shares at December 31, 2021 376,127 20.39 Granted 39,742 23.62 Forfeited ( 1,500 ) 19.27 Vested ( 107,645 ) 19.90 Unvested Shares at March 31, 2022 306,724 21.03 |
Summary Of Weighted Average Grant Date Fair Value And Intrinsic Value Of Options Exercised | The following table summarizes the weighted average grant date fair value of RSUs granted and total fair value of RSUs vested for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 Weighted average grant date fair value (per share) 23.62 39.63 Intrinsic value of RSUs vested, using market (in thousands) $ 2,245 $ 3,106 |
Income Tax Expense (Tables)
Income Tax Expense (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | following table summarizes the Company’s income tax expense and effective tax rates for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 (in thousands) Income before Income Taxes $ 60,817 $ 42,311 Income Tax Expense 31,131 30,856 Effective Tax Rate 51.2 % 72.9 % |
Other Income (Expense) (Tables)
Other Income (Expense) (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | For the three months ended March 31, 2022 and 2021 other income (expense) was comprised of the following: Three Months Ended March 31, 2022 2021 (in thousands) Fair value adjustments on equity investments $ ( 9,609 ) $ 392 Fair value adjustments on equity method investments 14,119 — Fair value adjustments on warrants issued 7,929 ( 5,851 ) Earnings (loss) from equity method investments ( 1,203 ) 623 Other 199 ( 314 ) Total Other Income (Expense) $ 11,435 $ ( 5,150 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Disclosure Text Block Supplement [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring | The fair values of the Company’s financial instruments associated with each of the three levels of the hierarchy are: As of March 31, 2022 Level 1 Level 2 Level 3 Total (in thousands) Cash and Cash Equivalents $ 174,539 $ — $ — $ 174,539 Investments 35,784 — 54,947 90,731 Contingent Consideration Payable — — ( 55,359 ) ( 55,359 ) Warrant Liability — — ( 16,948 ) ( 16,948 ) $ 210,323 $ — $ ( 17,360 ) $ 192,963 As of December 31, 2021 Level 1 Level 2 Level 3 Total (in thousands) Cash and Cash Equivalents $ 230,420 $ — $ — $ 230,420 Investments 44,117 — 50,785 94,902 Contingent Consideration Payable — — ( 83,865 ) ( 83,865 ) Warrant Liability — — ( 24,877 ) ( 24,877 ) $ 274,537 $ — $ ( 57,957 ) $ 216,580 During the three months ended March 31, 2022, the Company remeasured its contingent consideration arrangements associated with its 2021 acquisitions of Mobley Pain Management and Wellness Center LLC and Canwell Processing LLC (collectively “ Summit ” ) and GreenStar Herbals Inc. ( “ GreenStar ” ) using Monte Carlo simulation models. The remeasurement resulted in a net gain of $ 18,979 thousand which was driven by a change in Management's estimates and projections of the acquired entities ability to achieve the performance targets as agreed to in the 2021 acquisition agreements along with the change in fair value of the shares to be issued. 14. FAIR VALUE MEASUREMENTS (Continued) (a) Financial Instruments ( Continued ) The amount was recorded, net, within selling, general, and administrative expenses on the unaudited interim condensed consolidated statement of operations. Significant assumptions used in the Company's March 31, 2022 remeasurement include Green Thumb's stock price as of March 31, 2022 and projected EBITDA and revenue targets as of such period then ended. |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Variable Interest Entities | The following table presents the summarized financial information about the Company’s consolidated variable interest entities (“VIEs”) which are included in the unaudited interim condensed consolidated balance sheet as of March 31, 2022 and the consolidated balance sheet as of December 31, 2021. All of these entities were determined to be VIEs as the Company possesses the power to direct activities through management services agreements (“MSAs”): March 31, 2022 December 31, 2021 ILDISP, Other ILDISP, Other (in thousands) Current assets $ — $ 878 $ 4,118 $ 1,033 Non-current assets — 1,743 3,290 1,761 Current liabilities — 694 10,719 854 Non-current liabilities — 672 413 696 Noncontrolling interests — 155 ( 1,862 ) 224 Equity attributable to Green Thumb Industries Inc. — 1,100 ( 1,862 ) 1,020 |
Schedule Of consolidated VIEs and Other Non controlling Interest | The following tables present the summarized financial information about the Company’s VIEs which are included in the unaudited interim condensed consolidated statements of operations for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 March 31, 2021 ILDISP, Other ILDISP, Other (in thousands) Revenues $ 3,543 $ 2,266 $ 5,727 $ 3,311 Net income attributable to noncontrolling interests 462 285 783 303 Net income attributable to Green Thumb Industries Inc. 462 241 783 416 Net income $ 924 $ 526 $ 1,566 $ 719 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Revenues | The below table presents revenues by type for the three months ended March 31, 2022 and 2021: Three Months Ended March 31, 2022 2021 (in thousands) Revenues, Net of Discounts Consumer Packaged Goods $ 120,412 $ 104,077 Retail 172,586 130,109 Intersegment Eliminations ( 50,398 ) ( 39,755 ) Total Revenues, net of discounts $ 242,600 $ 194,431 Depreciation and Amortization Consumer Packaged Goods $ 13,157 $ 8,001 Retail 9,833 6,993 Intersegment Eliminations — — Total Depreciation and Amortization $ 22,990 $ 14,994 Income Taxes Consumer Packaged Goods $ 12,941 $ 17,287 Retail 18,190 13,569 Intersegment Eliminations — — Total Income Taxes $ 31,131 $ 30,856 |
Overview and Basis of Present_2
Overview and Basis of Presentation - Additional Information (Detail) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Number of Shares Outstanding, Diluted | 238,225,420 | 221,616,157 |
Anti-dilutive stock options excluded from the computation of diluted earnings per share | 842,033 | 23,887 |
Earnings Per Share, Diluted | $ 0.12 | $ 0.05 |
Stock Options Expense | ||
Number of Shares Outstanding, Diluted | 5,340,863 | 5,299,440 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 1,699,469 | 3,702,372 |
Restricted Stock Units | ||
Number of Shares Outstanding, Diluted | 306,724 | 592,535 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 183,763 | 431,220 |
Warrant | ||
Number of Shares Outstanding, Diluted | 3,835,278 | 2,294,523 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 503,241 | 1,272,136 |
Inventories - Summary of invent
Inventories - Summary of inventory (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory [Line Items] | ||
Raw Material | $ 5,297 | $ 5,278 |
Packaging and Miscellaneous | 10,576 | 8,622 |
Work in Process | 44,112 | 42,403 |
Finished Goods | 52,462 | 41,069 |
Reserve for Obsolete Inventory | (2,746) | (1,901) |
Total Inventories | $ 109,701 | $ 95,471 |
Property and Equipment - Proper
Property and Equipment - Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | $ 346,861 | $ 305,997 |
Less: Accumulated Depreciation | (53,175) | (45,198) |
Property and Equipment, net | 293,686 | 260,799 |
Property and Equipment, net | 453,114 | 409,074 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, net | 20,258 | 20,258 |
Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 607 | 607 |
Assets Under Construction [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, net | 139,170 | 128,017 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 114,946 | 101,283 |
Equipment, Computers and Furniture [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 96,935 | 83,281 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 126,092 | 114,303 |
Capitalized Interest [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | $ 8,281 | $ 6,523 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disclosure of Property of Equipment [Line Items] | ||
Depreciation expense | $ 8,048 | $ 4,767 |
Cost of Sales [Member] | ||
Disclosure of Property of Equipment [Line Items] | ||
Depreciation expense | $ 5,046 | $ 2,869 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 01, 2022 | Feb. 25, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||||
Weighted-average amortization period | 15 years | |||
Intangible Assets, Net | $ 674,692 | $ 675,491 | ||
Goodwill | 640,795 | 632,849 | ||
Illinois Disp LLC [member] | ||||
Business Acquisition [Line Items] | ||||
Issuance of shares under business combinations and investments | 204,036 | |||
Issuance of shares under business combinations and investments, value | $ 3,785 | |||
Business combination, contigent liability | 7,011 | |||
Illinois Disp LLC [member] | Equity Method Investment [Member] | ||||
Business Acquisition [Line Items] | ||||
Issuance of shares under business combinations and investments, value | $ 14,500 | |||
Liberty Compassion Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Date of acquisition | Mar. 1, 2022 | |||
Percentage of voting rights acquired | 50.00% | |||
Dharma Pharmaceuticals LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Business combination, contigent liability | $ 39,137 | $ 48,665 | ||
Retail Dispensaries [Member] | ||||
Business Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Gross | $ 11,857 | |||
Subordinate Voting Shares [Member] | ||||
Business Acquisition [Line Items] | ||||
Issuance of shares under business combinations and investments, value | $ 13,111 | |||
Subordinate Voting Shares [Member] | Illinois Disp LLC [member] | ||||
Business Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Gross | $ 18,868 | |||
Issuance of shares under business combinations and investments | 204,036 | |||
Deferred Consideration | $ 250 | |||
Additional shares Issued For Acquisition | 75,818 | |||
Issuance of shares under business combinations and investments, value | $ 3,785 | |||
Equity Method Investments, Fair Value Disclosure | 14,119 | |||
Intangible Assets, Net | 14,143 | |||
Goodwill | 7,956 | |||
Subordinate Voting Shares [Member] | Illinois Disp LLC [member] | Equity Method Investment [Member] | ||||
Business Acquisition [Line Items] | ||||
Issuance of shares under business combinations and investments, value | $ 1,406 | |||
Subordinate Voting Shares [Member] | Dharma Pharmaceuticals LLC [Member] | ||||
Business Acquisition [Line Items] | ||||
Issuance of shares under business combinations and investments | 667,080 | |||
Subordinate Voting Shares [Member] | Retail Dispensaries [Member] | ||||
Business Acquisition [Line Items] | ||||
Issuance of shares under business combinations and investments | 128,217 | |||
Issuance of shares under business combinations and investments, value | $ 2,379 |
Intangible Assets And Goodwil_2
Intangible Assets And Goodwill - Summary Of Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 795,982 | $ 781,839 |
Accumulated Amortization | 121,290 | 106,348 |
Finite-Lived Intangible Assets, Net | 674,692 | 675,491 |
Licenses And Permits [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 670,043 | 655,900 |
Accumulated Amortization | 80,835 | 69,812 |
Finite-Lived Intangible Assets, Net | 589,208 | 586,088 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 98,936 | 98,936 |
Accumulated Amortization | 28,017 | 25,096 |
Finite-Lived Intangible Assets, Net | 70,919 | 73,840 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 24,438 | 24,438 |
Accumulated Amortization | 10,817 | 9,944 |
Finite-Lived Intangible Assets, Net | 13,621 | 14,494 |
Non Competition Agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,565 | 2,565 |
Accumulated Amortization | 1,621 | 1,496 |
Finite-Lived Intangible Assets, Net | $ 944 | $ 1,069 |
Intangible Assets And Goodwil_3
Intangible Assets And Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Amortization | $ 14,942 | $ 10,227 |
Weighted average amortization period | 12 years 6 months 18 days |
Intangible Assets And Goodwil_4
Intangible Assets And Goodwill - Summary Of Estimated Annual Amortization Expense Related To Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ||
Remainder of 2022 | $ 45,291 | |
2023 | 60,388 | |
2024 | 59,807 | |
2025 | 59,709 | |
2026 | 51,697 | |
Thereafter | 397,800 | |
Finite-Lived Intangible Assets, Net | $ 674,692 | $ 675,491 |
Intangible Assets And Goodwil_5
Intangible Assets And Goodwill - Summary Of Goodwill And Intangible Assets Disclosure (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Line Items] | ||
Goodwill | $ 640,795 | $ 632,849 |
Goodwill, Purchase Accounting Adjustments | (10) | |
IL Disp, LLC [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 7,956 | |
Retail Segment [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 282,924 | 274,811 |
Goodwill, Purchase Accounting Adjustments | 157 | |
Retail Segment [Member] | IL Disp, LLC [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 7,956 | |
Consumer Packaged Goods Segment [Member] | ||
Goodwill [Line Items] | ||
Goodwill | 357,871 | $ 358,038 |
Goodwill, Purchase Accounting Adjustments | (167) | |
Consumer Packaged Goods Segment [Member] | IL Disp, LLC [Member] | ||
Goodwill [Line Items] | ||
Goodwill | $ 0 |
Investments - Schedule Of Long
Investments - Schedule Of Long Term Investments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Longterm Investments [Line Items] | ||
Beginning balance | $ 94,902 | $ 40,795 |
Additions | 5,444 | 83,689 |
Disposals | (160) | (18,417) |
Fair value adjustments | (9,455) | 6,377 |
Transfers out | 0 | (17,542) |
Ending balance | $ 90,731 | $ 94,902 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2017 | |
Investments [Line Items] | |||||
Unrealized gains and (losses) recognized on equity investments held | $ (9,477) | $ 251 | |||
Unrealized Gain Loss On Variable Notes Receivables | 14,119 | 0 | |||
Fair value gains (losses) on investments | (9,455) | ||||
Debt instrument interest rate | 7.00% | 2.17% | |||
Cannabis Companies [Member] | |||||
Investments [Line Items] | |||||
Equity interest, fair value disclosure | 90,731 | $ 94,902 | |||
Fair Value, Inputs, Level 1 [Member] | |||||
Investments [Line Items] | |||||
Equity interest, fair value disclosure | 12,527 | 20,583 | |||
Proceeds from sale of equity interest in privately held entity | 160 | 18,123 | |||
Unrealized gains and (losses) recognized on equity investments held | (7,897) | 268 | |||
Unrealized Gain Loss On Variable Notes Receivables | (276) | 0 | |||
Fair Value, Inputs, Level 3 [Member] | |||||
Investments [Line Items] | |||||
Equity interest, fair value disclosure | 42,309 | 33,066 | |||
Unrealized gains and (losses) recognized on equity investments held | 455 | 124 | |||
Unrealized Gain Loss On Variable Notes Receivables | (1,891) | 0 | |||
Other Operating Income (Expense) [Member] | |||||
Investments [Line Items] | |||||
Fair value gains (losses) on investments | (9,609) | ||||
Notes Receivable [Member] | |||||
Investments [Line Items] | |||||
Fair value gains (losses) on investments | 154 | ||||
Notes Receivable [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Investments [Line Items] | |||||
Investment in non convertible instrument | $ 23,257 | $ 23,534 | |||
Debt instrument interest rate | 13.00% | ||||
Debt Instrument, Maturity Date | Apr. 29, 2025 | ||||
Notes Receivable [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Investments [Line Items] | |||||
Investment in non convertible instrument | $ 12,638 | $ 17,719 | |||
Debt instrument interest rate | 0.91% | ||||
Contractual interest | $ 154 | ||||
Minimum [Member] | Notes Receivable [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Investments [Line Items] | |||||
Debt instrument, Term | 15 years | ||||
Maximum [Member] | Notes Receivable [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Investments [Line Items] | |||||
Debt instrument interest rate | 10.00% | ||||
Debt instrument, Term | 5 years |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Operating lease expense | $ 9,821 | $ 7,751 |
Florida And Lllinois [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Operating lease expense | $ 295 | $ 295 |
Maximum [Member] | Florida And Lllinois [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Lease term | 15 years | |
Minimum [Member] | Florida And Lllinois [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Lease term | 7 years |
Leases - Schedule Of Other Info
Leases - Schedule Of Other Information Related To Operating Leases (Detail) | Mar. 31, 2022 | Dec. 31, 2021 |
Lessee, Lease, Description [Line Items] | ||
Weighted average remaining lease term (years) | 11 years 5 months 23 days | 11 years 9 months 25 days |
Weighted average discount rate | 13.53% | 13.60% |
Leases - Lessee Operating Lease
Leases - Lessee Operating Lease Liability Maturity (Detail) $ in Thousands | Mar. 31, 2022USD ($) |
Lessee, Lease, Description [Line Items] | |
Remainder of 2022 | $ 26,319 |
2023 | 35,012 |
2024 | 34,331 |
2025 | 31,828 |
2026 | 29,917 |
2027 and Thereafter | 281,928 |
Total Lease Payments | 439,335 |
Less: Interest | (244,308) |
Present Value of Lease Liability | 195,027 |
Third Party [Member] | |
Lessee, Lease, Description [Line Items] | |
Remainder of 2022 | 25,476 |
2023 | 33,868 |
2024 | 33,304 |
2025 | 30,880 |
2026 | 28,947 |
2027 and Thereafter | 274,862 |
Total Lease Payments | 427,337 |
Less: Interest | (238,809) |
Present Value of Lease Liability | 188,528 |
Related Party [Member] | |
Lessee, Lease, Description [Line Items] | |
Remainder of 2022 | 843 |
2023 | 1,144 |
2024 | 1,027 |
2025 | 948 |
2026 | 970 |
2027 and Thereafter | 7,066 |
Total Lease Payments | 11,998 |
Less: Interest | (5,499) |
Present Value of Lease Liability | $ 6,499 |
Notes Payable - Schedule of Deb
Notes Payable - Schedule of Debt (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||
Total notes payable | $ 244,236 | $ 239,934 | |
Less: current portion of notes payable | (900) | (783) | |
Notes payable, net of current portion | 243,336 | 239,151 | |
Acquired Debt [member] | |||
Debt Instrument [Line Items] | |||
Total notes payable | [1] | 1,190 | 1,238 |
Private Placement Debt April 30, 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Total notes payable | [2] | 230,966 | 228,690 |
Mortgage Notes [Member] | |||
Debt Instrument [Line Items] | |||
Total notes payable | [3] | $ 12,080 | $ 10,006 |
[1] | 1 In connection with acquisitions completed in 2017 and 2019, the Company is required to make quarterly charitable contributions of $ 50 thousand through October 2024 and annual charitable contributions of $ 250 thousand through May 2024 , respectively. The net present value of these required payments has been recorded as a liability with interest rates ranging between 2.17 % - 7.00 % . | ||
[2] | 2 The April 30, 2021 private placement debt was issued in an original amount of $ 249,934 thousand with an interest rate of 7.00 % , maturing on April 30, 2024 . The debt was issued at a discount, the carrying value of which was $ 18,968 thousand and $ 21,244 thousand as of March 31, 2022 and December 31, 2021 , respectively. | ||
[3] | 3 Mortgage notes in the original amount of $ 12,597 thousand and $ 10,437 thousand as of March 31, 2022 and December 31, 2021, respectively, were issued by the Company in connection with various operating properties. These mortgage notes mature between August 20, 2025 and June 5, 2035 and were issued at a discount, the carrying value of which was $ 159 thousand and $ 162 thousand, respectively, and are presented net of principal payments of $ 358 thousand and $ 269 thousand as of March 31, 2022 and December 31, 2021 , respectively. |
Notes Payable - Schedule of D_2
Notes Payable - Schedule of Debt (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 30, 2021 | Mar. 31, 2022 | Dec. 31, 2019 | Dec. 31, 2017 | Dec. 31, 2021 |
Debt Instrument [Line Items] | |||||
Charitable Contribution Quarterly Payment | $ 250 | $ 50 | |||
Charitable Contribution, Date Of Last Payment | May 2024 | October 2024 | |||
Debt Instrument Interest Rate | 7.00% | 2.17% | |||
Private Placement Debt April 30, 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Interest Rate | 7.00% | ||||
Debt face value | $ 249,934 | ||||
Debt Maturity Date | Apr. 30, 2024 | ||||
Debt Instrument Carrying Amount | $ 18,968 | $ 21,244 | |||
Mortgage Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt face value | $ 12,597 | 10,437 | |||
Debt Maturity Date | Jun. 5, 2035 | ||||
Debt Instrument Carrying Amount | $ 159 | 162 | |||
Debt Instrument, Annual Principal Payment | $ 358 | $ 269 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2019 | Dec. 31, 2017 | |
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | 2.17% | |
Debt held by related parties | 1.00% | ||
Debt held by unrelated third-parties | 99.00% |
Warrants - Schedule of Stockhol
Warrants - Schedule of Stockholders' Equity Note, Warrants or Rights (Detail) | Mar. 31, 2022$ / sharesshares |
Liability Classified Warrant [member] | |
Class of Warrant or Right [Line Items] | |
Number of Shares, Beginning Balance | shares | 2,097,931 |
Number of Shares, Ending Balance | shares | 2,097,931 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 18.26 |
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 18.26 |
Weighted Average Contractual Life, Beginning Balance | 2 years 5 months 1 day |
Weighted Average Contractual Life, Ending Balance | 2 years 2 months 1 day |
Equity Classified Warrant [member] | |
Class of Warrant or Right [Line Items] | |
Number of Shares, Beginning Balance | shares | 1,737,347 |
Number of Shares, Ending Balance | shares | 1,737,347 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 31.83 |
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 31.83 |
Weighted Average Contractual Life, Beginning Balance | 4 years 4 months 17 days |
Weighted Average Contractual Life, Ending Balance | 4 years 1 month 17 days |
Warrants - Schedule Of Fair Val
Warrants - Schedule Of Fair Value Of Warrant Liability (Detail) - Liability Classified Warrant [member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Class of Warrant or Right [Line Items] | ||
Warrants Outstanding | 2,097,931 | 2,097,931 |
Warrant Liability | $ 16,948 | $ 24,877 |
Change in Fair value of warrants liability | $ (7,929) | |
Bridge Financing Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Strike Price | $ 22.90 | |
Warrants Outstanding | 100,723 | |
Warrant Liability | $ 336 | 676 |
Change in Fair value of warrants liability | $ (340) | |
Private Placement Financing Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Strike Price | $ 19.39 | |
Warrants Outstanding | 1,606,533 | |
Warrant Liability | $ 12,359 | 18,527 |
Change in Fair value of warrants liability | $ (6,168) | |
Modification Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Strike Price | $ 12.04 | |
Warrants Outstanding | 316,947 | |
Warrant Liability | $ 3,442 | 4,603 |
Change in Fair value of warrants liability | $ (1,161) | |
Additional Modification Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Strike Price | $ 14.03 | |
Warrants Outstanding | 73,728 | |
Warrant Liability | $ 811 | $ 1,071 |
Change in Fair value of warrants liability | $ (260) |
Warrants - Additional Informati
Warrants - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Liability Classified Warrant [member] | Other Income (Expense) [Member] | ||
Class of Warrant or Right [Line Items] | ||
Change in fair value of warrant liability loss | $ 7,929 | $ 5,851 |
Warrants - Schedule Of Fair V_2
Warrants - Schedule Of Fair Value Measurement Inputs and Valuation Techniques Used In Determining Warrant Liability (Detail) - Liability Classified Warrant [member] | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Volatility | Minimum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.655 | 0.5995 |
Volatility | Maximum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.6983 | 0.7404 |
Remaining Term | Minimum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and rights outstanding measurement Input term | 6 months 10 days | 9 months 10 days |
Remaining Term | Maximum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and rights outstanding measurement Input term | 3 years 1 month 24 days | 3 years 4 months 20 days |
Risk Free Rate | Minimum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.0217 | 0.0091 |
Risk Free Rate | Maximum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.0228 | 0.0106 |
Warrants - Fair Value Of The Eq
Warrants - Fair Value Of The Equity Classified Warrants (Detail) - Equity Classified Warrant [member] - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Class of Warrant or Right [Line Items] | ||
Warrants Outstanding | 1,737,347 | 1,737,347 |
Dispensary Mortgage Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Warrants Outstanding | 181 | |
Warrant Liability | $ 181 | |
Private Placement Refinancing Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Warrants Outstanding | 22,259 | |
Warrant Liability | $ 22,259 | |
Private Placement Refinancing Warrants1 [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrants Outstanding | 2,616 |
Warrants - Schedule Of Fair V_3
Warrants - Schedule Of Fair Value Measurement Inputs and Valuation Techniques Used In Determining Equity Classified Warrants (Detail) - Equity Classified Warrant [Member] | 3 Months Ended |
Mar. 31, 2022 | |
Private Placement Refinancing Warrants1 [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant issuance date | Oct. 15, 2021 |
Private Placement Refinancing Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant issuance date | Apr. 30, 2021 |
Dispensary Mortgage Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrant issuance date | Jun. 5, 2020 |
Volatility | Private Placement Refinancing Warrants1 [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.73 |
Volatility | Private Placement Refinancing Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.73 |
Volatility | Dispensary Mortgage Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.80 |
Remaining Term | Private Placement Refinancing Warrants1 [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding measurement Input term | 4 years |
Remaining Term | Private Placement Refinancing Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding measurement Input term | 4 years |
Remaining Term | Dispensary Mortgage Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and rights outstanding measurement Input term | 5 years |
Risk Free Rate | Private Placement Refinancing Warrants1 [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.0112 |
Risk Free Rate | Private Placement Refinancing Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.0074 |
Risk Free Rate | Dispensary Mortgage Warrants [member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.0037 |
Share Capital - Schedule of Com
Share Capital - Schedule of Common Stock Outstanding Roll Forward (Detail) - shares | Mar. 01, 2022 | Mar. 31, 2022 |
Class of Stock [Line Items] | ||
Issuance of shares for redemption of noncontrolling interests | 128,218,000 | |
Subordinate Voting Shares [member] | ||
Class of Stock [Line Items] | ||
Beginning balance | 201,768,312 | |
Ending balance | 203,356,655 | |
Subordinate Voting Shares [member] | Share Capital [Member] | ||
Class of Stock [Line Items] | ||
Issuance of shares under business combinations and investments | 204,036 | |
Distribution of Contingent Consideration | 667,080 | |
Issuance of shares upon exercise of options and warrants | 109,582 | |
Issuances of shares upon vesting of RSUs | 107,645 | |
Exchange of shares | 500,000 | |
Ending balance | 203,356,655 | |
Multiple Voting Shares [member] | ||
Class of Stock [Line Items] | ||
Beginning balance | 38,531 | |
Ending balance | 38,531 | |
Multiple Voting Shares [member] | Share Capital [Member] | ||
Class of Stock [Line Items] | ||
Issuance of shares under business combinations and investments | 0 | |
Distribution of Contingent Consideration | 0 | |
Issuance of shares upon exercise of options and warrants | 0 | |
Issuances of shares upon vesting of RSUs | 0 | |
Exchange of shares | 0 | |
Ending balance | 38,531 | |
Super Voting Shares [member] | ||
Class of Stock [Line Items] | ||
Beginning balance | 285,031 | |
Ending balance | 280,031 | |
Super Voting Shares [member] | Share Capital [Member] | ||
Class of Stock [Line Items] | ||
Beginning balance | 285,031 | |
Issuance of shares under business combinations and investments | 0 | |
Distribution of Contingent Consideration | 0 | |
Issuance of shares upon exercise of options and warrants | 0 | |
Issuances of shares upon vesting of RSUs | 0 | |
Exchange of shares | (5,000) | |
Ending balance | 280,031 |
Share Capital - Share-based Pay
Share Capital - Share-based Payment Arrangement, Option, Activity (Detail) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Balance | 5,383,275 | |
Number of Share, Granted | 131,661 | |
Number of Shares, Exercised | (109,582) | |
Number of Shares, Forfeited | (64,491) | |
Number of Share, Vested | 4,123,521 | |
Number of Shares, Ending Balance | 5,340,863 | 5,383,275 |
Weighted Average Exercise Price, Balance | $ 18.07 | |
Weighted Average Exercise Price, Granted | 26.58 | |
Weighted Average Exercise Price, Exercised | 11.11 | |
Weighted Average Exercise Price, Forfeited | 0 | |
Weighted Average Exercise Price, Vested | 12.56 | |
Weighted Average Exercise Price, Ending Balance | $ 18.64 | $ 18.07 |
Weighted Average Contractual Life, Balance | 3 years 7 months 2 days |
Share Capital - Schedule of Sha
Share Capital - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Risk-free interest rate, Minumum | 1.18% | 0.33% |
Risk-free interest rate, Maximum | 1.59% | 1.39% |
Expected dividend yield | 0.00% | 0.00% |
Expected volatility | 64.00% | 73.00% |
Minimum [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Expected option life | 3 years 6 months | 3 years |
Maximum [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Expected option life | 3 years 6 months |
Share Capital - Non-vested Rest
Share Capital - Non-vested Restricted Stock Shares Activity (Detail) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Balance | 376,127 | |
Number of Shares, Granted | 39,742 | |
Number of Shares, Forfeited | (1,500) | |
Number of Shares, Vested | (107,645) | |
Number of Shares, Balance | 306,724 | |
Weighted Average Grant Date Fair Value, Balance | $ 20.39 | |
Weighted Average Grant Date Fair Value, Granted | 23.62 | $ 39.63 |
Weighted Average Grant Date Fair Value, Forfeited | 19.27 | |
Weighted Average Grant Date Fair Value, Vested | 19.90 | |
Weighted Average Grant Date Fair Value, Balance | $ 21.03 |
Share Capital - Schedule of Sto
Share Capital - Schedule of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation Expense | $ 4,651 | $ 4,031 |
Stock options expense | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation Expense | 3,207 | 2,629 |
Restricted Stock Units | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation Expense | $ 1,444 | $ 1,402 |
Share Capital - Additional Info
Share Capital - Additional Information (Detail) $ in Thousands | Mar. 01, 2022USD ($)ConsecutiveDayshares | Feb. 25, 2022USD ($)shares | Jun. 30, 2018 | Mar. 31, 2022USD ($)Dispensaryshares | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($)shares |
Reduction in contingent liability | $ | $ (16,477) | $ 413 | ||||
Current liabilities | $ | 179,184 | $ 204,379 | ||||
Dharma Pharmaceuticals LLC [Member] | ||||||
Business combination, contigent liability | $ | 39,137 | 48,665 | ||||
Current liabilities | $ | $ 10,692 | $ 20,884 | ||||
Dharma Pharmaceuticals LLC [Member] | Maximum [Member] | ||||||
Retail dispensary | Dispensary | 5 | |||||
Illinois Disp LLC [member] | ||||||
Issuance of shares under business combinations and investments | 204,036 | |||||
Issuance of shares under business combinations and investments, value | $ | $ 3,785 | |||||
Business combination, contigent liability | $ | $ 7,011 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Cost Not yet Recognized, Amount | $ | $ 20,251 | |||||
Cost Not yet Recognized, Period for Recognition | 1 year 10 months 28 days | |||||
Multiple Voting Shares [Member] | ||||||
Common Stock, Shares, Outstanding | 38,531 | 38,531 | ||||
Multiple Voting Shares [Member] | Conversion Of Multiple Voting Shares [member] | ||||||
Conversion Of Stock, Shares Converted | 5,000 | |||||
Conversion of Stock, Shares Issued | 5,000 | |||||
Voting Rights | 100 | |||||
Multiple Voting Shares [Member] | Conversion Of Super Voting Shares [member] | ||||||
Conversion of Stock, Shares Issued | 5,000 | |||||
Subordinate Voting Shares [Member] | ||||||
Common Stock, Shares, Outstanding | 203,356,655 | 201,768,312 | ||||
Issuance of shares under business combinations and investments, value | $ | $ 13,111 | |||||
Subordinate Voting Shares [Member] | Dharma Pharmaceuticals LLC [Member] | ||||||
Issuance of shares under business combinations and investments | 667,080 | |||||
Subordinate Voting Shares [Member] | Dharma Pharmaceuticals LLC [Member] | Maximum [Member] | ||||||
Contingent consideration | $ | $ 65,000 | |||||
Subordinate Voting Shares [Member] | Illinois Disp LLC [member] | ||||||
Issuance of shares under business combinations and investments | 204,036 | |||||
Issuance of shares under business combinations and investments, value | $ | $ 3,785 | |||||
Consecutive days | ConsecutiveDay | 20 | |||||
Subordinate Voting Shares [Member] | GTII Stock and Incentive Plan [Member] | ||||||
Percentage of maximum number of shares issued under the plan | 10.00% | |||||
Subordinate Voting Shares [Member] | Conversion Of Multiple Voting Shares [member] | ||||||
Conversion of Stock, Shares Issued | 500,000 | |||||
Shares Available For Conversion | 3,853,100 | |||||
Super Voting Shares [Member] | ||||||
Common Stock, Shares, Outstanding | 280,031 | 285,031 | ||||
Super Voting Shares [Member] | Conversion Of Super Voting Shares [member] | ||||||
Conversion Of Stock, Shares Converted | 5,000 | |||||
Voting Rights | 1,000 | |||||
Shares Available For Conversion | 28,003,100 |
Share Capital - Summary Of Weig
Share Capital - Summary Of Weighted Average Grant Date Fair Value And Intrinsic Value Of Options Exercised (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Stockholders' Equity Note [Abstract] | ||
Weighted average grant date fair value (per share) of stock option units granted (CAD) | $ 9.57 | $ 13.06 |
Intrinsic value of stock option units exercised, using market price at exercise date (USD) | $ 1,139 | $ 4,573 |
Share Capital - Summary Of We_2
Share Capital - Summary Of Weighted Average Grant Date Fair Value And Total Fair Value Of RSUs Vested (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Weighted Average Grant Date Fair Value And Total Fair Value Of RSUs Vested [Line Items] | ||
Weighted average grant date fair value (per share) of RSUs granted (CAD) | $ 23.62 | $ 39.63 |
Total fair value of RSUs vested, using market price at vest date (USD) | $ 2,245 | $ 3,106 |
Income Tax Expense - Schedule o
Income Tax Expense - Schedule of Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Income before Income Taxes | $ 60,817 | $ 42,311 |
Income Tax Expense | $ 31,131 | $ 30,856 |
Effective Tax Rate | 51.20% | 72.90% |
Income Tax Expense - Additional
Income Tax Expense - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax paid | $ 132 | $ 15,147 |
Other Income (Expense) - Schedu
Other Income (Expense) - Schedule of Other Nonoperating Income (Expense) (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Fair value adjustments on equity investments | $ (9,609) | $ 392 |
Fair value adjustments on equity method investments | 14,119 | 0 |
Fair value adjustment on warrants issued | 7,929 | (5,851) |
Earnings (loss) from equity method investments | (1,203) | 623 |
Other | 199 | (314) |
Total Other Income (Expense) | $ 11,435 | $ (5,150) |
Commitments and Contingencies -
Commitments and Contingencies - Additional of Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022USD ($)Lawsuit | Dec. 31, 2021Lawsuit | |
Construction Commitments [member] | ||
Disclosure of Commitments and Contingencies [Line Items] | ||
Contractual obligation | $ | $ 75,271 | |
Pending Litigation [member] | ||
Disclosure of Commitments and Contingencies [Line Items] | ||
Loss contingency, number of plaintiffs | 0 | 0 |
Threatened Litigation [member] | ||
Disclosure of Commitments and Contingencies [Line Items] | ||
Loss contingency, number of plaintiffs | 0 | 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Measurements, Recurring and Nonrecurring (Detail) - Financial Instruments [Member] - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | $ 174,539 | $ 230,420 |
Investments | 90,731 | 94,902 |
Contingent Consideration Payable | (55,359) | (83,865) |
Warrant Liability | (16,948) | (24,877) |
Fair Value, Net Asset (Liability) | 192,963 | 216,580 |
Fair Value, Inputs, Level 1 [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 174,539 | 230,420 |
Investments | 35,784 | 44,117 |
Contingent Consideration Payable | 0 | 0 |
Warrant Liability | 0 | 0 |
Fair Value, Net Asset (Liability) | 210,323 | 274,537 |
Fair Value, Inputs, Level 2 [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 0 | 0 |
Investments | 0 | 0 |
Contingent Consideration Payable | 0 | 0 |
Warrant Liability | 0 | 0 |
Fair Value, Net Asset (Liability) | 0 | 0 |
Fair Value, Inputs, Level 3 [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 0 | 0 |
Investments | 54,947 | 50,785 |
Contingent Consideration Payable | (55,359) | (83,865) |
Warrant Liability | (16,948) | (24,877) |
Fair Value, Net Asset (Liability) | $ (17,360) | $ (57,957) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | ||
Notes Payable | $ 244,236 | $ 239,934 |
Notes Payable, Current | 900 | $ 783 |
Net gain on fair value adjustments | $ 18,979 |
Variable Interest Entities - Sc
Variable Interest Entities - Schedule of Variable Interest Entities (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Variable Interest Entity [Line Items] | |||
Current assets | $ 328,360 | $ 364,230 | |
Current liabilities | 179,184 | 204,379 | |
Illinois Disp LLC [member] | Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Current assets | 4,118 | ||
Non-current assets | 3,290 | ||
Current liabilities | 10,719 | ||
Non-current liabilities | 413 | ||
Noncontrolling interests | (1,862) | ||
Equity attributable to Green Thumb Industries Inc. | (1,862) | ||
Revenues | 3,543 | $ 5,727 | |
Net income attributable to noncontrolling interests | 462 | 783 | |
Net income attributable to Green Thumb Industries Inc. | 462 | 783 | |
Net income | 924 | 1,566 | |
Other Non material VIEs [member] | Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Current assets | 878 | 1,033 | |
Non-current assets | 1,743 | 1,761 | |
Current liabilities | 694 | 854 | |
Non-current liabilities | 672 | 696 | |
Noncontrolling interests | 155 | 224 | |
Equity attributable to Green Thumb Industries Inc. | 1,100 | $ 1,020 | |
Revenues | 2,266 | 3,311 | |
Net income attributable to noncontrolling interests | 285 | 303 | |
Net income attributable to Green Thumb Industries Inc. | 241 | 416 | |
Net income | $ 526 | $ 719 |
Variable Interest Entities - Ad
Variable Interest Entities - Additional Information (Details) U_pure in Thousands, $ in Thousands | Mar. 01, 2022USD ($)shares | Mar. 31, 2022USD ($) |
Variable Interest Entity Consolidated Carrying Amount Of Assets And Liabilities [Abstract] | ||
Issuance of shares for redemption of noncontrolling interests | shares | 128,218,000 | |
Cash payments for noncontrolling interest | $ 11,857 | |
Acquiring Remaining Minority Interest | 50 | |
Fair value of shares issued for purchase of noncontrolling interest | $ 2,379 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 242,600 | $ 194,431 |
Depreciation and Amortization | 22,990 | 14,994 |
Income Taxes | 31,131 | 30,856 |
Operating Segments [Member] | Consumer Packaged Goods Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 120,412 | 104,077 |
Depreciation and Amortization | 13,157 | 8,001 |
Income Taxes | 12,941 | 17,287 |
Operating Segments [Member] | Retail Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 172,586 | 130,109 |
Depreciation and Amortization | 9,833 | 6,993 |
Income Taxes | 18,190 | 13,569 |
Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ (50,398) | $ (39,755) |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Goodwill | $ 640,795 | $ 632,849 |
Intangible Assets Net | 674,692 | 675,491 |
Consumer Packaged Goods Segment [Member] | ||
Goodwill | 357,871 | 358,038 |
Retail Segment [Member] | ||
Goodwill | 282,924 | 274,811 |
Operating Segments [Member] | Consumer Packaged Goods Segment [Member] | ||
Goodwill | 357,871 | 358,038 |
Intangible Assets Net | 310,688 | 317,454 |
Operating Segments [Member] | Retail Segment [Member] | ||
Goodwill | 282,924 | 274,811 |
Intangible Assets Net | $ 364,004 | $ 358,037 |