Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 01, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Entity Interactive Data Current | Yes | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
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 | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Address, State or Province | BC | |
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 | 185,434,044 | |
Super Voting Shares [Member] | ||
Document Information [Line Items] | ||
Title of 12(g) Security | Super Voting Shares | |
Entity Common Stock, Shares Outstanding | 30,103,100 | |
Multiple Voting Shares [Member] | ||
Document Information [Line Items] | ||
Title of 12(g) Security | Multiple Voting Shares | |
Entity Common Stock, Shares Outstanding | 3,965,400 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and Cash Equivalents | $ 275,898,839 | $ 83,757,785 |
Accounts Receivable | 18,232,710 | 21,414,987 |
Inventories | 72,280,372 | 69,542,953 |
Prepaid Expenses | 7,681,878 | 6,445,393 |
Other Current Assets | 6,864,840 | 2,782,887 |
Total Current Assets | 380,958,639 | 183,944,005 |
Property and Equipment, Net | 201,069,010 | 189,925,877 |
Right of Use Assets, Net | 144,119,418 | 140,382,781 |
Investments | 29,066,003 | 40,794,806 |
Investment in Associate | 12,943,056 | 12,669,963 |
Intangible Assets, Net | 396,014,963 | 406,242,034 |
Goodwill | 382,697,467 | 382,697,467 |
Deposits and Other Assets | 2,255,466 | 1,892,229 |
TOTAL ASSETS | 1,549,124,022 | 1,358,549,162 |
Current Liabilities: | ||
Accounts Payable | 9,313,021 | 20,503,572 |
Accrued Liabilities | 53,638,305 | 56,288,729 |
Current Portion of Notes Payable | 344,380 | 341,983 |
Current Portion of Lease Liabilities | 5,087,512 | 3,862,110 |
Contingent Consideration Payable | 9,900,000 | 22,150,000 |
Income Tax Payable | 30,161,086 | 16,142,041 |
Total Current Liabilities | 108,444,304 | 119,288,435 |
Long-Term Liabilities: | ||
Lease Liabilities, Net of Current Portion | 150,679,584 | 146,426,760 |
Notes Payable, Net of Current Portion and Debt Discount | 99,727,557 | 98,712,996 |
Contingent Consideration Payable | 4,950,000 | 4,950,000 |
Warrant Liability | 45,304,671 | 39,454,000 |
Deferred Income Taxes | 37,248,013 | 35,557,630 |
TOTAL LIABILITIES | 446,354,129 | 444,389,821 |
COMMITMENTS AND CONTINGENCIES | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | 1,236,987,614 | 1,048,640,398 |
Contributed Surplus | (2,788,150) | 4,893,153 |
Deferred Share Issuances | 751,988 | 2,587,317 |
Accumulated Deficit | (135,129,957) | (145,498,623) |
Equity of Green Thumb Industries Inc. | 1,099,821,495 | 910,622,245 |
Noncontrolling interests | 2,948,398 | 3,537,096 |
TOTAL SHAREHOLDERS' EQUITY | 1,102,769,893 | 914,159,341 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 1,549,124,022 | 1,358,549,162 |
Subordinate Voting Shares [Member] | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | 0 | 0 |
Multiple Voting Shares [Member] | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | 0 | 0 |
Super Voting Shares [Member] | ||
SHARE HOLDERS' EQUITY | ||
Share Capital | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Subordinate Voting Shares [Member] | ||
Common Stock, Shares Authorized | Unlimited | Unlimited |
Common Stock, Shares, Issued | 185,044,227 | 178,113,221 |
Common Stock, Shares, Outstanding | 185,044,227 | 178,113,221 |
Multiple Voting Shares [Member] | ||
Common Stock, Shares Authorized | Unlimited | Unlimited |
Common Stock, Shares, Issued | 40,259 | 40,289 |
Common Stock, Shares, Outstanding | 40,259 | 40,289 |
Super Voting Shares [Member] | ||
Common Stock, Shares Authorized | Unlimited | Unlimited |
Common Stock, Shares, Issued | 301,031 | 312,031 |
Common Stock, Shares, Outstanding | 301,031 | 312,031 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenues, net of discounts | $ 194,430,584 | $ 102,602,602 |
Cost of Goods Sold, net | (83,565,084) | (49,615,188) |
Gross Profit | 110,865,500 | 52,987,414 |
Expenses: | ||
Selling, General, and Administrative | 59,331,251 | 45,434,757 |
Total Expenses | 59,331,251 | 45,434,757 |
Income (Loss) From Operations | 51,534,249 | 7,552,657 |
Other Income (Expense): | ||
Other Income (Expense), net | (5,149,817) | 6,786,110 |
Interest Income, net | 49,890 | 88,115 |
Interest Expense, net | (4,123,176) | (5,041,442) |
Total Other Income (Expense) | (9,223,103) | 1,832,783 |
Income (Loss) Before Provision for Income Taxes And Non-Controlling Interest | 42,311,146 | 9,385,440 |
Provision For Income Taxes | 30,856,178 | 13,149,000 |
Net Income (Loss) Before Non-Controlling Interest | 11,454,968 | (3,763,560) |
Net Income Attributable to Non-Controlling Interest | 1,086,302 | 442,704 |
Net Income (Loss) Attributable To Green Thumb Industries Inc. | $ 10,368,666 | $ (4,206,264) |
Net Income (Loss) per share—basic | $ 0.05 | $ (0.02) |
Net Income (Loss) per share—diluted | $ 0.05 | $ (0.02) |
Weighted average number of shares outstanding—basic | 216,210,429 | 208,468,356 |
Weighted average number of shares outstanding—diluted | 221,616,157 | 208,468,356 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) | Total | Share Capital [Member] | Contributed Surplus [Member] | Deferred Share Issuance [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] |
Beginning balance at Dec. 31, 2019 | $ 843,208,676 | $ 980,638,701 | $ 3,960,854 | $ 16,587,798 | $ (160,491,590) | $ 2,512,913 |
Contributions from limited liability company unit holders | 50,000 | 0 | 0 | 0 | 0 | 50,000 |
Issuance of shares under business combinations and investments | 6,062 | 684,551 | (678,489) | 0 | 0 | 0 |
Stock based compensation | 5,073,742 | 0 | 5,073,742 | 0 | 0 | 0 |
Contingent Consideration And Other Adjustments To Purchase Accounting | 8,967,257 | 8,967,257 | 0 | 0 | 0 | 0 |
Distributions to third party and limited liability company unit holders | (736,660) | 0 | (53,377) | 0 | 0 | (683,283) |
Net (loss) income | (3,763,560) | 0 | 0 | 0 | (4,206,264) | 442,704 |
Ending balance at Mar. 31, 2020 | 852,805,517 | 990,290,509 | 8,302,730 | 16,587,798 | (164,697,854) | 2,322,334 |
Beginning balance at Dec. 31, 2020 | 914,159,341 | 1,048,640,398 | 4,893,153 | 2,587,317 | (145,498,623) | 3,537,096 |
Issuance of shares under business combinations and investments | 1,000,000 | 1,038,307 | (38,307) | 0 | 0 | 0 |
Exercise of options, RSUs and warrants | 5,638,840 | 17,007,547 | (11,368,707) | 0 | 0 | 0 |
Stock based compensation | 4,030,655 | 0 | 4,030,655 | 0 | 0 | 0 |
Shares issued as contingent consideration | 12,672,681 | 12,672,681 | 0 | 0 | 0 | 0 |
Distribution of deferred shares | (9,732) | 1,825,597 | 0 | (1,835,329) | 0 | 0 |
Issuance of registered shares pursuant to Form S-1 | 155,498,140 | 155,803,084 | (304,944) | 0 | 0 | 0 |
Distributions to limited liability company unit holders | (1,675,000) | 0 | 0 | 0 | 0 | (1,675,000) |
Net (loss) income | 11,454,968 | 0 | 0 | 0 | 10,368,666 | 1,086,302 |
Ending balance at Mar. 31, 2021 | $ 1,102,769,893 | $ 1,236,987,614 | $ (2,788,150) | $ 751,988 | $ (135,129,957) | $ 2,948,398 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOW FROM OPERATING ACTIVITIES | ||
Net income (loss) attributable to Green Thumb Industries Inc. | $ 10,368,666 | $ (4,206,264) |
Net income (loss) attributable to non-controlling interest | 1,086,302 | 442,704 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 14,993,421 | 12,705,172 |
Amortization of operating lease assets | 7,751,299 | 4,257,515 |
Loss (gain) on disposal of property and equipment | 45,946 | (239,096) |
Bad debt expense | (74,092) | 315,261 |
Deferred income taxes | 1,690,383 | (424,000) |
Stock based compensation | 4,030,655 | 5,073,742 |
(Increase) decrease in fair value of investments | (1,014,652) | 274,592 |
Interest on contingent consideration payable and acquisition liabilities | 0 | 546,009 |
Increase (decrease) in fair value of contingent consideration | 412,949 | (170,990) |
Increase (decrease) in fair value of warrant | 5,850,671 | (7,382,843) |
Decrease in fair value of note receivable | 0 | 810,337 |
Amortization of debt discount | 1,102,632 | 1,585,322 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,256,369 | 489,020 |
Inventories | (2,737,419) | (4,135,787) |
Prepaid expenses and other current assets | (5,318,438) | (3,561,809) |
Deposits and other assets | (363,237) | 1,963,074 |
Accounts payable | (11,190,551) | 7,955,363 |
Accrued liabilities | 1,755,514 | 264,226 |
Operating lease liabilities | (6,009,710) | (3,086,451) |
Income tax payable | 14,019,045 | 13,573,000 |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 39,655,753 | 27,048,097 |
CASH FLOW FROM INVESTING ACTIVITIES | ||
Purchases of property and equipment | (19,421,367) | (13,246,608) |
Proceeds from disposal of assets | 60,000 | 11,799,025 |
Investments in securities | (6,002,302) | |
Proceeds from sale of investments | 18,122,664 | |
NET CASH USED IN INVESTING ACTIVITIES | (7,241,005) | (1,447,583) |
CASH FLOW FROM FINANCING ACTIVITIES | ||
Contributions from limited liability company unit holders | 0 | 50,000 |
Distributions to third parties and limited liability company unit holders | (1,675,000) | (736,660) |
Distributions from unconsolidated subsidairies | 350,000 | |
Net proceeds from issuance of registered shares pursuant to Form S-1 | 155,498,140 | |
Proceeds from exercise of options and warrants | 5,638,840 | |
Principal repayment of notes payable | (85,674) | (59,234) |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | 159,726,306 | (745,894) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH: | ||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 192,141,054 | 24,854,620 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 83,757,785 | 46,667,334 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 275,898,839 | 71,521,954 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Interest paid | 3,183,099 | 2,910,111 |
NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Accrued capital expenditures | (3,405,937) | 6,966,907 |
Noncash increase in right of use asset | (5,769,937) | (33,742,287) |
Noncash increase in lease liability | 5,769,937 | 33,742,287 |
Issuance of contingent shares under acquisition agreement | 13,672,681 | 8,967,257 |
Deferred share issuances | 1,835,329 | 400,143 |
Issuance of shares under business combinations | 0 | 6,062 |
Goodwill | 0 | (2,865,992) |
Deposits and other assets | 0 | 1,015,020 |
Liabilities assumed | 0 | (302,604) |
Equity interests issued | 0 | 503,389 |
Acquisition liability | 0 | (228,813) |
Deferred income taxes | 0 | 1,879,000 |
Noncash or Part Noncash Acquisition, Net Nonmonetary Assets Acquired (Liabilities Assumed) | 0 | 0 |
RECONCILIATION OF CASH, AND CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents | 275,898,839 | 64,613,618 |
Restricted cash | 0 | 6,908,336 |
TOTAL CASH, AND CASH EQUIVALENTS AND RESTRICED CASH | $ 275,898,839 | $ 71,521,954 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | 1. Overview and Basis of Presentation (a) Description of Business Green Thumb Industries Inc. (“ Green Thumb Company In addition to the states listed above, the Company also conducts pre-licensing activities in other markets. In these markets, the Company has either applied for licenses, or plans on applying for licenses, but does not currently own any cultivation, production or retail licenses. The Company’s registered office is located at 250 Howe Street, 20 th (b) Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the accounts of Green Thumb Industries Inc. and have been prepared in accordance with accounting principles generally accepted in the United States (“ GAAP The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the entire year ending December 31, 2021. (c) Significant Accounting Policies There have been no changes to the Company’s significant accounting policies as described in Note 2 of the Company’s 2020 annual report on Form 10-K. (d) Earnings (Loss) per Share Basic earnings (loss) per share is calculated using the treasury stock method, by dividing the net earnings (loss) 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 loss 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, 2021, the Company had 5,299,440 options, 592,535 restricted stock units and 2,294,523 warrants outstanding. As of March 31, 2020, the Company had 5,974,938 options, 1,477,898 restricted stock units and 2,387,470 warrants outstanding. In order to determine diluted earnings per share, it is assumed that any proceeds from the exercise of dilutive unvested restricted stock units, 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, 2021, the computation of diluted earnings per share included 3,702,372 options, 431,220 restricted stock units and 1,272,136 warrants. No potentially dilutive common share equivalents were included in the computation of diluted loss per share for the three months ended March 31, 2020 because their impact was anti-dilutive. (e) Recently Adopted Accounting Standards (i) In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes (“ASU 2019-12”). ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The Company adopted ASU 2019-12 on January 1, 2021. The adoption of the standard did not have a material impact on the Company’s unaudited interim condensed consolidated financial statements. (ii) In January 2020, the FASB issued ASU 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) (“ASU 2020-01”), which is intended to clarify the interaction of the accounting for equity securities under Topic 321 and investments accounted for under the equity method of accounting in Topic 323 and the accounting for certain forward contracts and purchased options accounted for under Topic 815. The Company adopted ASU 2020-01 on January 1, 2021. 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 (i) On August 5, 2020, the FASB issued ASU No. 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. We do not expect the adoption of this guidance will have a material impact on the Company’s unaudited interim condensed consolidated financial statements. (g) Coronavirus Pandemic In March 2020, the World Health Organization categorized coronavirus disease 2019 (“ COVID-19 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; assessment of the annual effective tax rate; 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 2021, 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, and the Company’s continued designation as an “essential” business in states where the Company does business that currently or in the future impose restrictions on its business operations. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 2. INVENTORIES The Company’s inventories include the following at March 31, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Raw Material $ 6,867,319 $ 6,372,659 Packaging and Miscellaneous 6,916,026 8,592,153 Work in Process 28,887,069 25,488,806 Finished Goods 31,367,676 30,821,392 Reserve for Obsolete Inventory (1,757,718 ) (1,732,057 ) Total Inventories $ 72,280,372 $ 69,542,953 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 3. PROPERTY AND EQUIPMENT At March 31, 2021 and December 31, 2020, property and equipment consisted of the following: March 31, 2021 December 31, 2020 Buildings and Improvements $ 51,351,319 $ 51,557,405 Equipment, Computers and Furniture 52,368,921 49,097,109 Leasehold Improvements 94,713,052 88,607,252 Capitalized Interest 3,151,236 2,988,681 Total Property and Equipment 201,584,528 192,250,447 Less: Accumulated Depreciation (28,075,122 ) (24,192,900 ) Property and Equipment, net 173,509,406 168,057,547 Land 3,389,376 2,879,376 Assets Under Construction 24,170,228 18,988,954 Property and Equipment, net $ 201,069,010 $ 189,925,877 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, 2021 and 2020 totaled $4,766,350 and $3,787,005, respectively of which $2,869,229 and $2,677,727, respectively, is included in cost of goods sold. |
Intangible Assets And Goodwill
Intangible Assets And Goodwill | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | 4. INTANGIBLE ASSETS AND GOODWILL 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, 2021 and December 31, 2020, intangible assets consisted of the following: March 31, 2021 December 31, 2020 Gross Carrying Accumulated Net Book Gross Carrying Accumulated Net Book Licenses and Permits $ 343,135,736 $ 48,295,200 $ 294,840,536 $ 343,135,736 $ 41,993,595 $ 301,142,141 Tradenames 99,295,599 16,376,274 82,919,325 99,295,599 13,455,178 85,840,421 Customer Relationships 25,258,000 8,455,792 16,802,208 25,258,000 7,583,005 17,674,995 Non-Competition Agreements 2,585,480 1,132,586 1,452,894 2,585,480 1,001,003 1,584,477 Total Intangible Assets $ 470,274,815 $ 74,259,852 $ 396,014,963 $ 470,274,815 $ 64,032,781 $ 406,242,034 The Company recorded amortization expense for the three months ended March 31, 2021 and 2020 of $10,227,071 and $8,918,167, respectively. The following table outlines the estimated annual amortization expense related to intangible assets as of March 31, 2021: Year Ending December 31, Estimated Amortization (Prior to Change in Useful Life) Remainder of 2021 $ 29,035,583 2022 38,683,555 2023 38,680,777 2024 38,099,444 2025 38,001,777 Thereafter 213,513,827 $ 396,014,963 Goodwill At March 31, 2021 and December 31, 2020 the balances of goodwill, by segment, consisted of the following: March 31, 2021 December 31, 2020 Retail $ 130,680,935 $ 130,680,935 Consumer Package Goods 252,016,532 252,016,532 Total Goodwill $ 382,697,467 $ 382,697,467 |
Investments
Investments | 3 Months Ended |
Mar. 31, 2021 | |
Investments [Abstract] | |
Investments | 5. INVESTMENTS As of March 31, 2021 and December 31, 2020, the Company held various equity interests in privately held cannabis companies as well as investments in convertible notes which had a combined fair value of $29,066,003 and $40,794,806 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 change in the Company’s investments during the three months ending March 31, 2021 and year ending December 31, 2020: March 31, 2021 December 31, 2020 Beginning Balance $ 40,794,806 $ 14,068,821 Additions 6,002,302 525,000 Disposals (18,122,664 ) (169,818 ) Fair value adjustments 391,559 26,370,803 Ending Balance $ 29,066,003 $ 40,794,806 On January 15, 2021, the Company sold approximately half of its equity interest in a privately held entity for $18,112,500 in cash. As of March 31, 2021 and December 31, 2020, the fair value of this equity i nterest was $19,136,689 and $37,249,189, respectively. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | 6. LEASES (a) Operating Leases The Company has operating leases for certain Rise, Essence and other retail dispensaries as well as many of the Company’s processing and cultivation facilities located throughout the US. Additionally, the Company has an operating lease for corporate office space 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 taxes, insurance and maintenance which are considered non-lease components. The Company accounts for real estate leases and the related fixed non-lease components together as a single component. The Company 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, 2021 and 2020 the Company recorded operating lease expense of $7,751,299 and $4,257,515, respectively. (a) Operating Leases Other information related to operating leases as of and for the three months ending March 31, 2021 and year ending December 31, 2020 were as follows: As of March 31, 2021 As of December 31, Weighted average remaining lease term (years) 13.31 12.10 Weighted average discount rate 14.0% 13.7% Maturities of lease liabilities for operating leases as of March 31, 2021 were as follows: Maturities of Lease Liability Third Party Related Party Total Year Ending December 31, Remainder of 2021 $ 19,315,251 $ 984,896 $ 20,300,147 2022 26,749,723 1,337,130 28,086,853 2023 26,615,165 1,367,771 27,982,936 2024 26,122,891 1,255,714 27,378,605 2025 24,099,497 1,182,489 25,281,986 2026 and Thereafter 248,109,371 9,162,841 257,272,212 Total Lease Payments 371,011,898 15,290,841 386,302,739 Less: Interest (223,197,788 ) (7,337,855 ) (230,535,643 ) Present Value of Lease Liability $ 147,814,110 $ 7,952,986 $ 155,767,096 (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 certain facilities leased by the Company. Additionally, Mosaic Real Estate, LLC is 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, 2021 and 2020, the Company recorded lease expense of $295,203 and $222,339, respectively, associated with these leasing arrangements. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Notes Payable | 7. NOTES PAYABLE At March 31, 2021 and December 31, 2020, notes payable consisted of the following: March 31, 2021 December 31, 2020 In connection with an acquisition completed in 2017, the Company is required to make quarterly charitable contributions of $50,000 through October 2024. The net present value of these required payments has been recorded as a liability with an interest rate of 2.17%. $ 671,328 $ 717,430 Private placement debt dated May 22, 2019, in the original amount of $105,466,429 with an interest rate of 12.00%, matures on May 22, 2023. The debt was issued at a discount, the carrying value of which is $9,411,725 and $10,511,335 as of March 31, 2021 and December 31, 2020, respectively. 96,054,704 94,955,094 Rise Joliet mortgage dated June 5, 2020, in the original amount of $1,814,000 with an interest rate of 5.00%, matures on June 5, 2035. The debt was issued at a discount, the carrying value of which is 1,580,835 1,598,972 Rise Lakewood mortgage dated August 20, 2020, in the original amount of $833,000 with an interest rate of 7.25%, matures on August 20, 2025, and is presented net of principal payments of $17,682 and $9,524 as of March 31, 2021 and December 31, 2020, respectively. 815,318 823,483 Rise Mundelein mortgage dated December 6, 2020, in the original amount of $960,000 with an interest rate of 6.95%, matures on December 06, 2025, and is presented net of principal payments of $10,248 and $0 as of March 31, 2021 and December 31, 2020, respectively. 949,752 960,000 Total notes payable 100,071,937 99,054,979 Less: current portion of notes payable (344,380 ) (341,983 ) Notes payable, net of current portion $ 99,727,557 $ 98,712,996 (a) Related Parties The private placement debt is 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 a director of the Company (through KP Capital, LLC); Andrew Grossman, the Executive Vice President of Capital Markets of the Company (through AG Funding Group, LLC); Anthony Georgiadis, the Chief Financial Officer and a director of the Corporation (through Three One Four Holdings, LLC); and Anthony Georgiadis and William Gruver, a director of the Corporation (through ABG, LLC). |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2021 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants | 8. WARRANTS As part of the Company’s private placement financing and Mortgage on the Joliet, Illinois dispensary, the Company issued warrants to related parties, as well as un-related 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 warrants outstanding as of March 31, 2021 and December 31, 2020: Number of Shares Weighted Weighted Number Weighted Weighted Liability Classified Equity Classified Balance as at December 31, 2020 2,485,794 C$ 18.45 3.40 35,000 $ 9.10 4.43 Warrants Exercised (226,271 ) 18.01 3.26 — — — Balance as at March 31, 2021 2,259,523 C$ 18.18 3.14 35,000 $ 9.10 4.18 (a) Liability Classified Warrants Outstanding The following table summarizes the fair value of the liability classified warrants at March 31, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Warrant Liability Strike Warrants Fair Value Warrants Fair Value Bridge Financing Warrants C$ 22.90 218,964 $ 3,385,500 218,964 $ 2,544,500 Private Placement Financing Warrants C$ 19.39 1,641,301 32,858,000 1,822,771 28,756,500 Modification Warrants Additional Modification Warrants C$ C$ 12.04 14.03 323,910 75,348 7,389,782 1,671,389 360,256 83,803 6,630,000 1,523,000 Totals 2,259,523 $ 45,304,671 2,485,794 $ 39,454,000 During the three months ended March 31, 2021 and 2020, the Company recorded a loss of $5,850,671 and a gain of $7,382,843, 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 13 - Fair Value Measurements for additional details): Significant Assumptions March 31, 2021 December 31, 2020 Volatility 73.80% - 79.62% 72.19% - 79.1% Remaining Term 1.53 - 4.14 years 1.78 - 4.39 years Risk Free Rate 0.22% - 0.78% 0.20% - 0.28% (b) Equity Classified Warrants Outstanding The following table summarizes the fair value of the equity classified warrants at March 31, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Warrants Included in Contributed Surplus (Deficit) Strike Warrants Balance Warrants Balance Dispensary Mortgage Warrants $ 9.10 35,000 $ 181,272 35,000 $ 181,272 The equity warrants were valued at the date of issuance using a volatility rate o f 80 5 and a risk free rate of 0.37%. |
Share Capital
Share Capital | 3 Months Ended |
Mar. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Share Capital | 9. 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 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 vesting periods are recorded as share capital. Income tax relating to transaction costs of an equity transaction is accounted for in accordance with Accounting Standards Codification (“ ASC 740, Income Taxes (a) Authorized The Company has the following classes of share capital, with each class having no par value: (i) S ubordinate 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 ending March 31, 2021, the shareholders of the Company converted 30 Multiple Voting Shares into 3,000 Subordinate Voting Shares and 11,000 Super Voting Shares into 1,100,000 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, 2021, the Company had 40,259 issued and outstanding Multiple Voting Shares, which convert into 4,025,900 Subordinate Voting Shares. The Company is authorized to issue an unlimited number of Multiple Voting Shares. During the three months ending March 31, 2021, the shareholders of the Company converted 30 Multiple Voting Shares into 3,000 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, 2021, the Company had 301,031 issued and Subordinate Voting Shares. The Company is authorized to issue an unlimited number of Super Voting Shares. During the three months ending March 31, 2021, the shareholders of the Company converted Super Voting Shares into Subordinate 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 at December 31, 2020 178,113,221 40,289 312,031 Issuance of shares under business combinations and investments 30,414 — — Distribution of contingent consideration 412,744 — — Distribution of deferred shares 146,315 — — Issuance of registered shares pursuant to S-1 4,693,991 — — Issuance of shares upon exercise of options and warrants 449,665 — — Issuances of shares upon vesting of RSUs 94,877 — — Exchange of shares 1,103,000 (30 ) (11,000 ) As at March 31, 2021 185,044,227 40,259 301,031 (i) Issuance of Shares Under Business Combinations and Investments GTI New Jersey, LLC In connection with the Company’s April 23, 2019 acquisition of the non-controlling interest in GTI New Jersey, LLC, the Company agreed to award the previous minority shareholders of the entity up to $3,000,000 in Subordinate Voting Shares. On May 7, 2020, the Company received approval from the New Jersey Department of Health to begin buildout of an additional retail dispensary. As of that date, the Company recorded a current obligation of $2,000,000 representing the maximum value of the shares to be issuable to the former minority shareholders of GTI New Jersey, LLC. On March 15, 2021, one of the retail dispensaries, located in Paramus, New Jersey, was successfully opened. As a result, the Company issued 30,414 Subordinate Voting Shares to the former minority shareholders of GTI New Jersey, LLC. The shares had a fair value o f $1,038,307 on the date of issuance. As of March 31, 2021, and December 31, 2020, the Company carried an obligation of $1,000,000 and $2,000,000, respectively, associated with the retail dispensary agreement with the former minority shareholders of GTI New Jersey, LLC. (ii) Distribution of Contingent Consideration Integral Associates, LLC In connection with the Company’s 2019 acquisition of Integral Associates, LLC, the purchase agreement included contingent consideration which was dependent upon the awarding of conditional and final dispensary operating licenses. On March 22, 2021, the Company issued 412,744 Subordinate Voting Shares to the former owners of Integral Associates, LLC in connection with the awarding of a final retail dispensary license located in Pasadena, California. The shares had a fair value of $12,672,681 at the date of issuance and resulted in a loss of $8,172,681 which was recorded in other income (expense) in the unaudited interim condensed consolidated statement of operations. In addition, the Company determined that there is a remote likelihood that the Company will obtain retail dispensary operating licenses in either West Hollywood or Culver City, California, under commercially reasonable terms. Consequently, the Company remeasured the contingent liability associated with these milestones which resulted in a reduction to the contingent liability with a corresponding reduction to other income (expense) in the unaudited interim condensed consolidated statement of operations. As of March 31, 2021 and December 31, 2020, the estimated fair value of the contingent consideration associated with the acquisition of Integral Associates, LLC, which was valued using a probability weighting of the potential payouts, was $14,850,000 and $27,100,000, respectively of which $4,950,000, in each period, was recorded as a non-current liability. (iii) Distribution of Deferred Shares For Success Holding Company As part of the consideration exchanged in the Company’s 2019 acquisitions, Subordinate Voting Shares are held back or deferred until a specific date post acquisition. The deferred shares are issued to the former owners of the acquired entity upon the passage of twelve to twenty-four months from the close of each transaction as defined within each respective acquisition agreement. On February 22, 2021, the Company issued 146,315 Subordinate Voting Shares with a value of $1,825,597 in connection with the Company’s 2019 acquisition of For Success Holding Company. The issuance represented the final payout to the former owners of For Success Holding Company and resulted in the cancelation of 780 shares valued at $9,732 representing certain reimbursable costs incurred by the Company. (iv) Issuance of Registered Shares Pursuant to S-1 On February 8, 2021, the SEC declared effective, the Company’s Registration Statement No. 333-248213 on Form S-1 filed on February 2, 2021. Shortly thereafter, the Company received an offer from a single institutional investor to purchase 3,122,073 of the Subordinate Voting Shares registered on the Form S-1 at a price of $32.03 per share for a total of $100,000,030. The transaction closed on February 9, 2021. On February 23, 2021, the Company accepted additional offers to purchase a total of 1,571,917 Subordinate Voting Shares at a price of $35.50 per share, for a total of $55,803,054. The Company intends to use the net proceeds from the sale of securities for general corporate purposes, which may include capital expenditures, working capital and general and administrative expenses. The Company may also use a portion of the net proceeds to acquire or invest in business and products that are complimentary to the Company’s own business and products. Additionally, the Company incurred legal, audit and other professional fees of $304,944 associated the issuance of the registered shares. Such fees have been recorded within contributed surplus (deficit) within the Company’s unaudited interim condensed consolidated statement of shareholders’ equity. (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 RSUs 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 grants generally vest over three years, and options typically have a life of five or 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. Stock option activity is summarized as follows: Number of Weighted Weighted Aggregate Balance as at December 31, 2020 5,664,406 11.91 4.39 $ 85,408,034 Granted 43,968 32.74 Exercised (223,394 ) 14.04 Forfeited (185,540 ) 10.68 Balance as at March 31, 2021 5,299,440 12.03 3.97 $ 106,221,476 Vested 1,749,365 13.37 Exercisable at March 31, 2021 2,122,671 12.15 4.20 $ 42,431,312 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, 2021 and December 31, 2020, 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, 2021 and December 31, 2020. 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, 2021 and 2020: For the Three Months Ended 2021 2020 Weighted average grant date fair value (per share) of stock option units granted (C$) C$ 13.06 C$ 4.37 Intrinsic value of stock option units exercised, using market price at vest date (USD) $ 4,573,378 $ — 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, 2021 and the year ended December 31, 2020, using the following ranges of assumptions: March 31, December 31, Risk-free interest rate 0.33% - 0.74% 0.31% - 1.37% Expected dividend yield 0% 0% Expected volatility 73% 80% Expected option life 3 – 3.5 years 3-5 years As permitted under ASC 718, the Company has made an accounting policy choice to account for forfeitures when they occur. The following table summarizes the number of non-vested RSU awards as of March 31, 2021 and December 31, 2020 and the changes during the three months ended March 31, 2021: Number of Weighted Nonvested Shares at December 31, 2020 689,340 16.77 Granted 16,739 39.63 Forfeited (18,667 ) 16.48 Vested (94,877 ) 18.35 Nonvested Shares at March 31, 2021 592,535 17.19 The following table summarizes the weighted average grant date fair value and total fair value of RSUs vested for the three months ended March 31, 2021 and 2020: For the Three Months Ended 2021 2020 Weighted average grant date fair value (per share) of granted (C$) C$ 39.63 C$ 10.86 Intrinsic value of RSUs vested, using market price at vest date (USD) $ 3,105,640 $ 511,150 The stock-based compensation expense for the three months ended March 31, 2021 and 2020 was as followed: For the Three Months Ended 2021 2020 Stock Options Expense $ 2,628,858 $ 2,691,157 RSUs 1,401,797 2,382,585 Total Stock-Based Compensation Expense $ 4,030,655 $ 5,073,742 As of March 31, 2021, $19,996,039 of total unrecognized expense related to stock-based compensation awards is expected to be recognized over a weighted-average period of 1.59 years. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. INCOME TAXES The following table summarizes the Company’s income tax expense and effective tax rates for the three months ended March 31, 2021 and 2020: For the Three Months Ended 2021 2020 Income before Income Taxes $ 42,311,146 $ 9,385,440 Income Tax Expense 30,856,178 13,149,000 Effective Tax Rate 72.9% 140.1% The Company has computed its provision for income taxes under the discrete method which treats the year-to-date period as if it were the annual period and determines the income tax expense or benefit on that basis. The discrete method is applied when application of the estimated annual effective tax rate is impractical because it is not possible to reliably estimate the annual effective tax rate. We believe that, at this time, the use of this discrete method is more appropriate than the annual effective tax rate method as the estimated annual effective tax rate method is not reliable due to the high degree of uncertainty in estimating annual pre-tax income due to the early growth stage of the business. Due to its cannabis operations, the Company is subject to the limitations of Internal Revenue Code (“ IRC The effective tax rate for the three months ended March 31, 2021 varies widely from the three month ended March 31, 2020, primarily due to the reduction in non deductible expenses as a proportion of total expenses in the current year. This variation also includes a change in methodology from an annualized effective tax rate method for the three months ended March 31, 2020 compared to the discrete method for the period ending March 31, 2021 described above. The Company incurs expenses that are not deductible due to IRC Section 280E limitations which results in significant income tax expense. The Company is subject to income taxes in the United States and Canada. Significant judgment is required in evaluating the Company’s uncertain tax positions and determining the provision for income taxes. The Company’s gross unrecognized tax benefits were approximately $38.6 million and $4.3 million as of March 31, 2021 and 2020, respectively, recorded within Deferred Income Taxes. The federal statute of limitation remains open for the 2017 tax year to the present. The state income tax returns generally remain open for the 2016 tax year through the present. Net operating losses arising prior to these years are also open to examination if and when utilized. Taxes paid during the three months ended March 31 , 2021 and 2020 were $15,146,750 and $0, respectively. |
Other Income (Expense)
Other Income (Expense) | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense) | 11. OTHER INCOME (EXPENSE) For the three months ended March 31, 2021 and 2020 other income (expense) was comprised of the following: Three Months Ended March 31, 2021 2020 Fair value adjustments on equity investments $ 391,559 $ (215,607 ) Fair value adjustments on variable note receivable — (810,337 ) Fair value adjustment on warrants issued (5,850,671 ) 7,382,843 Fair value adjustments on contingent consideration (412,949 ) 170,990 Equity earnings in joint ventures 623,093 250,000 Other 99,151 8,221 Total Other Income (Expense) $ (5,149,817 ) $ 6,786,110 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. 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. While management believes that the Company is in compliance with applicable local and state regulations at March 31, 2021 and December 31, 2020, cannabis and other regulations continue to evolve and are subject to differing interpretations. As a result, the Company may be subject to regulatory fines, penalties, or restrictions in the future. (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, 2021 and December 31, 2020, 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, 2021, the Company held approximately $11,745,258 of open construction commitments to contractors on work being performed. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block Supplement [Abstract] | |
Fair Value Measurements | 13. 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 Level 2 Level 3 Financial Instruments The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, due from related parties, investments, accounts payable and accrued liabilities, notes payable, derivative liability, liability for acquisition of noncontrolling interest and contingent consideration payable. 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, 2021 Level 1 Level 2 Level 3 Total Cash and Cash Equivalents $ 275,898,839 $ — $ — $ 275,898,839 Investments 1,181,146 — 27,884,857 29,066,003 Contingent Consideration Payable — — (14,850,000 ) (14,850,000 ) Warrant Liability — — (45,304,671 ) (45,304,671 ) $ 277,079,985 $ — $ (32,269,814 ) $ 244,810,171 As of December 31, 2021 Level 1 Level 2 Level 3 Total Cash and Cash Equivalents $ 83,757,785 $ — $ — $ 83,757,785 Investments 923,581 — 39,871,225 40,794,806 Contingent Consideration Payable — — (27,100,000 ) (27,100,000 ) Warrant Liability — — (39,454,000 ) (39,454,000 ) $ 84,681,366 $ — $ (26,682,775 ) $ 57,998,591 |
Variable Interest Entities
Variable Interest Entities | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | 14. VARIABLE INTEREST ENTITIES The following table presents the summarized financial information about the Company’s consolidated variable interest entities (“ VIEs MSAs March 31, 2021 December 31, 2020 IL Disp, LLC Other Non- Chesapeake IL Disp, LLC Other Non- Current assets $ 3,453,766 $ 2,411,739 $ 32,307,718 $ 3,738,868 $ 2,362,572 Non-current assets 3,566,193 2,210,239 3,367,360 3,657,392 2,281,839 Current liabilities 1,156,208 1,142,340 23,362,255 336,970 1,563,224 Non-current liabilities 450,291 762,865 768,573 461,926 783,356 Noncontrolling interests 2,581,731 270,544 — 3,173,683 267,289 Equity attributable to Green Thumb Industries Inc. 2,581,731 2,446,229 11,544,250 3,173,683 2,030,542 On December 31, 2020, the MSA for Chesapeake Alternatives, LLC was amended and restated to make GTI Maryland, LLC, the sole member of the entity. As a result, the remaining equity associated with the noncontrolling interest was closed to share capital of Green Thumb as of December 31, 2020. The Following tables presents 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, 2021 and 2020: Three Months Ended March 31, 2021 2020 IL Disp, LLC Other Non- Chesapeake IL Disp, LLC Other Non- Revenues $ 5,727,274 $ 3,311,283 $ 4,308,630 $ 2,781,616 $ 1,712,651 Net income (loss) attributable to noncontrolling interests 783,048 303,255 41,409 364,116 37,179 Net income (loss) attributable to Green Thumb Industries Inc. 783,047 415,688 1,139,063 364,117 59,373 Net income (loss) $ 1,566,095 $ 718,943 $ 1,180,472 $ 728,233 $ 96,552 As of March 31, 2021 and 2020, and December 31, 2020, 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, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | 15. SEGMENT REPORTING The Company operates in two segments: the cultivation, production and sale of cannabis products to retail stores (“ Consumer Packaged Goods Retail The below table presents revenues by type for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Revenues, Net of Discounts Consumer Packaged Goods $ 104,077,438 $ 46,322,028 Retail 130,108,718 75,961,450 Intersegment Eliminations (39,755,572 ) (19,680,876 ) Total Revenues, net of discounts $ 194,430,584 $ 102,602,602 Depreciation and Amortization Consumer Packaged Goods $ 8,000,947 $ 7,594,366 Retail 6,992,474 5,110,806 Intersegment Eliminations — — Total Depreciation and Amortization $ 14,993,421 $ 12,705,172 Income Taxes Consumer Packaged Goods $ 17,287,094 $ 4,227,000 Retail 13,569,084 8,922,000 Intersegment Eliminations and Corporate — — Total Income Taxes $ 30,856,178 $ 13,149,000 Goodwill assigned to the Consumer Packaged Goods segment as of March 31, 2021 and December 31, 2020 was $252,016,532 at each period end. Intangible assets, net assigned to the Consumer Packaged Goods segment as of March 31, 2021 and December 31, 2020 was $206,620,582 and $211,303,718, respectively. Goodwill assigned to the Retail segment as of March 31, 2021 and December 31, 2020 was $130,680,935 at each period end. Intangible assets, net assigned to the Retail segment as of March 31, 2021 and December 31, 2020 was $189,394,381 and $194,938,316, 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 22 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 customers domiciled in the United States and all assets are located in the United States. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. SUBSEQUENT EVENTS On April 30, 2021, the Company closed on a $216,734,258 Senior Secured non-brokered private placement financing through the issuance of senior secured notes (the “Notes”). The Company used the proceeds to retire the Company’s existing $105,466,429, senior secured note due May 2023 and the remaining proceeds for general working capital purposes as well as various growth initiatives. The Notes have a maturity date of April 30, 2024 and will bear interest from the date of issue at 7% per annum, payable quarterly, with an option, at the discretion of the Company, to extend an additional 12 months. The financing permits the Company to borrow an additional $33,265,741 over the next twelve months. The purchasers of the Notes also received 1,459,044 warrants (the “Warrants”) which allows the holder to purchase one Subordinate Voting Share of Green Thumb at an exercise price of $32.68 per share, for a period of 60 months from the date of issue. Certain related parties participated in the financing, purchasing an aggregate of approximately US $3 million of notes. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Preparation and Statement of Compliance | (b) Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the accounts of Green Thumb Industries Inc. and have been prepared in accordance with accounting principles generally accepted in the United States (“ GAAP The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the entire year ending December 31, 2021. |
Significant Accounting Policies | (c) Significant Accounting Policies There have been no changes to the Company’s significant accounting policies as described in Note 2 of the Company’s 2020 annual report on Form 10-K. |
Earnings (Loss) per Share | (d) Earnings (Loss) per Share Basic earnings (loss) per share is calculated using the treasury stock method, by dividing the net earnings (loss) 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 loss 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, 2021, the Company had 5,299,440 options, 592,535 restricted stock units and 2,294,523 warrants outstanding. As of March 31, 2020, the Company had 5,974,938 options, 1,477,898 restricted stock units and 2,387,470 warrants outstanding. In order to determine diluted earnings per share, it is assumed that any proceeds from the exercise of dilutive unvested restricted stock units, 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, 2021, the computation of diluted earnings per share included 3,702,372 options, 431,220 restricted stock units and 1,272,136 warrants. No potentially dilutive common share equivalents were included in the computation of diluted loss per share for the three months ended March 31, 2020 because their impact was anti-dilutive. |
New Accounting Pronouncements | (e) Recently Adopted Accounting Standards (i) In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) - Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes (“ASU 2019-12”). ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The Company adopted ASU 2019-12 on January 1, 2021. The adoption of the standard did not have a material impact on the Company’s unaudited interim condensed consolidated financial statements. (ii) In January 2020, the FASB issued ASU 2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) (“ASU 2020-01”), which is intended to clarify the interaction of the accounting for equity securities under Topic 321 and investments accounted for under the equity method of accounting in Topic 323 and the accounting for certain forward contracts and purchased options accounted for under Topic 815. The Company adopted ASU 2020-01 on January 1, 2021. 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 (i) On August 5, 2020, the FASB issued ASU No. 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. We do not expect the adoption of this guidance will have a material impact on the Company’s unaudited interim condensed consolidated financial statements. |
Coronavirus Pandemic | (g) Coronavirus Pandemic In March 2020, the World Health Organization categorized coronavirus disease 2019 (“ COVID-19 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; assessment of the annual effective tax rate; 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 2021, 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, and the Company’s continued designation as an “essential” business in states where the Company does business that currently or in the future impose restrictions on its business operations. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Summary of inventory | The Company’s inventories include the following at March 31, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Raw Material $ 6,867,319 $ 6,372,659 Packaging and Miscellaneous 6,916,026 8,592,153 Work in Process 28,887,069 25,488,806 Finished Goods 31,367,676 30,821,392 Reserve for Obsolete Inventory (1,757,718 ) (1,732,057 ) Total Inventories $ 72,280,372 $ 69,542,953 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | At March 31, 2021 and December 31, 2020, property and equipment consisted of the following: March 31, 2021 December 31, 2020 Buildings and Improvements $ 51,351,319 $ 51,557,405 Equipment, Computers and Furniture 52,368,921 49,097,109 Leasehold Improvements 94,713,052 88,607,252 Capitalized Interest 3,151,236 2,988,681 Total Property and Equipment 201,584,528 192,250,447 Less: Accumulated Depreciation (28,075,122 ) (24,192,900 ) Property and Equipment, net 173,509,406 168,057,547 Land 3,389,376 2,879,376 Assets Under Construction 24,170,228 18,988,954 Property and Equipment, net $ 201,069,010 $ 189,925,877 |
Intangible Assets And Goodwill
Intangible Assets And Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of intangible assets | At March 31, 2021 and December 31, 2020, intangible assets consisted of the following: March 31, 2021 December 31, 2020 Gross Carrying Accumulated Net Book Gross Carrying Accumulated Net Book Licenses and Permits $ 343,135,736 $ 48,295,200 $ 294,840,536 $ 343,135,736 $ 41,993,595 $ 301,142,141 Tradenames 99,295,599 16,376,274 82,919,325 99,295,599 13,455,178 85,840,421 Customer Relationships 25,258,000 8,455,792 16,802,208 25,258,000 7,583,005 17,674,995 Non-Competition Agreements 2,585,480 1,132,586 1,452,894 2,585,480 1,001,003 1,584,477 Total Intangible Assets $ 470,274,815 $ 74,259,852 $ 396,014,963 $ 470,274,815 $ 64,032,781 $ 406,242,034 |
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, 2021: Year Ending December 31, Estimated Amortization (Prior to Change in Useful Life) Remainder of 2021 $ 29,035,583 2022 38,683,555 2023 38,680,777 2024 38,099,444 2025 38,001,777 Thereafter 213,513,827 $ 396,014,963 |
Summary of Goodwill And Intangible Assets Disclosure | At March 31, 2021 and December 31, 2020 the balances of goodwill, by segment, consisted of the following: March 31, 2021 December 31, 2020 Retail $ 130,680,935 $ 130,680,935 Consumer Package Goods 252,016,532 252,016,532 Total Goodwill $ 382,697,467 $ 382,697,467 |
Investments (Tables)
Investments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Schedule of Investments [Line Items] | |
Schedule Of Long Term Investments | The following table summarizes the change in the Company’s investments during the three months ending March 31, 2021 and year ending December 31, 2020: March 31, 2021 December 31, 2020 Beginning Balance $ 40,794,806 $ 14,068,821 Additions 6,002,302 525,000 Disposals (18,122,664 ) (169,818 ) Fair value adjustments 391,559 26,370,803 Ending Balance $ 29,066,003 $ 40,794,806 |
Leases (Table)
Leases (Table) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule Of Other Information Related To Operating Leases | Other information related to operating leases as of and for the three months ending March 31, 2021 and year ending December 31, 2020 were as follows: As of March 31, 2021 As of December 31, Weighted average remaining lease term (years) 13.31 12.10 Weighted average discount rate 14.0% 13.7% |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities for operating leases as of March 31, 2021 were as follows: Maturities of Lease Liability Third Party Related Party Total Year Ending December 31, Remainder of 2021 $ 19,315,251 $ 984,896 $ 20,300,147 2022 26,749,723 1,337,130 28,086,853 2023 26,615,165 1,367,771 27,982,936 2024 26,122,891 1,255,714 27,378,605 2025 24,099,497 1,182,489 25,281,986 2026 and Thereafter 248,109,371 9,162,841 257,272,212 Total Lease Payments 371,011,898 15,290,841 386,302,739 Less: Interest (223,197,788 ) (7,337,855 ) (230,535,643 ) Present Value of Lease Liability $ 147,814,110 $ 7,952,986 $ 155,767,096 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | At March 31, 2021 and December 31, 2020, notes payable consisted of the following: March 31, 2021 December 31, 2020 In connection with an acquisition completed in 2017, the Company is required to make quarterly charitable contributions of $50,000 through October 2024. The net present value of these required payments has been recorded as a liability with an interest rate of 2.17%. $ 671,328 $ 717,430 Private placement debt dated May 22, 2019, in the original amount of $105,466,429 with an interest rate of 12.00%, matures on May 22, 2023. The debt was issued at a discount, the carrying value of which is $9,411,725 and $10,511,335 as of March 31, 2021 and December 31, 2020, respectively. 96,054,704 94,955,094 Rise Joliet mortgage dated June 5, 2020, in the original amount of $1,814,000 with an interest rate of 5.00%, matures on June 5, 2035. The debt was issued at a discount, the carrying value of which is 1,580,835 1,598,972 Rise Lakewood mortgage dated August 20, 2020, in the original amount of $833,000 with an interest rate of 7.25%, matures on August 20, 2025, and is presented net of principal payments of $17,682 and $9,524 as of March 31, 2021 and December 31, 2020, respectively. 815,318 823,483 Rise Mundelein mortgage dated December 6, 2020, in the original amount of $960,000 with an interest rate of 6.95%, matures on December 06, 2025, and is presented net of principal payments of $10,248 and $0 as of March 31, 2021 and December 31, 2020, respectively. 949,752 960,000 Total notes payable 100,071,937 99,054,979 Less: current portion of notes payable (344,380 ) (341,983 ) Notes payable, net of current portion $ 99,727,557 $ 98,712,996 |
Warrants (Tables)
Warrants (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Class of Warrant or Right [Line Items] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | The following table summarizes the number warrants outstanding as of March 31, 2021 and December 31, 2020: Number of Shares Weighted Weighted Number Weighted Weighted Liability Classified Equity Classified Balance as at December 31, 2020 2,485,794 C$ 18.45 3.40 35,000 $ 9.10 4.43 Warrants Exercised (226,271 ) 18.01 3.26 — — — Balance as at March 31, 2021 2,259,523 C$ 18.18 3.14 35,000 $ 9.10 4.18 |
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, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Warrant Liability Strike Warrants Fair Value Warrants Fair Value Bridge Financing Warrants C$ 22.90 218,964 $ 3,385,500 218,964 $ 2,544,500 Private Placement Financing Warrants C$ 19.39 1,641,301 32,858,000 1,822,771 28,756,500 Modification Warrants Additional Modification Warrants C$ C$ 12.04 14.03 323,910 75,348 7,389,782 1,671,389 360,256 83,803 6,630,000 1,523,000 Totals 2,259,523 $ 45,304,671 2,485,794 $ 39,454,000 |
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 13 - Fair Value Measurements for additional details): Significant Assumptions March 31, 2021 December 31, 2020 Volatility 73.80% - 79.62% 72.19% - 79.1% Remaining Term 1.53 - 4.14 years 1.78 - 4.39 years Risk Free Rate 0.22% - 0.78% 0.20% - 0.28% |
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, 2021 and December 31, 2020: March 31, 2021 December 31, 2020 Warrants Included in Contributed Surplus (Deficit) Strike Warrants Balance Warrants Balance Dispensary Mortgage Warrants $ 9.10 35,000 $ 181,272 35,000 $ 181,272 |
Share Capital (Tables)
Share Capital (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 at December 31, 2020 178,113,221 40,289 312,031 Issuance of shares under business combinations and investments 30,414 — — Distribution of contingent consideration 412,744 — — Distribution of deferred shares 146,315 — — Issuance of registered shares pursuant to S-1 4,693,991 — — Issuance of shares upon exercise of options and warrants 449,665 — — Issuances of shares upon vesting of RSUs 94,877 — — Exchange of shares 1,103,000 (30 ) (11,000 ) As at March 31, 2021 185,044,227 40,259 301,031 |
Share-based Payment Arrangement, Option, Activity | Stock option activity is summarized as follows: Number of Weighted Weighted Aggregate Balance as at December 31, 2020 5,664,406 11.91 4.39 $ 85,408,034 Granted 43,968 32.74 Exercised (223,394 ) 14.04 Forfeited (185,540 ) 10.68 Balance as at March 31, 2021 5,299,440 12.03 3.97 $ 106,221,476 Vested 1,749,365 13.37 Exercisable at March 31, 2021 2,122,671 12.15 4.20 $ 42,431,312 |
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, 2021 and the year ended December 31, 2020, using the following ranges of assumptions: March 31, December 31, Risk-free interest rate 0.33% - 0.74% 0.31% - 1.37% Expected dividend yield 0% 0% Expected volatility 73% 80% Expected option life 3 – 3.5 years 3-5 years |
Schedule of Stock-Based Compensation Expense | The stock-based compensation expense for the three months ended March 31, 2021 and 2020 was as followed: For the Three Months Ended 2021 2020 Stock Options Expense $ 2,628,858 $ 2,691,157 RSUs 1,401,797 2,382,585 Total Stock-Based Compensation Expense $ 4,030,655 $ 5,073,742 |
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, 2021 and 2020: For the Three Months Ended 2021 2020 Weighted average grant date fair value (per share) of stock option units granted (C$) C$ 13.06 C$ 4.37 Intrinsic value of stock option units exercised, using market price at vest date (USD) $ 4,573,378 $ — |
Restricted Stock Units | |
Disclosure of Share Capital [Line Items] | |
Non-vested Restricted Stock Shares Activity | As permitted under ASC 718, the Company has made an accounting policy choice to account for forfeitures when they occur. The following table summarizes the number of non-vested RSU awards as of March 31, 2021 and December 31, 2020 and the changes during the three months ended March 31, 2021: Number of Weighted Nonvested Shares at December 31, 2020 689,340 16.77 Granted 16,739 39.63 Forfeited (18,667 ) 16.48 Vested (94,877 ) 18.35 Nonvested Shares at March 31, 2021 592,535 17.19 |
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 total fair value of RSUs vested for the three months ended March 31, 2021 and 2020: For the Three Months Ended 2021 2020 Weighted average grant date fair value (per share) of granted (C$) C$ 39.63 C$ 10.86 Intrinsic value of RSUs vested, using market price at vest date (USD) $ 3,105,640 $ 511,150 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following table summarizes the Company’s income tax expense and effective tax rates for the three months ended March 31, 2021 and 2020: For the Three Months Ended 2021 2020 Income before Income Taxes $ 42,311,146 $ 9,385,440 Income Tax Expense 30,856,178 13,149,000 Effective Tax Rate 72.9% 140.1% |
Other Income (Expense) (Tables)
Other Income (Expense) (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Nonoperating Income (Expense) | For the three months ended March 31, 2021 and 2020 other income (expense) was comprised of the following: Three Months Ended March 31, 2021 2020 Fair value adjustments on equity investments $ 391,559 $ (215,607 ) Fair value adjustments on variable note receivable — (810,337 ) Fair value adjustment on warrants issued (5,850,671 ) 7,382,843 Fair value adjustments on contingent consideration (412,949 ) 170,990 Equity earnings in joint ventures 623,093 250,000 Other 99,151 8,221 Total Other Income (Expense) $ (5,149,817 ) $ 6,786,110 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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, 2021 Level 1 Level 2 Level 3 Total Cash and Cash Equivalents $ 275,898,839 $ — $ — $ 275,898,839 Investments 1,181,146 — 27,884,857 29,066,003 Contingent Consideration Payable — — (14,850,000 ) (14,850,000 ) Warrant Liability — — (45,304,671 ) (45,304,671 ) $ 277,079,985 $ — $ (32,269,814 ) $ 244,810,171 As of December 31, 2021 Level 1 Level 2 Level 3 Total Cash and Cash Equivalents $ 83,757,785 $ — $ — $ 83,757,785 Investments 923,581 — 39,871,225 40,794,806 Contingent Consideration Payable — — (27,100,000 ) (27,100,000 ) Warrant Liability — — (39,454,000 ) (39,454,000 ) $ 84,681,366 $ — $ (26,682,775 ) $ 57,998,591 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 MSAs March 31, 2021 December 31, 2020 IL Disp, LLC Other Non- Chesapeake IL Disp, LLC Other Non- Current assets $ 3,453,766 $ 2,411,739 $ 32,307,718 $ 3,738,868 $ 2,362,572 Non-current assets 3,566,193 2,210,239 3,367,360 3,657,392 2,281,839 Current liabilities 1,156,208 1,142,340 23,362,255 336,970 1,563,224 Non-current liabilities 450,291 762,865 768,573 461,926 783,356 Noncontrolling interests 2,581,731 270,544 — 3,173,683 267,289 Equity attributable to Green Thumb Industries Inc. 2,581,731 2,446,229 11,544,250 3,173,683 2,030,542 |
Schedule Of consolidated VIEs and Other Non controlling Interest | The Following tables presents 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, 2021 and 2020: Three Months Ended March 31, 2021 2020 IL Disp, LLC Other Non- Chesapeake IL Disp, LLC Other Non- Revenues $ 5,727,274 $ 3,311,283 $ 4,308,630 $ 2,781,616 $ 1,712,651 Net income (loss) attributable to noncontrolling interests 783,048 303,255 41,409 364,116 37,179 Net income (loss) attributable to Green Thumb Industries Inc. 783,047 415,688 1,139,063 364,117 59,373 Net income (loss) $ 1,566,095 $ 718,943 $ 1,180,472 $ 728,233 $ 96,552 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Revenues | The below table presents revenues by type for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Revenues, Net of Discounts Consumer Packaged Goods $ 104,077,438 $ 46,322,028 Retail 130,108,718 75,961,450 Intersegment Eliminations (39,755,572 ) (19,680,876 ) Total Revenues, net of discounts $ 194,430,584 $ 102,602,602 Depreciation and Amortization Consumer Packaged Goods $ 8,000,947 $ 7,594,366 Retail 6,992,474 5,110,806 Intersegment Eliminations — — Total Depreciation and Amortization $ 14,993,421 $ 12,705,172 Income Taxes Consumer Packaged Goods $ 17,287,094 $ 4,227,000 Retail 13,569,084 8,922,000 Intersegment Eliminations and Corporate — — Total Income Taxes $ 30,856,178 $ 13,149,000 |
Overview and Basis of Present_2
Overview and Basis of Presentation - Additional Information (Detail) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Number of Shares Outstanding, Diluted | 221,616,157 | 208,468,356 |
Stock Options Expense | ||
Number of Shares Outstanding, Diluted | 5,299,440 | 5,974,938 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 3,702,372 | |
Restricted Stock Units | ||
Number of Shares Outstanding, Diluted | 592,535 | 1,477,898 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 431,220 | |
Warrant | ||
Number of Shares Outstanding, Diluted | 2,294,523 | 2,387,470 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 1,272,136 |
Inventories - Summary of invent
Inventories - Summary of inventory (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory [Line Items] | ||
Raw Material | $ 6,867,319 | $ 6,372,659 |
Packaging and Miscellaneous | 6,916,026 | 8,592,153 |
Work in Process | 28,887,069 | 25,488,806 |
Finished Goods | 31,367,676 | 30,821,392 |
Reserve for Obsolete Inventory | (1,757,718) | (1,732,057) |
Total Inventories | $ 72,280,372 | $ 69,542,953 |
Property and Equipment - Proper
Property and Equipment - Property, Plant and Equipment (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | $ 201,584,528 | $ 192,250,447 |
Less: Accumulated Depreciation | (28,075,122) | (24,192,900) |
Property and Equipment, net | 173,509,406 | 168,057,547 |
Property and Equipment, net | 201,069,010 | 189,925,877 |
Land [member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, net | 3,389,376 | 2,879,376 |
Buildings and Improvements [member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 51,351,319 | 51,557,405 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 52,368,921 | 49,097,109 |
Leasehold Improvements [member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | 94,713,052 | 88,607,252 |
Assets Under Construction [member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and Equipment, net | 24,170,228 | 18,988,954 |
Capitalized Interest [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total Property and Equipment | $ 3,151,236 | $ 2,988,681 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disclosure of Property of Equipment [Line Items] | ||
Depreciation expense | $ 4,766,350 | $ 3,787,005 |
Cost of Sales [member] | ||
Disclosure of Property of Equipment [Line Items] | ||
Depreciation expense | $ 2,869,229 | $ 2,677,727 |
Intangible Assets And Goodwil_2
Intangible Assets And Goodwill - Summary Of Intangible Assets (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 470,274,815 | $ 470,274,815 |
Accumulated Amortization | 74,259,852 | 64,032,781 |
Net Book Value | 396,014,963 | 406,242,034 |
Licenses And Permits [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 343,135,736 | 343,135,736 |
Accumulated Amortization | 48,295,200 | 41,993,595 |
Net Book Value | 294,840,536 | 301,142,141 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 99,295,599 | 99,295,599 |
Accumulated Amortization | 16,376,274 | 13,455,178 |
Net Book Value | 82,919,325 | 85,840,421 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 25,258,000 | 25,258,000 |
Accumulated Amortization | 8,455,792 | 7,583,005 |
Net Book Value | 16,802,208 | 17,674,995 |
Non Competition Agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,585,480 | 2,585,480 |
Accumulated Amortization | 1,132,586 | 1,001,003 |
Net Book Value | $ 1,452,894 | $ 1,584,477 |
Intangible Assets And Goodwil_3
Intangible Assets And Goodwill - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Amortization | $ 10,227,071 | $ 8,918,167 |
Intangible Assets And Goodwil_4
Intangible Assets And Goodwill - Summary Of Estimated Annual Amortization Expense Related To Intangible Assets (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ||
Finite-Lived Intangible Assets, Net | $ 396,014,963 | $ 406,242,034 |
Previously Reported [Member] | ||
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | ||
Remainder of 2021 | 29,035,583 | |
2022 | 38,683,555 | |
2023 | 38,680,777 | |
2024 | 38,099,444 | |
2025 | 38,001,777 | |
Thereafter | 213,513,827 | |
Finite-Lived Intangible Assets, Net | $ 396,014,963 |
Intangible Assets And Goodwil_5
Intangible Assets And Goodwill - Summary Of Goodwill And Intangible Assets Disclosure (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Goodwill [Line Items] | ||
Total Goodwill | $ 382,697,467 | $ 382,697,467 |
Retail Segment [Member] | ||
Goodwill [Line Items] | ||
Total Goodwill | 130,680,935 | 130,680,935 |
Consumer Packaged Goods Segment [Member] | ||
Goodwill [Line Items] | ||
Total Goodwill | $ 252,016,532 | $ 252,016,532 |
Investments - Schedule Of Long
Investments - Schedule Of Long Term Investments (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Longterm Investments [Line Items] | |||
Beginning balance | $ 40,794,806 | $ 14,068,821 | $ 14,068,821 |
Additions | 6,002,302 | 525,000 | |
Disposals | (18,122,664) | (169,818) | |
Fair value adjustments | 391,559 | $ (215,607) | 26,370,803 |
Ending balance | $ 29,066,003 | $ 40,794,806 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) | Jan. 15, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Investments [Line Items] | |||
Equity interest, fair value disclosure | $ 19,136,689 | $ 37,249,189 | |
Proceeds from sale of equity interest in privately held entity | $ 18,112,500 | ||
Cannabis Companies [Member] | |||
Investments [Line Items] | |||
Equity interest, fair value disclosure | $ 29,066,003 | $ 40,794,806 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Operating lease expense | $ 7,751,299 | $ 4,257,515 |
Florida And Lllinois [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Operating lease expense | $ 295,203 | $ 222,339 |
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, 2021 | Dec. 31, 2020 |
Lessee, Lease, Description [Line Items] | ||
Weighted average remaining lease term (years) | 13 years 3 months 21 days | 12 years 1 month 6 days |
Weighted average discount rate | 14.00% | 13.70% |
Leases - Lessee Operating Lease
Leases - Lessee Operating Lease Liability Maturity (Detail) | Mar. 31, 2021USD ($) |
Lessee, Lease, Description [Line Items] | |
Remainder of 2021 | $ 20,300,147 |
2022 | 28,086,853 |
2023 | 27,982,936 |
2024 | 27,378,605 |
2025 | 25,281,986 |
2026 and Thereafter | 257,272,212 |
Total Lease Payments | 386,302,739 |
Less: Interest | (230,535,643) |
Present Value of Lease Liability | 155,767,096 |
Third Party [Member] | |
Lessee, Lease, Description [Line Items] | |
Remainder of 2021 | 19,315,251 |
2022 | 26,749,723 |
2023 | 26,615,165 |
2024 | 26,122,891 |
2025 | 24,099,497 |
2026 and Thereafter | 248,109,371 |
Total Lease Payments | 371,011,898 |
Less: Interest | (223,197,788) |
Present Value of Lease Liability | 147,814,110 |
Related Party [Member] | |
Lessee, Lease, Description [Line Items] | |
Remainder of 2021 | 984,896 |
2022 | 1,337,130 |
2023 | 1,367,771 |
2024 | 1,255,714 |
2025 | 1,182,489 |
2026 and Thereafter | 9,162,841 |
Total Lease Payments | 15,290,841 |
Less: Interest | (7,337,855) |
Present Value of Lease Liability | $ 7,952,986 |
Notes Payable - Schedule of Deb
Notes Payable - Schedule of Debt (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total notes payable | $ 100,071,937 | $ 99,054,979 |
Less: current portion of notes payable | (344,380) | (341,983) |
Notes payable, net of current portion | 99,727,557 | 98,712,996 |
Acquired Debt [member] | ||
Debt Instrument [Line Items] | ||
Total notes payable | 671,328 | 717,430 |
Private Placement Debt [member] | ||
Debt Instrument [Line Items] | ||
Total notes payable | 96,054,704 | 94,955,094 |
Rise Joliet Mortgage [Member] | ||
Debt Instrument [Line Items] | ||
Total notes payable | 1,580,835 | 1,598,972 |
Rise Lakewood mortgage [member] | ||
Debt Instrument [Line Items] | ||
Total notes payable | 815,318 | 823,483 |
Rise Mundelein Mortgage [member] | ||
Debt Instrument [Line Items] | ||
Total notes payable | $ 949,752 | $ 960,000 |
Notes Payable - Schedule of D_2
Notes Payable - Schedule of Debt (Parenthetical) (Detail) - USD ($) | Dec. 06, 2020 | Aug. 20, 2020 | Jun. 05, 2020 | May 22, 2019 | Dec. 31, 2017 | Apr. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||||||
Charitable Contribution Quarterly Payment | $ 50,000 | |||||||
Charitable Contribution, Date Of Last Payment | October 2024 | |||||||
Debt Instrument Interest Rate | 2.17% | |||||||
Private Placement Debt [member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument Interest Rate | 12.00% | |||||||
Debt Issuance Date | May 22, 2019 | |||||||
Debt face value | $ 105,466,429 | |||||||
Debt Maturity Date | May 22, 2023 | |||||||
Debt Instrument Carrying Amount | $ 9,411,725 | $ 10,511,335 | ||||||
Rise Joliet Mortgage [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument Interest Rate | 5.00% | |||||||
Debt Issuance Date | Jun. 5, 2020 | |||||||
Debt face value | $ 1,814,000 | |||||||
Debt Maturity Date | Jun. 5, 2035 | |||||||
Debt Instrument Carrying Amount | $ 171,201 | 174,222 | ||||||
Debt Instrument, Annual Principal Payment | $ 61,964 | 40,806 | ||||||
Rise Lakewood mortgage [member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument Interest Rate | 7.25% | |||||||
Debt Issuance Date | Aug. 20, 2020 | |||||||
Debt face value | $ 833,000 | |||||||
Debt Maturity Date | Aug. 20, 2025 | |||||||
Debt Instrument, Annual Principal Payment | $ 17,682 | 9,524 | ||||||
Rise Mundelein Mortgage [member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument Interest Rate | 6.95% | |||||||
Debt Issuance Date | Dec. 6, 2020 | |||||||
Debt face value | $ 960,000 | |||||||
Debt Maturity Date | Dec. 6, 2025 | |||||||
Debt Instrument, Annual Principal Payment | $ 10,248 | $ 0 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2021 | |
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) - 3 months ended Mar. 31, 2021 | $ / sharesshares | $ / sharesshares |
Liability Classified Warrant [member] | ||
Class of Warrant or Right [Line Items] | ||
Number of Shares, Beginning Balance | shares | 2,485,794 | 2,485,794 |
Number of Shares, Ending Balance | shares | 2,259,523 | 2,259,523 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 18.45 | |
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 18.18 | |
Weighted Average Contractual Life, Beginning Balance | 3 years 4 months 24 days | 3 years 4 months 24 days |
Weighted Average Contractual Life, Ending Balance | 3 years 1 month 20 days | 3 years 1 month 20 days |
Equity Classified Warrant [member] | ||
Class of Warrant or Right [Line Items] | ||
Number of Shares, Beginning Balance | shares | 35,000 | 35,000 |
Number of Shares, Exercised | shares | ||
Number of Shares, Ending Balance | shares | 35,000 | 35,000 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 9.10 | |
Weighted Average Exercise Price, Granted | $ / shares | ||
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 9.10 | |
Weighted Average Contractual Life, Beginning Balance | 4 years 5 months 4 days | 4 years 5 months 4 days |
Weighted Average Contractual Life, Granted | ||
Weighted Average Contractual Life, Ending Balance | 4 years 2 months 4 days | 4 years 2 months 4 days |
Warrants Exercised [Member] | Liability Classified Warrant [member] | ||
Class of Warrant or Right [Line Items] | ||
Number of Shares, Exercised | shares | (226,271) | (226,271) |
Weighted Average Exercise Price, Granted | $ / shares | $ 18.01 | |
Weighted Average Contractual Life, Granted | 3 years 3 months 3 days | 3 years 3 months 3 days |
Warrants - Additional Informati
Warrants - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2021USD ($)yr | Mar. 31, 2020USD ($) | |
Class of Warrant or Right [Line Items] | ||
Fair Value Adjustment of Warrants | $ | $ 5,850,671 | $ (7,382,843) |
Equity Classified Warrant [member] | Volatility | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 80 | |
Equity Classified Warrant [member] | Remaining Term | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | yr | 5 | |
Equity Classified Warrant [member] | Risk Free Rate | ||
Class of Warrant or Right [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.37 |
Warrants - Schedule Of Fair Val
Warrants - Schedule Of Fair Value Of Warrant Liability (Detail) - Liability Classified Warrant [member] | Mar. 31, 2021USD ($)$ / sharesshares | Mar. 31, 2021$ / shares | Dec. 31, 2020USD ($)shares |
Class of Warrant or Right [Line Items] | |||
Warrants Outstanding | shares | 2,259,523 | 2,485,794 | |
Warrant Liability | $ | $ 45,304,671 | $ 39,454,000 | |
Bridge Financing Warrants [member] | |||
Class of Warrant or Right [Line Items] | |||
Strike Price | $ / shares | $ 22.90 | ||
Warrants Outstanding | shares | 218,964 | 218,964 | |
Warrant Liability | $ | $ 3,385,500 | $ 2,544,500 | |
Private Placement Financing Warrants [member] | |||
Class of Warrant or Right [Line Items] | |||
Strike Price | $ / shares | $ 19.39 | ||
Warrants Outstanding | shares | 1,641,301 | 1,822,771 | |
Warrant Liability | $ | $ 32,858,000 | $ 28,756,500 | |
Modification Warrants [member] | |||
Class of Warrant or Right [Line Items] | |||
Strike Price | $ / shares | $ 12.04 | ||
Warrants Outstanding | shares | 323,910 | 360,256 | |
Warrant Liability | $ | $ 7,389,782 | $ 6,630,000 | |
Additional Modification Warrants [member] | |||
Class of Warrant or Right [Line Items] | |||
Strike Price | $ / shares | $ 14.03 | ||
Warrants Outstanding | shares | 75,348 | 83,803 | |
Warrant Liability | $ | $ 1,671,389 | $ 1,523,000 |
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] | Mar. 31, 2021yr | Dec. 31, 2020yr |
Volatility | Maximum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 79.62 | 79.1 |
Volatility | Minimum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 73.80 | 72.19 |
Remaining Term | Maximum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 4.14 | 4.39 |
Remaining Term | Minimum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 1.53 | 1.78 |
Risk Free Rate | Maximum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.78 | 0.28 |
Risk Free Rate | Minimum [member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrants and Rights Outstanding, Measurement Input | 0.22 | 0.20 |
Warrants - Fair Value Of The Eq
Warrants - Fair Value Of The Equity Classified Warrants (Detail) - Equity Classified Warrant [member] - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Class of Warrant or Right [Line Items] | ||
Warrants Outstanding | 35,000 | 35,000 |
Dispensary Mortgage Warrants [member] | ||
Class of Warrant or Right [Line Items] | ||
Strike Price | $ 9.10 | |
Warrants Outstanding | 35,000 | 35,000 |
Warrant Liability | $ 181,272 | $ 181,272 |
Share Capital - Schedule of Com
Share Capital - Schedule of Common Stock Outstanding Roll Forward (Detail) | 3 Months Ended |
Mar. 31, 2021USD ($)shares | |
Subordinate Voting Shares [member] | |
Class of Stock [Line Items] | |
Beginning balance | 178,113,221 |
Issuance of shares under business combinations and investments | 30,414 |
Distribution of contingent consideration | 412,744 |
Distribution of deferred shares | 146,315 |
Issuance of registered shares pursuant to S-1 | 4,693,991 |
Issuance of shares upon exercise of options and warrants | $ | $ 449,665 |
Issuances of shares upon vesting of RSUs | 94,877 |
Exchange of shares | 1,103,000 |
Ending balance | 185,044,227 |
Multiple Voting Shares [member] | |
Class of Stock [Line Items] | |
Beginning balance | 40,289 |
Exchange of shares | (30) |
Ending balance | 40,259 |
Super Voting Shares [member] | |
Class of Stock [Line Items] | |
Beginning balance | 312,031 |
Exchange of shares | (11,000) |
Ending balance | 301,031 |
Share Capital - Share-based Pay
Share Capital - Share-based Payment Arrangement, Option, Activity (Detail) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Mar. 31, 2021$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares, Balance | shares | 5,664,406 | ||
Number of Share, Granted | shares | 43,968 | ||
Number of Shares, Exercised | shares | (223,394) | ||
Number of Shares, Forfeited | shares | (185,540) | ||
Number of Share, Vested | shares | 1,749,365 | ||
Number of Shares, Ending Balance | shares | 5,299,440 | 5,664,406 | |
Number of Share, Exercisable | shares | 2,122,671 | ||
Weighted Average Exercise Price, Balance | $ / shares | $ 11.91 | ||
Weighted Average Exercise Price, Granted | $ / shares | 32.74 | ||
Weighted Average Exercise Price, Exercised | $ / shares | 14.04 | ||
Weighted Average Exercise Price, Forfeited | $ / shares | 10.68 | ||
Weighted Average Exercise Price, Vested | $ / shares | 13.37 | ||
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 12.03 | $ 11.91 | |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 12.15 | ||
Weighted Average Contractual Life, Balance | 3 years 11 months 19 days | 4 years 4 months 20 days | |
Weighted Average Contractual Life, Exercisable | 4 years 2 months 12 days | ||
Aggregate Intrinsic Value, Balance | $ | $ 106,221,476 | $ 85,408,034 | |
Aggregate Intrinsic Value, Exercisable | $ | $ 42,431,312 |
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, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Risk-free interest rate, Minumum | 0.33% | 0.31% |
Risk-free interest rate, Maximum | 0.74% | 1.37% |
Expected dividend yield | 0.00% | 0.00% |
Expected volatility | 73.00% | 80.00% |
Minimum [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Expected option life | 3 years | 3 years |
Maximum [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Expected option life | 3 years 6 months | 5 years |
Share Capital - Non-vested Rest
Share Capital - Non-vested Restricted Stock Shares Activity (Detail) - Restricted Stock Units (RSUs) [Member] - $ / shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Balance | 689,340 | |
Number of Shares, Granted | 16,739 | |
Number of Shares, Forfeited | (18,667) | |
Number of Shares, Vested | (94,877) | |
Number of Shares, Balance | 592,535 | |
Weighted Average Grant Date Fair Value, Balance | $ 16.77 | |
Weighted Average Grant Date Fair Value, Granted | 39.63 | $ 10.86 |
Weighted Average Grant Date Fair Value, Forfeited | 16.48 | |
Weighted Average Grant Date Fair Value, Vested | 18.35 | |
Weighted Average Grant Date Fair Value, Balance | $ 17.19 |
Share Capital - Schedule of Sto
Share Capital - Schedule of Stock-Based Compensation Expense (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation Expense | $ 4,030,655 | $ 5,073,742 |
Stock options expense | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation Expense | 2,628,858 | 2,691,157 |
RSU Expense | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation Expense | $ 1,401,797 | $ 2,382,585 |
Share Capital - Additional of I
Share Capital - Additional of Information (Detail) - USD ($) | Mar. 22, 2021 | Feb. 23, 2021 | Feb. 22, 2021 | Feb. 08, 2021 | Apr. 23, 2019 | Jun. 30, 2018 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Reduction in contingent liability | $ 412,949 | $ (170,990) | |||||||
Integral Associates LLC [Member] | |||||||||
Reduction in contingent liability | $ 7,750,000 | ||||||||
Business combination, contigent liability | 14,850,000 | $ 27,100,000 | |||||||
Non current liability | 4,950,000 | ||||||||
GTI New Jersey, LLC [Member] | |||||||||
Business acquisition, equity interest issuable fair value | 1,000,000 | $ 2,000,000 | |||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Cost Not yet Recognized, Amount | $ 19,996,039 | ||||||||
Cost Not yet Recognized, Period for Recognition | 1 year 7 months 2 days | ||||||||
Multiple Voting Shares [Member] | |||||||||
Conversion of Stock, Shares Issued | (30) | ||||||||
Common Stock, Shares, Outstanding | 40,259 | 40,289 | |||||||
Multiple Voting Shares [Member] | Conversion Of Multiple Voting Shares [member] | |||||||||
Conversion Of Stock, Shares Converted | 30 | ||||||||
Voting Rights | 100 | ||||||||
Subordinate Voting Shares [Member] | |||||||||
Conversion of Stock, Shares Issued | 1,103,000 | ||||||||
Common Stock, Shares, Outstanding | 185,044,227 | 178,113,221 | |||||||
Issuance of shares under business combinations and investments | 30,414 | ||||||||
Stock issued during period, shares, new issues | 4,693,991 | ||||||||
Subordinate Voting Shares [Member] | February Nine Two Thousand Twenty One | |||||||||
Stock issued during period, shares, new issues | 3,122,073 | ||||||||
Shares issued, price per share | $ 32.03 | ||||||||
Stock issued during period, value, issued for services | $ 100,000,030 | ||||||||
Subordinate Voting Shares [Member] | February Twenty Three Two Thousand Twenty One | |||||||||
Stock issued during period, shares, new issues | 1,571,917 | ||||||||
Shares issued, price per share | $ 35.50 | ||||||||
Stock issued during period, value, issued for services | $ 55,803,054 | ||||||||
Professional Fees | $ 304,944 | ||||||||
Subordinate Voting Shares [Member] | Integral Associates LLC [Member] | |||||||||
Issuance of shares under business combinations and investments | 412,744 | ||||||||
Issuance of shares under business combinations and investments, Value | $ 12,672,681 | ||||||||
Business acquisition, equity interest measurement loss | $ 8,172,681 | ||||||||
Subordinate Voting Shares [Member] | Success Holdings [Member] | |||||||||
Issuance of shares under business combinations and investments | 146,315 | ||||||||
Issuance of shares under business combinations and investments, Value | $ 1,825,597 | ||||||||
Shares forfeited | 780 | ||||||||
Shares forfieted value | $ 9,732 | ||||||||
Subordinate Voting Shares [Member] | GTI New Jersey, LLC [Member] | |||||||||
Issuance of shares under business combinations and investments | 30,414 | ||||||||
Issuance of shares under business combinations and investments, Value | $ 1,038,307 | ||||||||
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 | 3,000 | ||||||||
Shares Available For Conversion | 4,025,900 | ||||||||
Subordinate Voting Shares [Member] | Conversion Of Super Voting Shares [member] | |||||||||
Conversion of Stock, Shares Issued | 1,100,000 | ||||||||
Super Voting Shares [Member] | |||||||||
Conversion of Stock, Shares Issued | (11,000) | ||||||||
Common Stock, Shares, Outstanding | 301,031 | 312,031 | |||||||
Super Voting Shares [Member] | Conversion Of Super Voting Shares [member] | |||||||||
Conversion Of Stock, Shares Converted | 11,000 | ||||||||
Voting Rights | 1,000 | ||||||||
Shares Available For Conversion | 30,103,100 |
Share Capital - Summary Of Weig
Share Capital - Summary Of Weighted Average Grant Date Fair Value And Intrinsic Value Of Options Exercised (Detail) | 3 Months Ended | |||
Mar. 31, 2021USD ($) | Mar. 31, 2021$ / shares | Mar. 31, 2020USD ($) | Mar. 31, 2020$ / shares | |
Stockholders' Equity Note [Abstract] | ||||
Weighted average grant date fair value (per share) of stock option units granted (CAD) | $ / shares | $ 13.06 | $ 4.37 | ||
Intrinsic value of stock option units exercised, using market price at exercise date (USD) | $ | $ 4,573,378 | $ 0 |
Share Capital - Summary Of We_2
Share Capital - Summary Of Weighted Average Grant Date Fair Value And Total Fair Value Of RSUs Vested (Detail) - Restricted Stock Units | 3 Months Ended | |||
Mar. 31, 2021USD ($) | Mar. 31, 2021$ / shares | Mar. 31, 2020USD ($) | Mar. 31, 2020$ / shares | |
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) | $ / shares | $ 39.63 | $ 10.86 | ||
Total fair value of RSUs vested, using market price at vest date (USD) | $ | $ 3,105,640 | $ 511,150 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Income/(Loss) before Income Taxes | $ 42,311,146 | $ 9,385,440 |
Income Tax Expense | $ 30,856,178 | $ 13,149,000 |
Effective Tax Rate | 72.90% | 140.10% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
unrecognized tax benefits | $ 38,600,000 | $ 4,300,000 |
Income tax paid | $ 15,146,750 | $ 0 |
Other Income (Expense) - Schedu
Other Income (Expense) - Schedule of Other Nonoperating Income (Expense) (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Fair value adjustments on equity investments | $ 391,559 | $ (215,607) | $ 26,370,803 |
Fair value adjustments on variable note receivable | (810,337) | ||
Fair value adjustment on warrants issued | (5,850,671) | 7,382,843 | |
Fair value adjustments on contingent consideration | (412,949) | 170,990 | |
Equity earnings in joint ventures | 623,093 | 250,000 | |
Other | 99,151 | 8,221 | |
Total Other Income (Expense) | $ (5,149,817) | $ 6,786,110 |
Commitments and Contingencies -
Commitments and Contingencies - Additional of Information (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021USD ($) | Dec. 31, 2020 | |
Construction Commitments [member] | ||
Disclosure of Commitments and Contingencies [Line Items] | ||
Contractual Obligation | $ 11,745,258 | |
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 ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | $ 275,898,839 | $ 83,757,785 |
Investments | 29,066,003 | 40,794,806 |
Contingent Consideration Payable | (14,850,000) | (27,100,000) |
Warrant Liability | (45,304,671) | (39,454,000) |
FairValueNetAssetLiability | 244,810,171 | 57,998,591 |
Fair Value, Inputs, Level 1 [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | 275,898,839 | 83,757,785 |
Investments | 1,181,146 | 923,581 |
Contingent Consideration Payable | ||
Warrant Liability | ||
FairValueNetAssetLiability | 277,079,985 | 84,681,366 |
Fair Value, Inputs, Level 2 [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | ||
Investments | ||
Contingent Consideration Payable | ||
Warrant Liability | ||
FairValueNetAssetLiability | ||
Fair Value, Inputs, Level 3 [member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents | ||
Investments | 27,884,857 | 39,871,225 |
Contingent Consideration Payable | (14,850,000) | (27,100,000) |
Warrant Liability | (45,304,671) | (39,454,000) |
FairValueNetAssetLiability | $ (32,269,814) | $ (26,682,775) |
Variable Interest Entities - Sc
Variable Interest Entities - Schedule of Variable Interest Entities (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Variable Interest Entity [Line Items] | |||
Current assets | $ 380,958,639 | $ 183,944,005 | |
Current liabilities | 108,444,304 | 119,288,435 | |
Chesapeake Alternatives LLC [member] | |||
Variable Interest Entity [Line Items] | |||
Net income (loss) | $ 1,180,472 | ||
Chesapeake Alternatives LLC [member] | Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Current assets | 32,307,718 | ||
Non-current assets | 3,367,360 | ||
Current liabilities | 23,362,255 | ||
Non-current liabilities | 768,573 | ||
Noncontrolling interests | 0 | ||
Equity attributable to Green Thumb Industries Inc. | 11,544,250 | ||
Revenues | 4,308,630 | ||
Net income (loss) attributable to noncontrolling interests | 41,409 | ||
Net income (loss) attributable to Green Thumb Industries Inc. | 1,139,063 | ||
Illinois Disp LLC [member] | |||
Variable Interest Entity [Line Items] | |||
Net income (loss) | 1,566,095 | 728,233 | |
Illinois Disp LLC [member] | Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Current assets | 3,453,766 | 3,738,868 | |
Non-current assets | 3,566,193 | 3,657,392 | |
Current liabilities | 1,156,208 | 336,970 | |
Non-current liabilities | 450,291 | 461,926 | |
Noncontrolling interests | 2,581,731 | 3,173,683 | |
Equity attributable to Green Thumb Industries Inc. | 2,581,731 | 3,173,683 | |
Revenues | 5,727,274 | 2,781,616 | |
Net income (loss) attributable to noncontrolling interests | 783,048 | 364,116 | |
Net income (loss) attributable to Green Thumb Industries Inc. | 783,047 | 364,117 | |
Other Non material VIEs [member] | |||
Variable Interest Entity [Line Items] | |||
Net income (loss) | 718,943 | 96,552 | |
Other Non material VIEs [member] | Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Current assets | 2,411,739 | 2,362,572 | |
Non-current assets | 2,210,239 | 2,281,839 | |
Current liabilities | 1,142,340 | 1,563,224 | |
Non-current liabilities | 762,865 | 783,356 | |
Noncontrolling interests | 270,544 | 267,289 | |
Equity attributable to Green Thumb Industries Inc. | 2,446,229 | $ 2,030,542 | |
Revenues | 3,311,283 | 1,712,651 | |
Net income (loss) attributable to noncontrolling interests | 303,255 | 37,179 | |
Net income (loss) attributable to Green Thumb Industries Inc. | $ 415,688 | $ 59,373 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Revenues (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 194,430,584 | $ 102,602,602 |
Depreciation and Amortization | 14,993,421 | 12,705,172 |
Income Taxes | 30,856,178 | 13,149,000 |
Intersegment Eliminations and Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Income Taxes | 0 | |
Operating Segments [Member] | Consumer Packaged Goods Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 104,077,438 | 46,322,028 |
Depreciation and Amortization | 8,000,947 | 7,594,366 |
Income Taxes | 17,287,094 | 4,227,000 |
Operating Segments [Member] | Retail Segment [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | 130,108,718 | 75,961,450 |
Depreciation and Amortization | 6,992,474 | 5,110,806 |
Income Taxes | 13,569,084 | 8,922,000 |
Intersegment Eliminations [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | (39,755,572) | $ (19,680,876) |
Depreciation and Amortization | $ 0 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Goodwill | $ 382,697,467 | $ 382,697,467 |
Intangible Assets Net | 396,014,963 | 406,242,034 |
Consumer Packaged Goods Segment [Member] | ||
Goodwill | 252,016,532 | 252,016,532 |
Retail Segment [Member] | ||
Goodwill | 130,680,935 | 130,680,935 |
Operating Segments [Member] | Consumer Packaged Goods Segment [Member] | ||
Goodwill | 252,016,532 | 252,016,532 |
Intangible Assets Net | 206,620,582 | 211,303,718 |
Operating Segments [Member] | Retail Segment [Member] | ||
Goodwill | 130,680,935 | 130,680,935 |
Intangible Assets Net | $ 189,394,381 | $ 194,938,316 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Apr. 30, 2021 | Mar. 31, 2021 |
Subsequent Event [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.17% | |
Subsequent Event [Member] | senior secured note due May 2023 [Menber] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Face Amount | $ 216,734,258 | |
Proceeds from Issuance of Secured Debt | $ 33,265,741 | |
Debt Instrument, Maturity Date | Apr. 30, 2024 | |
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |
Debt Instrument, Frequency of Periodic Payment | The Notes have a maturity date of April 30, 2024 and will bear interest from the date of issue at 7% per annum, payable quarterly, with an option, at the discretion of the Company, to extend an additional 12 months. | |
Debt Conversion, Converted Instrument, Warrants or Options Issued | 1,459,044 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 32.68 | |
Subsequent Event [Member] | senior secured note due May 2023 [Menber] | Notes Issued [Member] | ||
Subsequent Event [Line Items] | ||
Related Party Transaction, Amounts of Transaction | $ 3,000,000 | |
Subsequent Event [Member] | senior secured note due May 2023 [Menber] | Maximum [Member] | ||
Subsequent Event [Line Items] | ||
Proceeds from Issuance of Secured Debt | $ 105,466,429 |