TILT (TLLTF) 10-Q14 Aug 232023 Q2 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2023	Jul. 31, 2023
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	000-56422
Entity Registrant Name	TILT Holdings Inc.
Entity Incorporation, State or Country Code	A1
Entity Tax Identification Number	83-2097293
Entity Address, Address Line One	2801 E. Camelback Road #180
Entity Address, City or Town	Phoenix
Entity Address State Or Province	AZ
Entity Address, Postal Zip Code	85016
City Area Code	623
Local Phone Number	887-4990
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		334,707,482
Entity Central Index Key	0001761510
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 2,815	$ 2,202
Restricted cash	1,298	1,298
Trade receivables, net	26,086	26,698
Inventories	36,826	52,909
Loans receivable, current portion		516
Prepaid expenses and other current assets	1,698	1,979
Assets held for sale		325
Total current assets	68,723	85,927
Non-current assets
Property, plant and equipment, net	54,319	67,937
Right-of-use assets - finance, net	2,631	4,351
Right-of-use assets - operating, net	12,518	740
Investments	2	6,402
Intangible assets, net	95,457	102,714
Loans receivable, net of current portion	1,355	3,703
Deferred tax asset	1,008
Goodwill	20,751	20,751
Other assets	1,454	1,453
TOTAL ASSETS	258,218	293,978
Current liabilities
Accounts payable and accrued liabilities	43,147	58,170
Income taxes payable	1,826	979
Deferred revenue	5,404	5,760
Finance lease liability, current portion	1,136	1,075
Operating lease liability, current portion	81	135
Notes payable, current portion	11,532	59,378
Total current liabilities	63,126	125,497
Non-current liabilities
Finance lease liability, net of current portion	3,663	4,245
Operating lease liability, net of current portion	12,776	701
Notes payable, net of discount, net of current portion	45,504	350
Massachusetts lease liability	40,386	40,022
Deferred tax liability		1,373
Other liabilities	1,413	273
TOTAL LIABILITIES	166,868	172,461
Shareholders' equity
Common shares, without par value, unlimited shares authorized, 378,528,861 and 377,515,391 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively	856,044	858,143
Additional paid-in capital	225,228	225,127
Warrants	5,835	796
Accumulated other comprehensive income	983	988
Accumulated deficit	(995,473)	(963,703)
TOTAL SHAREHOLDERS' EQUITY	92,617	121,351
Non-controlling interest	(1,267)	166
TOTAL EQUITY	91,350	121,517
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 258,218	$ 293,978

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Condensed Consolidated Balance Sheets
Common stock, par value	$ 0	$ 0
Common stock, shares authorized	Unlimited	Unlimited
Common stock, shares issued	378,528,861	377,515,391
Common stock, shares outstanding	378,528,861	377,515,391

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)
Revenues, net	$ 41,599	$ 47,055	$ 83,863	$ 89,407
Cost of goods sold	(37,559)	(36,110)	(71,027)	(69,109)
Gross profit	4,040	10,945	12,836	20,298
Operating expenses:
Wages and benefits	5,871	6,335	11,655	11,503
General and administrative	4,529	5,585	10,149	10,364
Sales and marketing	290	586	694	993
Share-based compensation expense (benefit)	(2,358)	786	(2,065)	2,012
Depreciation and amortization	4,712	4,560	8,841	9,118
Impairment loss and loss on disposal of assets	4,947	6,669	5,135	7,366
Total operating expenses	17,991	24,521	34,409	41,356
Operating loss	(13,951)	(13,576)	(21,573)	(21,058)
Other income (expense):
Interest income	(64)	56		74
Other income	3	4	100	7
Change in fair value of warrant liability		3,913		1,750
Gain on sale of assets			8,401	1
Unrealized loss on investment	(6,400)	(49)	(6,400)	(94)
Loan receivable losses	(5,200)	(504)	(5,588)	(1,021)
Loss on foreign currency exchange	(1)		(1)
Interest expense	(5,466)	(3,796)	(9,558)	(6,577)
Total other expense	(17,128)	(376)	(13,046)	(5,860)
Loss from operations before income tax and non-controlling interest	(31,079)	(13,952)	(34,619)	(26,918)
Income taxes
Income tax benefit	2,742	6,898	1,416	8,230
Net loss before non-controlling interest	(28,337)	(7,054)	(33,203)	(18,688)
Less: Net income attributable to non-controlling interest	1,442	3	1,433	8
Net loss attributable to TILT Holdings Inc.	(26,895)	(7,051)	(31,770)	(18,680)
Other comprehensive loss
Net loss before non-controlling interest	(28,337)	(7,054)	(33,203)	(18,688)
Foreign currency translation differences	(3)	(3)	(5)	(2)
Comprehensive loss before non-controlling interest	(28,340)	(7,057)	(33,208)	(18,690)
Less: Net income attributable to non-controlling interest	1,442	3	1,433	8
Comprehensive loss attributable to TILT Holdings Inc.	$ (26,898)	$ (7,054)	$ (31,775)	$ (18,682)
Weighted average number of shares outstanding:
Weighted average number of shares outstanding - Basic	378,296,093	375,538,599	377,998,289	375,075,478
Weighted-average number of shares and units outstanding - Diluted	378,296,093	375,538,599	377,998,289	375,075,478
Net loss per common share attributable to TILT Holdings Inc.
Net loss per common share attributable to TILT Holdings Inc. - Basic	$ (0.07)	$ (0.02)	$ (0.08)	$ (0.05)
Net loss per common share attributable to TILT Holdings Inc. - Diluted	$ (0.07)	$ (0.02)	$ (0.08)	$ (0.05)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Shareholders' Equity (Unaudited) - USD ($) $ in Thousands	Common Shares	Additional Paid-in Capital	Warrants	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Non-Controlling Interest	Total
Balance at beginning of period at Dec. 31, 2021	$ 854,952	$ 224,835	$ 952	$ 999	$ (856,248)	$ 175	$ 225,665
Balance at beginning of period (in shares) at Dec. 31, 2021	374,082,759
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation		81					81
Issuance and vesting (forfeiture) of restricted share units	$ 888						888
Issuance and vesting (forfeiture) of restricted share units (in shares)	1,220,468
Shares reserved for contingent consideration	$ 257						257
Comprehensive income (loss) for the period				1	(11,629)	(5)	(11,633)
Balance at end of the period at Mar. 31, 2022	$ 856,097	224,916	952	1,000	(867,877)	170	215,258
Balance at end of period (in shares) at Mar. 31, 2022	375,303,227
Balance at beginning of period at Dec. 31, 2021	$ 854,952	224,835	952	999	(856,248)	175	225,665
Balance at beginning of period (in shares) at Dec. 31, 2021	374,082,759
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income (loss) for the period							(18,690)
Balance at end of the period at Jun. 30, 2022	$ 856,866	224,934	952	997	(874,928)	167	208,988
Balance at end of period (in shares) at Jun. 30, 2022	375,776,275
Balance at beginning of period at Mar. 31, 2022	$ 856,097	224,916	952	1,000	(867,877)	170	215,258
Balance at beginning of period (in shares) at Mar. 31, 2022	375,303,227
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation		18					18
Issuance and vesting (forfeiture) of restricted share units	$ 508						508
Issuance and vesting (forfeiture) of restricted share units (in shares)	473,048
Shares reserved for contingent consideration	$ 261						261
Comprehensive income (loss) for the period				(3)	(7,051)	(3)	(7,057)
Balance at end of the period at Jun. 30, 2022	$ 856,866	224,934	952	997	(874,928)	167	208,988
Balance at end of period (in shares) at Jun. 30, 2022	375,776,275
Balance at beginning of period at Dec. 31, 2022	$ 858,143	225,127	796	988	(963,703)	166	121,517
Balance at beginning of period (in shares) at Dec. 31, 2022	377,515,391
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation		31					31
Warrants expired		67	(67)
Issuance and vesting (forfeiture) of restricted share units	$ 209						209
Issuance and vesting (forfeiture) of restricted share units (in shares)	370,744
Shares reserved for contingent consideration	$ 53						53
Warrants issued as part of debt modification			5,106				5,106
Comprehensive income (loss) for the period				(2)	(4,875)	9	(4,868)
Balance at end of the period at Mar. 31, 2023	$ 858,405	225,225	5,835	986	(968,578)	175	122,048
Balance at end of period (in shares) at Mar. 31, 2023	377,886,135
Balance at beginning of period at Dec. 31, 2022	$ 858,143	225,127	796	988	(963,703)	166	121,517
Balance at beginning of period (in shares) at Dec. 31, 2022	377,515,391
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Comprehensive income (loss) for the period							(33,208)
Balance at end of the period at Jun. 30, 2023	$ 856,044	225,228	5,835	983	(995,473)	(1,267)	91,350
Balance at end of period (in shares) at Jun. 30, 2023	378,528,861
Balance at beginning of period at Mar. 31, 2023	$ 858,405	225,225	5,835	986	(968,578)	175	122,048
Balance at beginning of period (in shares) at Mar. 31, 2023	377,886,135
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation		3					3
Issuance and vesting (forfeiture) of restricted share units	$ (1,074)						(1,074)
Issuance and vesting (forfeiture) of restricted share units (in shares)	642,726
Shares reserved for contingent consideration	$ (1,287)						(1,287)
Comprehensive income (loss) for the period				(3)	(26,895)	(1,442)	(28,340)
Balance at end of the period at Jun. 30, 2023	$ 856,044	$ 225,228	$ 5,835	$ 983	$ (995,473)	$ (1,267)	$ 91,350
Balance at end of period (in shares) at Jun. 30, 2023	378,528,861

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Cash flows from operating activities:
Net loss	$ (33,203)	$ (18,688)
Adjustments to reconcile net loss to net cash provided by operating activities:
Unrealized loss on investments	6,400	94
(Gain) loss on sale of assets and other	(8,379)	9
Depreciation and amortization	11,490	11,813
Amortization of operating lease right of use assets	1,185	483
Change in allowance for doubtful accounts	369	(119)
Non-cash interest income		(15)
Deferred tax	(2,381)	(9,487)
Share-based compensation expense (benefit)	(2,065)	2,012
Accretion of debt discount	404	1,580
Change in fair value of warrant liability		(1,750)
Loan receivable losses	5,588	1,021
Impairment loss and loss on disposal of assets	5,135	7,366
Inventory adjustments	5,103	516
Non-cash interest expense	6,289	2,195
Net change in working capital items:
Trade receivables, net	243	2,505
Inventories	10,980	4,837
Prepaid expenses and other current assets	280	(693)
Accounts payable and accrued liabilities	(7,489)	452
Income tax payable	847	1,052
Deferred revenue	(356)	(1,420)
Net cash provided by operating activities	440	3,763
Cash flows from investing activities:
Purchases of property, plant, and equipment	(326)	(13,979)
Proceeds from sale of property, plant and equipment	15,000	3
Repayment of loan receivable, net of advances	(2,792)	(826)
Net cash provided by (used in) investing activities	11,882	(14,802)
Cash flows from financing activities:
Payments on lease liability	(3,862)	(1,190)
Repayments on notes payable and Massachusetts Lease Liability	(10,324)	(319)
Repayments on Revolving Facility	(59,572)	(67,304)
Debt issuance costs	(1,213)
Proceeds from Revolving Facility	59,267	67,583
Proceeds from notes payable and Massachusetts Lease Liability	4,000	40,000
Net cash (used in) provided by financing activities	(11,704)	38,770
Effect of foreign exchange on cash and cash equivalents	(5)	(2)
Net change in cash and cash equivalents and restricted cash	613	27,729
Cash and cash equivalents and restricted cash, beginning of year	3,500	6,952
Cash and cash equivalents and restricted cash, end of year	4,113	34,681
Supplemental disclosures of non-cash investing and financing activities:
Increases to right of use assets related to Pennsylvania Transaction	11,974
Increase to operating lease liability related to Pennsylvania Transaction	11,880
Reclassification from accounts payable and accrued liabilities to notes payable related to 2023 New Notes (see Note 11)	8,260
Warrants issued related to 2023 Notes (equity classified)	5,106
Noteholder representative fee related to 2023 Refinanced Notes	1,620
Non-cash debt issuance cost	500
Decreases to right of use assets related to Taunton Facility transactions		3,940
Decreases to operating lease liability related to Taunton Facility transactions		4,454
Decreases to property, plant, and equipment related to Taunton Facility transactions		514
Supplemental disclosure of cash flow information:
Cash paid for interest	$ 2,814	2,075
Cash paid for income taxes		$ 61

Nature and Continuance of Opera

Nature and Continuance of Operations	6 Months Ended
Nature and Continuance of Operations	Jun. 30, 2023
Nature and Continuance of Operations
Nature and Continuance of Operations	1. Nature and Continuance of Operations TILT Holdings Inc. (“TILT” or the “Company”) is a business solutions provider to the global cannabis industry offering a diverse range of value-added products and services to industry participants. Through a portfolio of companies providing technology, hardware, cultivation and production, TILT services brands and cannabis retailers in regulated markets across 39 states in the United States (“U.S.”), as well as Canada, Israel, Mexico, South America, and the European Union. TILT was incorporated under the laws of Nevada pursuant to NRS Chapter 78 on June 22, 2018. The Company was continued under the Business Corporations Act (British Columbia) pursuant to a Certificate of Continuance dated November 14, 2018. The Company is a reporting issuer in Canada in the Provinces of British Columbia, Alberta, and Ontario and its common shares are listed for trading on the Cboe Canada formerly known as the NEO Exchange under the symbol “TILT.” In addition, the common shares are quoted on the OTCQX in the U.S. under the symbol “TLLTF.” The Company’s head office is in Phoenix, Arizona and its registered office is located at 745 Thurlow Street, #2400 Vancouver, BC V6C 0C5 Canada. Going Concern The Company has experienced operating losses since its inception and may continue to incur losses in the development of its business. The Company incurred a comprehensive loss of $31,775 during the six months ended June 30, 2023 and has an accumulated deficit of $995,473 as of June 30, 2023. Additionally, as of June 30, 2023, the Company had positive working capital of $5,597 (compared to negative working capital of $39,570 as of December 31, 2022). During the six months ended June 30, 2023, the Company (i) completed the Pennsylvania Transaction (as defined below), (ii) refinanced the 2019 Junior Notes (as defined below), (iii) extended the maturity date of and increased the amount available under the Revolving Facility (as defined below) and (iv) obtained additional funds through the 2023 Bridge Notes (as defined below). On February 15, 2023, the Company completed its previously announced sale-leaseback transaction with Innovative Industrial Properties, Inc. (“IIP”) pertaining to its White Haven, Pennsylvania facility (“White Haven Facility”) for $15,000 with net proceeds used towards repayment of debt and working capital (the “Pennsylvania Transaction”). On February 15, 2023, the Company entered into the NPA Amendment (as defined below) relating to the refinancing of the 2019 Junior Notes (as defined below) and issued the 2023 Refinanced Notes (as defined below) and the 2023 New Notes (as defined below). See Note 11 — Notes Payable for defined terms and more information. On February 15, 2023, the Company repaid the remaining balance of the senior secured promissory notes issued on November 1, 2019 (the “2019 Senior Notes”), retiring the remainder of its 2019 senior debt facility previously extended to February 28, 2023, with no further obligations. On March 13, 2023, the Company, through its subsidiary Jupiter Research LLC (“Jupiter”), entered into an amendment to its existing $10,000 asset-based revolving credit facility (the “Revolving Facility”) to increase the amount available under the Revolving Facility to $12,500 and extend the maturity date to July 21, 2024. Additionally, borrowings under the Revolving Facility will bear interest at the prime rate plus 3%, and is secured by Jupiter’s inventory, accounts receivable and related property. The amendment also includes a guaranty by the Company in the amount of $6,000. On May 15, 2023, the Company and its subsidiaries issued senior secured promissory notes in the aggregate principal amount of $4,500 (the “2023 Bridge Notes”). The 2023 Bridge Notes provided gross cash proceeds of $4,000 with an original issue discount of $500 and require monthly payments of $750 starting July 1, 2023. The 2023 Bridge Notes bear interest at the greater of 16% or the prime rate plus 8.5%, payable monthly, with a maturity date of December 1, 2023. For further details regarding these transactions, see Note 5 — Property, Plant and Equipment and Assets Held for Sale, Note 11 — Notes Payable and Note 13 — Leases. The Company’s operating plans for the next 12 months include (i) increasing revenue growth from the sale of existing products and the introduction of new products across all operating segments; (ii) reducing production and operational costs as a result of efficiencies in cannabis operations; (iii) reducing supply chain costs; (iv) reducing and delaying overhead and other certain expenditures; and (v) obtaining other financings as necessary. The Company believes that these actions will help to mitigate any substantial doubt raised by our historical operating results and satisfy our estimated liquidity needs for the 12 months following the issuance of these condensed consolidated financial statements. However, during the second quarter of 2023, a primary supplier significantly changed the payment terms of the Company’s trade payable. This was an unexpected event impacting short-term liquidity, therefore, the Company secured additional financing through the 2023 Bridge Notes to satisfy the transition of the new payment terms and provide working capital for the business. However, the issuance of the 2023 Bridge Notes caused the Company to have to obtain a waiver of the financial covenant defaults expected to occur for the 2023 Refinanced Notes (defined below) and 2023 New Notes (defined below). As a result of the waiver, the Company had to pay default interest rates on its 2023 Refinanced Notes and 2023 New Notes, which resulted in an increase from 16.5% as of March 31, 2023 to 24.75% as of June 30, 2023. See Note 11 — Notes Payable for additional information. As a result of this and other factors, the Company cannot predict with certainty the outcome of its actions to generate liquidity as discussed above, including the availability of additional financing as necessary, or whether such actions would generate the expected liquidity as currently planned. Therefore, management has concluded there is substantial doubt about the Company’s ability to continue as a going concern within 12 months after the date of this filing. The financial statements do not include any adjustments that might become necessary should the Company be unable to continue as a going concern. See Part II, Item 1A, Risk Factors for further details. COVID-19 Pandemic and Global Conflicts In March 2020, the World Health Organization categorized coronavirus disease 2019 (“COVID-19”) as a global pandemic. The Company continues to implement and evaluate actions to strengthen its financial position and support the continuity of its business and operations in response to the COVID-19 pandemic. The impact of the COVID-19 pandemic and geopolitical conflicts, including the recent war in Ukraine, created much uncertainty in the global marketplace. There are many uncertainties regarding these events, and the Company is closely monitoring the ongoing impact on all aspects of its business, including how it will impact its services, customers, employees, vendors, and business partners now and in the future. While the COVID-19 pandemic and recent geopolitical conflicts did not materially adversely affect the Company’s financial results and business operations in the six months ended June 30, 2023, the Company is unable to predict the impact that these events will have on its future financial position and operating results due to numerous uncertainties.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies	2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated unaudited interim financial statements have been prepared in accordance with (i) United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information, and (ii) the instructions to Form 10-Q and (iii) Article 10 of Regulation S-X. In the opinion of our management, our condensed consolidated unaudited financial statements and accompanying notes (the “Financial Statements”) include all normal recurring adjustments that are necessary for the fair statement of the interim periods presented. Interim results of operations are not necessarily indicative of results for the full year, or any other period. The Financial Statements should be read in conjunction with our audited consolidated financial statements (and notes thereto) in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “Form 10-K”), as filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 16, 2023 and with the relevant Canadian securities regulatory authorities under our profile on SEDAR. Except as noted below, there have been no material changes to the Company's significant accounting policies and estimates during the six months ended June 30, 2023. Certain information, footnotes and disclosures normally included in the annual financial statements, prepared in accordance with U.S. GAAP, have been condensed or omitted in accordance with SEC rules and regulations. The financial data included in the Financial Statements contain all normal and recurring adjustments necessary to state fairly the consolidated financial condition, results of operations, statements of stockholder’s equity, and cash flows of the Company for the six months ended June 30, 2023 and 2022. Operating results for the six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the current year ending December 31, 2023. Principles of Consolidation The Financial Statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its subsidiaries, as well as the accounts of any entities over which the Company has a controlling financial interest in accordance with Accounting Standards Codification (“ASC”) 810 Consolidation. All transactions and balances between these entities have been eliminated upon consolidation. Reclassifications Certain amounts in the Company's prior period consolidated financial statements have been reclassified to conform to the current period presentation. During the six months ended June 30, 2023, the Company reclassified $4,741 of the Massachusetts Lease Liability (as defined in Note 11 — Massachusetts Lease Liability) previously included in current liabilities on the consolidated balance sheet as of December 31, 2022 into the Massachusetts lease liability in noncurrent liabilities. See Note 11 — Massachusetts Lease Liability for additional information. During the six months ended June 30, 2023, the Company reclassified $516 of inventory valuation adjustments previously included in inventories under net change in working capital adjustments on the condensed consolidated statement of cash flows as of June 30, 2022 into inventory adjustments. See Note 4 — Inventories for additional information. Use of Estimates The preparation of these Financial Statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, and revenue and expenses. Actual results may differ from these estimates. Restricted Cash The Company had $1,298 in restricted cash as of both June 30, 2023 and December 31, 2022. Included in restricted cash was a certificate of deposit related to Jupiter customs bonds totaling $1,252 as of both June 30, 2023 and December 31, 2022. Estimated Useful Lives and Depreciation of Property, Plant and Equipment Depreciation of property, plant and equipment is dependent upon estimates of useful lives which are determined through the exercise of judgment. The assessment of any impairment of these assets is dependent upon estimates of recoverable amounts that take into account factors such as economic and market conditions and the useful lives of assets. Depreciation is provided on a straight-line basis over the following estimated useful lives: Machinery and equipment 2 – 7 years Furniture and fixtures 3 – 10 years Autos and trucks 5 years Buildings and land improvements 5 – 39 years Leasehold improvements Lesser of useful life of lease term Greenhouse - agricultural structure 5 – 15 years Land Not depreciated The assets’ residual values, useful lives and methods of depreciation are reviewed annually and adjusted prospectively, if appropriate. Buildings, leaseholds and land improvements are amortized over the shorter of either the useful life or term of the lease. Gains or losses on disposal of an item are determined by comparing the proceeds from disposal with the carrying amount of the item and recognized in the consolidated statements of operations and comprehensive loss. Recently Adopted and Issued Accounting Pronouncements Recent accounting pronouncements, other than those below, issued by the Financial Accounting Standards Board (“FASB”), the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material effect on the Company’s present or future financial statements. Recently Adopted Accounting Pronouncements In August 2020, the FASB issued an accounting standards update (“ASU”) 2020-06 Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) — Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In May 2021, the FASB issued ASU 2021-04, Earnings per Share Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40) — Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic

Fair Value Measurements

Fair Value Measurements	6 Months Ended
Fair Value Measurements	Jun. 30, 2023
Fair Value Measurements
Fair Value Measurements	3. Fair Value Measurements A number of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities. Fair value is defined as the price that would be received from selling an asset or paying 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. When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. Fair values are categorized into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows: ● Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. ● Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices). ● Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). Assets and liabilities measured at fair value on a recurring basis, including their levels in the fair value hierarchy were as follows: As of June 30, 2023 Fair value hierarchy Fair value of assets Level 1 Level 2 Level 3 Cash and cash equivalents $ 2,815 $ — $ — Restricted cash 1,298 — — Investments 2 — — Total $ 4,115 $ — $ — As of December 31, 2022 Fair value hierarchy Fair value of assets Level 1 Level 2 Level 3 Cash and cash equivalents $ 2,202 $ — $ — Restricted cash 1,298 — — Investments 2 — — Total $ 3,502 $ — $ — Investments The Akerna Corp. (“Akerna”) marketable security balance included in investments has Level 1 inputs. There were no adjustments made to the Akerna investment during the three and six months ended June 30, 2023. During the three and six months ended June 30, 2022, the Company recorded losses of $49 and $94, respectively, related to its investment in Akerna. These losses are included in unrealized loss on investment on the condensed consolidated statements of operations and comprehensive loss. The HERBL Inc. (“HERBL”) investment is recorded at cost and excluded from the schedule above. During the three months ended June 30, 2023, the Company noted declining conditions in its investment in HERBL and performed impairment testing. The Company concluded that the balance of its investment was not recoverable due to HERBL entering into receivership in June 2023 and recorded an impairment of $6,400 on its investment in HERBL, bringing the balance of its investment to zero. These losses are included in unrealized loss on investment on the condensed consolidated statements of operations and comprehensive loss. The balance was $0 and $6,400 as of June 30, 2023 and December 31, 2022, respectively. The Big Toe Ventures LLC (“Big Toe”) balance included in investments was initially recorded at cost, but impairment was subsequently identified and the balance was adjusted to zero as an approximation of fair value using Level 3 inputs during the year ended December 31, 2022. The balance was zero as of both June 30, 2023 and December 31, 2022. Warrants There was no warrant liability as of both June 30, 2023 and December 31, 2022. During the three and six months ended June 30, 2022, the Company recorded losses of $3,913 and $1,750, respectively, on the change in fair value of its warrant liability. These losses are included in other income (expense) in the condensed consolidated statements of operations and comprehensive loss. Financial Instruments The carrying amount of the Company’s notes payable approximates their fair value based upon market interest rates available to the Company for debt of similar risk and maturities, a Level 3 input. See Note 11 — Notes Payable for additional information. Additionally, the carrying amount of the Company’s loans receivable, net of related current expected credit losses, approximates their fair values. See Note 9 — Loans Receivable for additional information. The carrying amounts of all financial assets and liabilities, other than notes payable and loans receivables, approximate their fair values. There were no transfers between the levels of fair value hierarchy during the six months ended June 30, 2023 and 2022. Items Measured at Fair Value on a Non-Recurring Basis Goodwill No impairment triggers to goodwill were identified during the six months ended June 30, 2023. As a result of missed forecasts for Jupiter, the Company conducted additional testing of its goodwill related to Jupiter as of June 30, 2022. After this review, the Company determined that the carrying amount of the Jupiter reporting unit exceeded its estimated recoverable amount and recorded a $ goodwill impairment charge for the six months ended June 30, 2022. Balance, January 1, 2022 $ 70,545 Jupiter impairment (6,668) Balance, June 30, 2022 $ 63,877 See Note 8 — Goodwill for additional information.

Inventories

Inventories	6 Months Ended
Inventories	Jun. 30, 2023
Inventories
Inventories	4. Inventories The Company’s inventories consisted of the following: June 30, December 31, 2023 2022 Raw Material - cannabis plants $ 3,283 $ 3,383 Raw Material - other materials 619 763 Work in progress 11,460 11,268 Finished goods 18,662 34,779 Supplies and accessories 2,802 2,716 Total Inventories $ 36,826 $ 52,909 During the three months ended June 30, 2023, the Company shifted its sales and operation strategies. As a result, the Company recorded a one-time adjustment for inventory valuation and excess and obsolete inventory of $4,878. During the three and six months ended June 30, 2023, the Company recorded total inventory adjustments of $4,878 and $5,103, respectively. During the three and six months ended June 30, 2022, the Company recorded inventory adjustments of $236 and $516, respectively. These amounts are included in cost of goods sold on the condensed consolidated statements of operations and comprehensive loss.

Property, Plant and Equipment a

Property, Plant and Equipment and Assets Held for Sale	6 Months Ended
Property, Plant and Equipment and Assets Held for Sale	Jun. 30, 2023
Property, Plant and Equipment and Assets Held for Sale
Property, Plant and Equipment and Assets Held for Sale	5. Property, Plant and Equipment and Assets Held for Sale The property, plant and equipment consisted of the following: June 30, 2023 December 31, 2022 Land $ 6,266 $ 6,434 Land improvements — 461 Machinery & equipment 13,491 13,692 Furniture & fixtures 784 790 Buildings 45,107 51,987 Greenhouse - agricultural structure 6,769 8,196 Leasehold improvements 10,344 9,955 Construction in progress 212 610 Autos & trucks 235 256 Total cost 83,208 92,381 Less: accumulated depreciation (28,889) (24,444) Total property, plant and equipment $ 54,319 $ 67,937 During the three months ended June 30, 2023 and 2022, the Company recognized depreciation expense of $2,482 and $1,994, respectively. During the six months ended June 30, 2023 and 2022, the Company recognized depreciation expense of $4,457 and $3,946, respectively. Depreciation expense is included in cost of goods sold and depreciation and amortization in the condensed consolidated statements of operations and comprehensive loss. On February 15, 2023, the Company completed the Pennsylvania Transaction and determined that control of the White Haven Facility transferred to the buyer, resulting in a sale of the White Haven Facility. The Company received cash proceeds of $15,000 and derecognized the property, plant and equipment with a net carrying value of $6,599, resulting in a gain on sale of assets of $8,401. See Note 13 — Leases for additional information. During the three months ended June 30, 2023, the Company refocused its Massachusetts retail operations on core assets, reducing the operating capacity of its Commonwealth Alternative Care (“CAC”) Cambridge facility, which triggered an impairment analysis for the Cambridge assets. As a result, the Company recorded an impairment loss of $2,788 to bring the assets to a fair market value of zero as of June 30, 2023. During the six months ended June 30, 2022, the Company recorded a gain on disposal of assets of $1. This gain, along with the gain on sale of assets related to the Pennsylvania Transaction, are included in gain on sale of assets in the condensed consolidated statements of operations and comprehensive loss. In connection with management’s ongoing multi-phase plans to produce high-quality flowers, during the six months ended June 30, 2022, the Company replaced existing lights with new market-standard LED lights. As a result, the Company recorded a loss on disposal in the amount of $697, which represented the net carrying value of existing lights. This loss is included in impairment loss and loss on disposal of assets in the condensed consolidated statements of operations and comprehensive loss. Assets Held for Sale During the six months ended June 30, 2023, it was determined that the assets held for sale had a fair market value less costs to sell of zero. As a result, the Company recorded an impairment loss of $325 to bring these assets held for sale to fair market value less costs to sell. This loss is included in impairment loss and loss on disposal of assets in the condensed consolidated statements of operations and comprehensive loss.

Investments

Investments	6 Months Ended
Investments	Jun. 30, 2023
Investments
Investments	6. Investments The Company’s investments included the following: Investment June 30, 2023 December 31, 2022 HERBL, Inc. $ — $ 6,400 Akerna 2 2 Total Investments $ 2 $ 6,402 The Company recorded the investment in HERBL and Big Toe in accordance with a measurement alternative due to the lack of readily determinable fair values. The measurement alternative allows the Company to record the investments at cost, less impairment, if any, and subsequently adjust for observable price changes of identical or similar investments of the same issuer. During the three and six months ended June 30, 2022, the Company recorded unrealized losses of $49 and $94, respectively, from its investment in Akerna. This loss is included in unrealized loss on investment in the condensed consolidated statements of operations and comprehensive loss. The Company intended to hold its investment in HERBL until HERBL executed its next equity financing. The Company had an arrangement with HERBL that, upon such equity financing, if the fair value of HERBL’s class B common shares was less than the initial cost, HERBL would issue additional shares to make up the difference. However, during the three months ended June 30, 2023, the Company determined that it is not probable that HERBL will issue additional shares to bring the Company’s investment up to its initial cost due to HERBL entering into receivership in June 2023. Therefore, the Company recorded a loss of $6,400 on its investment in HERBL to adjust the balance to zero. This loss is included in unrealized loss on investment in the condensed consolidated statements of operations and comprehensive loss.

Intangible Assets

Intangible Assets	6 Months Ended
Intangible Assets	Jun. 30, 2023
Intangible Assets
Intangible Assets	7. Intangible Assets Intangible asset balances consisted of the following: Intangible assets June 30, 2023 December 31, 2022 Customer relationships $ 85,300 $ 85,300 Trademarks 29,000 29,000 License rights (1) 6,540 6,540 Management agreements 926 926 Patents & technologies 32,900 32,900 Backlog and non-competition agreements 10,406 10,406 Total intangible assets, at cost 165,072 165,072 Less: Accumulated amortization (69,615) (62,358) Total intangible assets, net $ 95,457 $ 102,714 (1) Amortization expense for the three months ended June 30, 2023 and 2022, was $3,255 and $3,677, respectively. Amortization expense for the six months ended June 30, 2023 and 2022 was $6,519 and $7,353, respectively. This amortization expense is included in depreciation and amortization in the condensed consolidated statements of operations and comprehensive loss. During the three months ended June 30, 2023, the Company determined that its management agreement with CGSF Group, LLC (“CGSF”) was impaired. As a result, the Company recognized an impairment loss of $737 to bring the carrying value of the management agreement intangible asset to zero. This loss is included in impairment loss and loss on disposal of assets in the condensed consolidated statements of operations and comprehensive loss. The following table outlines the estimated future annual amortization expense for intangible assets as of June 30, 2023: Estimated Years ended December 31, amortization Remainder of 2023 $ 6,477 2024 12,953 2025 12,953 2026 12,796 2027 12,796 Thereafter 31,103 $ 89,078

Goodwill

Goodwill	6 Months Ended
Goodwill	Jun. 30, 2023
Goodwill
Goodwill	8. Goodwill For the purposes of impairment testing, goodwill is allocated to the Company’s reporting units as follows: Standard Standard Jupiter Farms PA Farms OH Total Balance, December 31, 2021 $ 63,346 $ 5,819 $ 1,380 $ 70,545 Impairment (6,668) — — (6,668) Balance, June 30, 2022 $ 56,678 $ 5,819 $ 1,380 $ 63,877 Balance, December 31, 2022 $ 17,721 $ 3,030 $ — $ 20,751 Impairment — — — — Balance, June 30, 2023 $ 17,721 $ 3,030 $ — $ 20,751 There were no goodwill impairment losses recorded during the six months ended June 30, 2023. During the six months ended June 30, 2022, the Company conducted additional impairment testing of its goodwill related to Jupiter to determine if the carrying value of the Jupiter reporting unit exceeded its fair value. The recoverable amount for Jupiter was based on fair value, using an income approach. Where applicable, the Company uses its comparative market multiples to corroborate discounted cash flow results. The fair value measurement was categorized as a Level 3 based on the inputs used in the valuation technique. The key assumptions used included management’s projected future cash flows for a five-year period, a terminal value, growth rate, and discount rate based on the estimated weighted average cost of capital, which incorporates the risks specific to the reporting units. The following table details the key assumptions used in determining the recoverable amount as of June 30, 2022: Jupiter Terminal value growth rate 3.0% Discount rate 22.5% Projected revenue growth rate* 9.9% Fair value $ 166,957 *Projected revenue growth rate averaged over the next ten years. Based on the test results for Jupiter, the carrying amount of the reporting unit exceeded its estimated recoverable amount by $6,668 as of June 30, 2022. Consequently, an impairment loss was recorded for goodwill.

Loans Receivable

Loans Receivable	6 Months Ended
Loans Receivable	Jun. 30, 2023
Loans Receivable
Loans Receivable	9. Loans Receivable A breakdown of the loans receivable terms and balances are as follows: Loans receivable June 30, 2023 December 31, 2022 Teneo Fund SPVi LLC Note $ 5,911 $ 5,911 Pharma EU, LLC Note 1,410 1,410 A&R Note 710 710 SSZ and Elev8 Note 1,002 1,002 Pure Hana Synergy Note 224 224 Little Beach Harvest Note 5,121 2,199 Total loans receivable $ 14,378 $ 11,456 Less allowance for expected credit losses (13,023) (7,237) Loans receivable, net of expected credit losses 1,355 4,219 Less current portion of loan receivable — (516) Loans receivable, long-term $ 1,355 $ 3,703 The Little Beach Harvest Note loan receivable balance is subject to an interest rate of 9.0%. Accrued interest receivable was $198 as of June 30, 2023 and is included in loans receivable During the three months ended June 30, 2023, the Company determined that it may not be able to collect the full amount of its loan receivable from the Little Beach Harvest Note. As a result, the Company did not record any interest income for the three months ended June 30, 2023 and reversed the interest income recognized during the three months ended March 31, 2023. At each reporting date, the Company assesses whether loans receivables are credit impaired by applying the guidance in ASC 326. A financial asset is considered “credit impaired” when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred. Credit impairment is based on observable data such as significant financial difficulty of the debtor and a breach of contract such as a default or being past due. During the six months ended June 30, 2023, the Company recorded an additional $5,786 of allowance for expected credit losses due to revised collectability estimates. Current expected credit loss (“CECL”) reserves are measured by the Company on a probability-weighted basis based on historical experience, current conditions, and reasonable and supportable forecasts. Our assessment includes a variety of factors, including underlying credit, relative maturity dates of the loans, economic considerations, as well as ongoing legal and other regulatory developments in the industry. The process includes consideration for the assumed recovery rate from underlying collateral, with adjustments for time value of money and estimated costs for obtaining and selling the collateral. Given the repayment profile and underlying terms of such loans, CECL reserves are generally estimated over the contractual term of the loan. The following tables present an analysis of the credit quality of loans receivable, together with impairment losses recognized based on lifetime CECL reserves: As of June 30, 2023 Nature of collateral Gross amounts Loan losses Net Security interest in assets of counterparty $ 12,744 $ (11,389) $ 1,355 Third party guarantee 1,410 (1,410) — No collateral 224 (224) — Net loans receivable $ 14,378 $ (13,023) $ 1,355 As of December 31, 2022 Nature of collateral Gross amounts Loan losses Net Security interest in assets of counterparty $ 9,822 $ (5,915) $ 3,907 Third party guarantee 1,410 (1,098) 312 No collateral 224 (224) — Net loans receivable $ 11,456 $ (7,237) $ 4,219

Accounts Payable and Accrued Li

Accounts Payable and Accrued Liabilities	6 Months Ended
Accounts Payable and Accrued Liabilities	Jun. 30, 2023
Accounts Payable and Accrued Liabilities
Accounts Payable and Accrued Liabilities	10. Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities consisted of the following: Accounts payable and accrued liabilities June 30, 2023 December 31, 2022 Accounts payable $ 40,144 $ 49,261 Accrued interest expense — 2,983 Accrued payroll 1,634 1,626 Due to Jupiter Sellers — 2,800 Other current payables/liabilities (1) 1,369 1,500 Total accounts payable and accrued liabilities $ 43,147 $ 58,170 (1) For some of its locations, the Company offers a loyalty reward program to its dispensary customers. The loyalty points are accrued when earned as a liability and reduction of revenues. The amount earned is deferred until the loyalty points are redeemed or expire. As of June 30, 2023 and December 31, 2022, the loyalty liability totaled $145 and $159, respectively, which is included in accounts payable and accrued liabilities on the condensed consolidated balance sheets.

Notes Payable

Notes Payable	6 Months Ended
Notes Payable	Jun. 30, 2023
Notes Payable
Notes Payable	11. Notes Payable Notes payable and debt issuance costs are as follows: Notes Payable June 30, 2023 December 31, 2022 Revolving Facility – Interest rate of 11.25% as of June 30, 2023, due on July 21, 2024 (1) $ 10,575 $ 10,722 2019 Senior Notes – Interest rate of 16.0% per annum, due on February 28, 2023 — 2,159 2019 Junior Notes – Interest rate of 8.0% per annum, due on April 1, 2023 — 46,497 2023 Refinanced Notes – Interest rate of 24.75% per annum as of June 30, 2023, due on February 15, 2026 (3) 40,420 — 2023 New Notes – Interest rate of 24.75% per annum as of June 30, 2023, due on February 15, 2027 (3) 8,963 — 2023 Bridge Note – Interest rate of 16.75% per annum as of June 30, 2023, due on December 1, 2023 4,563 — Other loans and borrowings 350 350 Total debt 64,871 59,728 Less: Debt discount and debt issuance costs (7,835) (2) — Less: Current portion of notes payable (11,532) (59,378) Total debt, net of discount, net of current portion $ 45,504 $ 350 (1) (2) (3) On February 15, 2023, the Company repaid the remaining balance of its 2019 Senior Notes, retiring the remainder of its 2019 senior debt facility previously extended to February 28, 2023, with no further obligations. On November 1, 2019, the Company and its subsidiaries, Jimmy Jang, L.P. (“JJ LP”), Baker Technologies, Inc. and subsidiaries (collectively, “Baker”), CAC junior secured promissory notes (the “2019 Junior Notes”). The 2023 Refinanced Notes mature on February 15, 2026, 36 months from the Effective Date, and bear interest at the greater of 16% or the prime rate plus 8.5% payable monthly, subject to the Waiver described below. The interest rate is subject to increase by 1% annually if the aggregate principal amount outstanding under the 2023 Refinanced Notes is greater than $30,000 on the first anniversary of the Effective Date or greater than $22,000 on the second anniversary of the Effective Date. The Subsidiary Borrowers are obligated to pay an aggregate of $5,000 of principal on the 2023 Refinanced Notes on each anniversary of the Effective Date of the 2023 Refinanced Notes, as well as an annual payment at the beginning of each calendar year the 2023 Refinanced Notes are outstanding that is equal to 50% of the Company’s unrestricted cash greater than $10,000 at the end of the prior calendar year. The Subsidiary Borrowers are also obligated to make mandatory prepayments of net cash proceeds from asset sales, casualty and condemnation awards, future equity or debt issuances and the settlement of certain third-party assets. As part of the 2023 Refinanced Notes, the Company recognized a debt discount of $7,755. Included in this amount was $5,106 related to the fair value of the Debt Modification Warrants (as defined below), a $2,000 fee payable to the Noteholder Representative, and $649 of debt issuance costs. The debt discount balance net of amortization was $7,351 as of June 30, 2023. Pursuant to the NPA Amendment, the Subsidiary Borrowers also issued by way of private placement secured promissory notes (“2023 New Notes”) in the aggregate principal amount of $8,260 to the Holders with a maturity date of February 15, 2027, 48 months from the Effective Date. The 2023 New Notes bear interest at the greater of 16% or the prime rate plus 8.5% payable quarterly subject to the Waiver discussed below. The Company is not required to make principal payments on the 2023 New Notes before their maturity date and until the 2023 Refinanced Notes are paid in full. Once the 2023 Refinanced Notes are paid in full, the Subsidiary Borrowers’ obligations to make principal payments will be the same as previously existed under the 2023 Refinanced Notes as described above. The 2023 New Notes were originally included in accounts payable and accrued liabilities as of December 31, 2022. No principal payments will be due on the 2023 New Notes before their maturity date unless and until the 2023 Refinanced Notes are paid in full. Once the 2023 Refinanced Notes are paid in full, the Subsidiary Borrowers’ obligations to make principal payments will be the same as previously existed under the 2023 Refinanced Notes and described above. Any interest or principal payments under the 2023 New Notes due before the maturity date of the 2023 Refinanced Notes may, at the Subsidiary Borrowers’ election, be paid by increasing the principal amount of the 2023 New Notes on a dollar-for-dollar basis. The 2023 Refinanced Notes and the 2023 New Notes (collectively, the “2023 Notes”) are secured by a first priority security interest in all of the assets of the Subsidiary Borrowers, except that the Holders will receive a second priority security interest in the assets that are already pledged by Jupiter under the Revolving Facility. The 2023 Notes are also guaranteed by the Company and all subsidiaries of the Company. The equity interests in all subsidiaries of the Company have also been pledged as security for the obligations under the 2023 Refinanced Notes. The NPA Amendment includes affirmative and negative covenants (including financial maintenance covenants), events of default, representations and warranties that are customary for debt securities of this type. As of June 30, 2023, the Noteholder Representative granted the Waiver, as described below, for certain financial covenant defaults expected to occur through December 8, 2023. The 2023 Notes may be accelerated and all remedies may be exercised by the Holders in case of an event of default under the 2023 Notes, which includes events that customarily constitute an event of default for debt securities of this type as well as upon a change of control. In connection with the NPA Amendment, the Company also issued to each Holder a warrant (each a “Debt Modification Warrant,” collectively the “Debt Modification Warrants”) to purchase 2,421.05 common shares of the Company for every $1 principal amount of the 2023 Refinanced Notes held by each Holder, for a total aggregate of 91,999,901 Debt Modification Warrants. See Note 14 — Shareholders' Equity for additional information. On May 15, 2023, the Company and the Subsidiary Borrowers entered into a Secured Note Purchase Agreement, with the Noteholder Representative on behalf of the purchasers named therein (the “Bridge Notes NPA”). Pursuant to the Bridge Notes NPA, Subsidiary Borrowers issued the 2023 Bridge Notes which provided gross cash proceeds of $4,000 and an original issue discount of $500 to the holders with a maturity date of December 1, 2023. The 2023 Bridge Notes bear interest at the greater of 16% or the prime rate plus 8.5% payable monthly. The 2023 Bridge Notes are secured by a security interest in all of the assets of the Subsidiary Borrowers. This security interest is subordinate to the security interest in certain assets that were pledged by Jupiter to secure a revolving credit facility. In addition, payments received by the Noteholder Representative, whether under the Bridge Notes NPA or the 2019 NPA, shall be applied to repay the 2023 Bridge Notes whether such payments are as a result of the enforcement of remedies, dispositions, liquidations, or as a result of payments on claims filed in a case under the Bankruptcy Code or other similar proceedings. The 2023 Bridge Notes are also guaranteed by the Company and all subsidiaries of the Company. The equity interests in all subsidiaries of the Company have also been pledged as security for the obligations under the 2023 Bridge Notes. The Bridge Notes NPA includes affirmative and negative covenants, events of default, representations and warranties that are customary for debt securities of this type. The 2023 Bridge Notes may be accelerated and all remedies may be exercised by the holders in case of an event of default under the 2023 Bridge Notes, which includes events that customarily constitute an event of default for debt securities of this type as well as upon a change of control, the termination of Tim Conder’s employment with the Company for any reason and the failure by the Company to appoint a replacement for Mr. Conder within 90 days that is approved to the Noteholder Representative or any default or event of default under the 2019 NPA. Starting July 1, 2023, the Subsidiary Borrowers are obligated to pay $750 in amortization payments in addition to interest payments and a monthly payment at the beginning of each calendar month the 2023 Bridge Notes are outstanding that is equal to 50% of the Company’s unrestricted cash greater than $10,000 at the end of the prior calendar month. The Subsidiary Borrowers are also obligated to make mandatory prepayments of net cash proceeds from asset sales, casualty and condemnation awards, future equity or debt issuances and the settlement of certain third-party assets. In connection with the Bridge Notes NPA, the Company entered into a Consent, Confirmation, Limited Waiver And Forbearance Agreement (the “Waiver”) and the Noteholder Representative under the 2019 NPA has waived the Subsidiary Borrowers’ payment obligations during a forbearance period ending on December 8, 2023 so long as the amounts otherwise due are applied under the Bridge Notes NPA, and has agreed to waive certain financial covenant defaults expected to occur during the forbearance period as a result of the Company and Subsidiary Borrowers entering into and performing their obligations under the Bridge Notes NPA. The promissory notes issued under the 2019 NPA will accrue interest at a default rate (prime rate plus 8.5%, with an additional 8% due to the default) and late fees at the rate of $40 per month will be incurred during this forbearance period. All interest payments not made when due during the forbearance period, interest at the default rate accrued thereon, and late fees incurred will be due and payable at the end of the forbearance period. As of June 30, 2023, the default interest rate of 24.75% was in effect for the 2023 Notes. The 2023 Bridge Notes were issued with an original issue discount of $500, allowing access to funding of up to $4,000 to the Company. The debt discount had a balance of $451 as of June 30, 2023. The Company used the proceeds of the 2023 Bridge Notes to assist with the transition in payment terms of a trade payable with a primary supplier. Future maturities of all notes payable as of June 30, 2023 were as follows: Year ended December 31, Amount Remainder of 2023 $ 6,983 2024 15,575 2025 5,000 2026 28,000 2027 8,963 2028 and thereafter 350 Total $ 64,871

Massachusetts Lease Liability

Massachusetts Lease Liability	6 Months Ended
Massachusetts Lease Liability	Jun. 30, 2023
Massachusetts Lease Liability
Massachusetts Lease Liability	12. Massachusetts Lease Liability On May 16, 2022, the Company, through its subsidiary CAC, completed the acquisition of a cultivation, processing and product manufacturing lab and medical and adult-use dispensary in Taunton, Massachusetts (the “Taunton Facility”) for $13,047 cash consideration pursuant to a purchase option included in the Company’s lease with the previous owner of the Taunton Facility. Concurrently with the acquisition, CAC sold the Taunton Facility to IIP for $40,000 cash consideration. The Company also entered into a long-term lease for the Taunton Facility with a term of 20 years and a maturity date of May 15, 2042, with two 5-year extensions exercisable at the Company’s discretion (the “Massachusetts Lease Liability”). The Massachusetts Lease Liability matures on May 15, 2042, with two five-year extension options. Lease payments are due monthly and are subject to an annual escalation of 2.5% after two years. CAC anticipates no disruption to its operations as a result of these transactions. The cash proceeds from IIP were used to pay the Taunton Facility purchase price, $25,466 was remitted to an escrow account that was included in restricted cash and the remaining proceeds were used to pay transaction expenses. The early lease termination and acquisition of the Taunton Facility resulted in derecognizing a right-of-use (“ROU”) asset balance of $3,940, and lease liability balance of $4,454; and recognizing land and building balances of $6,266 and $6,268, respectively. The transaction with IIP was accounted for as a failed sale and leaseback transaction, where the Company retained the Taunton Facility balances included in property, plant, and equipment, and recognized a note payable of $40,000. During the three months ended March 31, 2023, the Company reclassified the portion of the Massachusetts Lease Liability previously included in current liabilities on the consolidated balance sheet as of December 31, 2022 into the Massachusetts lease liability in noncurrent liabilities. This change was made due to a change in accounting principle made during the three months ended March 31, 2023. The Company was previously using an accounting alternative accepted under ASC 842, Leases , Form 10-K. During the As of June 30, 2023, the Massachusetts Lease Liability had a balance of $40,386. Future minimum lease payments for the Massachusetts Lease Liability as of June 30, 2023 are as follows: Year ended December 31, Amount Remainder of 2023 $ 2,200 2024 4,469 2025 4,581 2026 4,695 2027 4,812 2028 and thereafter 162,855 Total future payments 183,612 Less: Interest (150,938) Total present value of minimum payments 32,674 Add: Estimated ending residual value 7,712 Total $ 40,386

Leases

Leases	6 Months Ended
Leases	Jun. 30, 2023
Leases
Leases	13. Leases The following table provides the components of lease cost recognized in the condensed consolidated statements of operations and comprehensive income: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease cost $ 702 $ 203 $ 1,185 $ 483 Finance lease cost: Amortization of lease assets 257 257 514 514 Interest on lease liabilities 97 117 199 239 Finance lease costs 354 374 713 753 Total lease cost $ 1,056 $ 577 $ 1,898 $ 1,236 For the three and six months ended June 30, 2023, the Company recorded short-term lease expense of $959 and $1,699 respectively, of which $702 and $1,185, respectively, related to operating leases and $257 and $514, respectively, related to finance leases. For the three and six months ended June 30, 2022, the Company recorded short-term lease expense of $460 and $997, respectively, of which $203 and $483, respectively, related to operating leases and $257 and $514, respectively, related to finance leases. The following table provides the weighted average discount rates and weighted average remaining lease terms for the Company’s leases: June 30, 2023 December 31, 2022 Operating leases Weighted average discount rate 19.1% 8.0% Weighted average remaining lease term 13.65 years 5.49 years Finance leases Weighted average discount rate 8.0% 8.0% Weighted average remaining lease term 3.82 years 4.66 years On February 15, 2023, the Company completed the Pennsylvania Transaction for $15,000 with net proceeds used towards repayment of debt and working capital. The lease is for an initial term of 15 years with two five-year options to extend. Rent under the lease will be payable monthly at a rate of $188 per month. Rent increases 2.5% on the second annual anniversary of the lease commencement date and then annually throughout the initial lease term. The Company determined that control of the White Haven Facility transferred to the buyer, resulting in a sale of the White Haven Facility. The Company received cash proceeds of $15,000 and recognized an ROU asset of $11,974 and an operating lease liability of $11,880 upon closing the transaction. The effective interest rate on the operating lease liability is 19.33%. The Company recorded a gain on the sale leaseback of $8,401, which is included in gain on sale of assets on the condensed consolidated statements of operations. As of June 30, 2023, the balance of the operating lease liability associated with this transaction was $12,087. During the three months ended June 30, 2023, the Company refocused its Massachusetts retail operations on core assets, reducing the operating capacity of its CAC Cambridge facility, which triggered an impairment analysis for the Cambridge assets, including the ROU asset related to its Cambridge finance lease. Future minimum lease payments under the Company’s non-cancellable leases as of June 30, 2023 are as follows: Year ended December 31, Finance Operating Remainder of 2023 $ 732 $ 1,222 2024 1,489 2,433 2025 1,212 2,468 2026 926 2,530 2027 916 2,594 2028 and thereafter 380 28,264 Total undiscounted lease liabilities 5,655 39,511 Interest or discount on lease liabilities (856) (26,654) Total present value of minimum lease payments 4,799 12,857 Lease liability - current portion (1,136) (81) Lease liability $ 3,663 $ 12,776

Shareholders' Equity

Shareholders' Equity	6 Months Ended
Shareholders' Equity	Jun. 30, 2023
Shareholders' Equity
Shareholders' Equity	14. Shareholders' Equity LP Units of JJ LP The limited partnership units (“LP Units”) of JJ LP, a subsidiary of the Company, are exchangeable for one common share of the Company at any time per request of the owner of the LP Units and are not saleable or transferable without the Company’s authorization. During each of the six months ended June 30, 2023 and 2022, there were no LP Units converted to common shares. As of each of June 30, 2023 and December 31, 2022, 43,821,379 LP Units were issued and outstanding. Warrants In connection with the NPA Amendment, the Company issued Debt Modification Warrants to purchase 2,421.05 common shares of the Company for every one thousand dollar . The fair value of the Debt Modification Warrants issued was determined using the Black-Scholes option pricing model with the following assumptions at the time of issuance: Exercise price $ 0.07084 Expected dividend yield 0% Risk free interest rate 3.94% Expected life in years 7.0 years Expected volatility 84.00% The following table summarizes the warrants that remain outstanding as of June 30, 2023: Exercise Number of Security issued Price (CAD$) Warrants Expiration Date Founders separation warrants 1.05 9,045,691 September 30, 2024 Debt modification warrants 0.09 91,999,901 February 15, 2030 101,045,592 A rollforward of warrant activity for the six months ended June 30, 2023 is as follows: Weighted Number of Average Warrants Warrants Exercise Price Balance as of December 31, 2022 9,545,691 CAD$ 1.01 Issued 91,999,901 0.09 Expired (500,000) 0.33 Balance as of June 30, 2023 101,045,592 CAD$ 0.18 Share-based Compensation Under the Amended and Restated 2018 Stock and Incentive Plan, as amended from time to time (the “2018 Plan”), the Company has reserved 60,000,000 common shares to be issued as awards to employees, management, directors and consultants of the Company, as designated by the Company’s board of directors (the “Board”) or the compensation committee of the Board. “Award” is defined in the 2018 Plan to include options, stock appreciation rights, restricted stocks, restricted stock units, performance stock units, dividend equivalents and stock-based awards. As of June 30, 2023, 35,805,244 common shares are available for issuance under the 2018 Plan. Restricted Stock Units (“RSUs”) A summary of the status of the RSUs outstanding is as follows: Number of Weighted Average RSUs RSUs Grant Date Fair Value Unvested as of December 31, 2022 2,742,765 $ 0.25 Issued 9,873,204 0.03 Vested (1,013,470) 0.22 Forfeited (1,172,341) 0.24 Unvested as of June 30, 2023 10,430,158 $ 0.05 During the three and six months ended June 30, 2023, the Company recorded $1,324 and $1,220 of total net share-based compensation benefit relating to RSUs, respectively. On June 12, 2023, the Company issued 2,468,301 to the audit committee chair of the Board, and 7,404,903 RSUs to three new members of the Board. These shares were issued at a weighted average grant date fair value of $0.03, and share-based compensation expense of $28 was recognized related to these RSUs during the three months ended June 30, 2023. During the three months ended June 30, 2023, the Company’s former Chief Executive Officer (“CEO”), Gary F. Santo, Jr. forfeited various share awards, including RSUs. The forfeiture of RSUs resulted in a share-based compensation benefit of $22 for the three months ended June 30, 2023. The net share-based compensation expense relating to RSUs held by the former CEO was $4 for the six months ended June 30, 2023. During the three months ended June 30, 2023, the Company determined achievement of the milestones related to CGSF projects was no longer probable. As a result, the Company reversed all share-based compensation expense recognized for the performance awards and recorded share-based compensation benefit of $1,287 and $1,234 for the three and six months ended June 30, 2023, respectively. As of June 30, 2023, there was $329 of remaining RSU expense to be recognized over the weighted average remaining period of 0.71 years. During the three and six months ended June 30, 2022, the Company recorded $163 and $425 of share-based compensation expense relating to RSUs, respectively. For the three and six months ended June 30, 2022, the share-based compensation expense relating to RSUs included $260 and $518, respectively, related to the performance awards for achievement of milestones relating to the projects of its joint venture in CGSF. Share Options A summary of the status of the share options outstanding is as follows: Share Options Weighted Weighted Average Common Average Remaining Contractual Share options Shares Exercise Price Life (yrs) Balance as of January 1, 2023 9,753,600 $ 0.60 6.11 Forfeited (373,129) $ 0.45 — Balance as of June 30, 2023 9,380,471 $ 0.61 5.58 For the three months ended June 30, 2023 and 2022, the Company recorded $3 and $18, respectively, of share-based compensation related to these options. For the six months ended June 30, 2023 and 2022, the Company recorded $34 and $98, respectively, of share-based compensation related to these options. As of June 30, 2023, there was $103 of remaining expense to be recognized over the weighted average remaining period of 1.28 years. The following table summarizes the share options that remain outstanding as of June 30, 2023: Number of Exercise Options Security issuable Share Options Price Expiration Date Exercisable Legacy employees 190,000 $ 1.58-1.58 June 28, 2028 190,000 2020 employee grant 5,507,873 $ 0.30-0.48 June 25, 2030 - December 1, 2030 4,230,804 Other employee grants 3,682,598 $ 0.41-3.96 June 17, 2024 - November 21, 2029 3,682,598 Total 9,380,471 8,103,402 Performance Stock Units (“PSUs”) A summary of the status of the PSUs outstanding is as follows: Number of Weighted Average Performance Stock Units PSUs Grant Date Fair Value Unvested as of January 1, 2023 10,632,378 $ 0.30 Forfeited (9,039,699) 0.30 Unvested as of June 30, 2023 1,592,679 $ 0.31 During the three and six months ended June 30, 2022, the Company recorded $345 and $971 of share-based compensation relating to PSUs, respectively. During the three months ended June 30, 2023, the Company’s former CEO, Gary F. Santo, Jr. forfeited various share awards, including PSUs. The forfeiture of PSUs resulted in share-based compensation benefit of $944 and $812 for the three and six months ended June 30, 2023, respectively. As of June 30, 2023, there was $210 of remaining expense to be recognized over the weighted average remaining period of 1.75 years. A summary of the PSU awards granted containing market conditions is as follows: Closing Price on PSU Grant Dates Grant Date Expiration Date Outstanding (#) September 30, 2021 $ 0.39 December 31, 2024 526,147 December 19, 2021 $ 0.23 December 31, 2024 366,532 Total 892,679

Loss Per Share

Loss Per Share	6 Months Ended
Loss Per Share	Jun. 30, 2023
Loss Per Share
Loss Per Share	15. Loss Per Share The following is a calculation of basic and diluted loss per share for the three and six months ended June 30, 2023 and 2022: Loss per share Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2023 2022 2023 2022 Net loss attributable to TILT $ (26,895) $ (7,051) $ (31,770) $ (18,680) Weighted-average number of shares and units outstanding - basic and diluted 378,296,093 375,538,599 377,998,289 375,075,478 Loss per share - basic and diluted $ (0.07) $ (0.02) $ (0.08) $ (0.05) Diluted loss per share for the three and six months ended June 30, 2023 and 2022 is the same as basic loss per share as the issuance of shares on exercise of warrants and share options is anti-dilutive.

Income Taxes

Income Taxes	6 Months Ended
Income Taxes	Jun. 30, 2023
Income Taxes
Income Taxes	16. Income Taxes The following table summarizes the Company’s income tax expense and effective tax rates: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2023 2022 2023 2022 Loss before income taxes $ (31,079) $ (13,952) $ (34,619) $ (26,918) Income tax benefit 2,742 6,898 1,416 8,230 Effective tax rate 9% 49% 4% 31% The Company is treated as a U.S. corporation under Section 7874 of the Internal Revenue Code (“IRC”) and is expected to be subject to U.S. federal, state and local income tax. However, the Company is expected, regardless of any application of Section 7874 of the IRC, to be treated as a Canadian resident Company for Canadian income tax purposes. Due to the organizational structure and multinational operations, the Company is subject to taxation in U.S. federal, state and local and Canadian jurisdictions. As the Company operates in the cannabis industry, it is subject to the limitations of Section 280E of the IRC. This results in permanent differences for ordinary and necessary business expenses deemed non-allowable under IRC Section 280E of the IRC for income tax purposes. Therefore, the effective tax rate can be highly variable and may not necessarily correlate with pre-tax income or loss. For year ended December 31, 2022, the Company had a U.S. federal capital loss carryforward of approximately $31,971 and a U.S. state and local capital loss carryforward of approximately $18,968, which will expire in 2025 if unused. As of December 31, 2022, the capital loss carryforwards are not likely to be realized. During the three months ended March 31, 2023, the Company completed the Pennsylvania Transaction which generated ordinary and capital gains of $8,401. See Note – 5 Property, Plant and Equipment for further details. The Company estimates that approximately $6,264 of the gain from the sale will be offset by the net capital loss carryforward. Therefore, during the three months ended March 31, 2023, the Company recognized a release of the valuation allowance related to the capital loss carryforward and the corresponding benefit of the release. During the three months ended June 30, 2023, the Company determined its investment in HERBL was not recoverable. As a result, the Company recorded a loss of $6,400 to its HERBL investment, adjusting the balance to zero. This loss was treated as a capital loss, which will more likely than not be realized. See Note 6 — Investments for additional information.

Related Party Transactions

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2023
Related Party Transactions
Related Party Transactions	17. Related Party Transactions As of December 31, 2022, the Company had a payable of $27,090 due to Mark Scatterday, a former director of the Company, through an affiliated entity, Mak One LLP (“Mak One”), related to the acquisition of all assets and assumption of all liabilities of Jupiter. Of this amount, $23,016 is included in notes payable and $4,074 is included in accounts payable and accrued liabilities in the condensed consolidated balance sheet as of December 31, 2022. The $23,016 included in notes payable was due on April 1, 2023 and bore interest at 8.0%. On February 15, 2023, the Company refinanced the payable as part of its 2023 Refinanced Notes. As of June 30, 2023, the balance of the payable was $20,008, which is included in notes payable in the condensed consolidated balance sheet as of June 30, 2023. The payable bears interest at 16% or the prime rate plus 8.5% (16.75% as of June 30, 2023) and is due on February 15, 2026. The $4,074 included in accounts payable and accrued liabilities was reclassified as part of the 2023 New Notes entered into on February 15, 2023, and is now included in notes payable with a balance of $4,437 on the condensed consolidated balance sheet as of June 30, 2023. This payable bears interest at the greater of 16% or the prime rate plus 8.5%, plus the default rate of 8% (24.75% as of June 30, 2023) and is due on February 15, 2027. As of December 31, 2022, the Company had another payable of $1,677 due to Mark Scatterday through Mak One related to the issuance of the 2019 Senior Notes. The payable bore interest at 8.0% and was included in notes payable in the condensed consolidated balance sheet as of December 31, 2022. On February 15, 2023, the 2019 Senior Notes were repaid and retired, and this payable was settled. The Company also has a payable of $1,975 as of June 30, 2023 owed to Adam Draizin, a current director of the Company, through Callisto Collaboration, LLC (“Callisto”), an affiliated entity. Of this amount, $1,617 is related to the 2023 Refinanced Notes and is included in notes payable in the condensed consolidated balance sheet as of June 30, 2023. This payable bears interest at the greater of 16% or the prime rate plus 8.5%, plus the default rate of 8% (24.75% as of June 30, 2023) and is due on February 15, 2026. The remaining $358 is related to the 2023 New Notes and is included in accounts payable and accrued liabilities in the condensed consolidated balance sheet as of June 30, 2023. This payable bears interest at the greater of 16% or the prime rate plus 8.5%, plus the default rate of 8% (24.75% as of June 30, 2023) and is due on February 15, 2027. In connection with the 2023 Refinanced Notes, the Company issued 91,999,901 Debt Modification Warrants to the Holders. Of this amount, 45,539,951 Debt Modification Warrants were issued to Mark Scatterday though Mak One, and 3,679,996 Debt Modification Warrants were issued to Adam Draizin through Callisto. In connection with the 2023 Bridge Notes, the Company has additional payables of $2,809, of which $2,599 is due to Mark Scatterday through Mak One and $210 is due to Adam Draizin through Sheldrake Interests, LLC, an affiliated entity. These payables are included in notes payable on the condensed consolidated balance sheet as of June 30, 2023. These payables bear interest at 16.75% and are due on December 1, 2023.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2023
Commitments and Contingencies
Commitments and Contingencies	18. Commitments and Contingencies Guarantees One of the Company’s subsidiaries is a guarantor to a lease agreement of a Massachusetts dispensary to which the Company has also extended the Teneo Fund SPVi LLC note, as discussed in the Form 10-K. The Company may be liable for the future minimum rental payments under this lease if the dispensary defaults as follows: Year ended December 31, Amount Remainder of 2023 $ 225 2024 463 2025 477 2026 492 2027 506 2028 and thereafter 522 Total $ 2,685 Litigation The Company has been named as a defendant in several legal actions and is subject to various risks and contingencies arising in the normal course of business. Management is of the opinion that the outcome of these uncertainties will not have a material adverse effect on the Company’s financial position. On February 2, 2021, the Haze Corp., Nevada (“Haze NV”) filed a complaint in Clark County, Nevada’s Eighth Judicial District Court against Brand Canna Growth Partners, Inc. (“BCGP”), Michael Orr, Santé Veritas Holdings, Inc. (“SVH”) and Santé Veritas Therapeutics Inc. (“SVT”). As explained below, Haze NV later amended its complaint to name a second plaintiff, the Haze Corp., Ontario (“Haze Ontario,” and together with Haze NV, the “Plaintiffs”). SVH and SVT are wholly owned subsidiaries of the Company. In the operative complaint, Plaintiffs allege that Haze Ontario entered into a Finder’s Fee Agreement with BCGP in 2017 and under that agreement Haze Ontario is owed payments for acquisitions that it facilitated. Plaintiffs further allege that Haze Ontario assigned its rights to payment under the Finder’s Fee Agreement to Haze NV. Plaintiffs allege that BCGP is influenced and governed by SVH and SVT because they had the same principal, defendant Michael Orr, and SVH and SVT are liable for BCGP’s or Orr’s obligations under the Finders’ Fee Agreement. SVT and SVH moved for dismissal. On May 13, 2021, the court granted the motion without prejudice. On May 17, 2021, Haze NV moved for leave to amend its complaint, adding Haze Ontario as a plaintiff and again naming SVT and SVH as defendants. That motion to amend was granted by the court on June 29, 2021. SVT and SVH again moved to dismiss on July 23, 2021. On August 10, 2021, Plaintiffs again moved to amend, seeking to add TILT Holdings Inc. (“TILT”) and TILT Holdings US, Inc. (“TILT US” and, collectively with SVT, SVH and TILT, the “TILT Parties”) as defendants. On October 7, 2021, the motions to dismiss were denied without prejudice and the court ordered the parties to participate in limited jurisdictional discovery before entertaining renewed motions to dismiss. Upon the closing of the limited jurisdictional discovery period, the TILT Parties moved to dismiss on April 19, 2023. By minute order dated July 21, 2023, the court granted the TILT Parties’ motion to dismiss due to lack of personal jurisdiction. On November 13, 2020, VPR Brands, LP (“VPR”) filed a lawsuit against Jupiter in the United States District Court in the District of Arizona. VPR claims infringement of several claims in United States Patent Number 8,205,622. Jupiter filed an Inter Partes Review (“IPR”) as AIA Review No.: IPR2022 -

Reportable Segments and Revenue

Reportable Segments and Revenue	6 Months Ended
Reportable Segments and Revenue	Jun. 30, 2023
Reportable Segments and Revenue
Reportable Segments and Revenue	19. Reportable Segments and Revenue The Company operates in four reportable segments: (i) cannabis segment (SVH, Standard Farms, LLC (“Standard Farms PA”), Standard Farms Ohio, LLC (“Standard Farms OH”), and Baker), (ii) accessories (Jupiter), (iii) corporate, and (iv) other (White Haven RE, LLC, SFNY, and CGSF). The cannabis segment includes production, cultivation, extraction and sale of cannabis products and accessories including the manufacturing and distribution of electronic, non-nicotine (i.e., cannabis) devices and systems. The corporate segment represents all corporate level and unallocated items and includes the Company’s operating expenses and intercompany eliminations. Information related to each segment is set out below. Segment net loss is used to measure performance because management believes that this information is the most relevant in evaluating the results of the respective segments relative to other entities that operate in the same industries. The following tables present the operating results of the Company’s segments: For the three months ended June 30, 2023 Cannabis Accessories Corporate Other Total Revenue 12,925 $ 28,833 $ — $ — $ 41,758 Inter-segment revenue — (159) — — (159) Net revenue $ 12,925 $ 28,674 $ — $ — $ 41,599 Share-based compensation — — (1,072) (1,286) (2,358) Depreciation and amortization 821 3,246 628 17 4,712 Wages and benefits 1,899 1,335 2,637 — 5,871 Impairment loss 3,208 16 986 737 4,947 Interest expense 1,377 621 3,400 68 5,466 Loan receivable losses — — 277 4,923 5,200 Net loss $ (16,387) $ (2,840) $ (4,587) $ (4,523) $ (28,337) For the three months ended June 30, 2022 Cannabis Accessories Corporate Other Total Revenue $ 12,223 $ 35,084 $ — $ — $ 47,307 Inter-segment revenue — (252) — — (252) Net revenue $ 12,223 $ 34,832 $ — $ — $ 47,055 Share-based compensation — — 525 261 786 Depreciation and amortization 647 3,709 13 191 4,560 Wages and benefits 1,719 1,252 3,364 — 6,335 Impairment loss — 6,669 — — 6,669 Interest expense 601 602 2,593 — 3,796 Loan losses — — 504 — 504 Net income (loss) $ (1,940) $ (11,048) $ 6,103 $ (169) $ (7,054) For the six months ended June 30, 2023 Cannabis Accessories Corporate Other Total Revenue $ 25,886 $ 58,246 $ — $ — $ 84,132 Inter-segment revenue — (269) — — (269) Net revenue $ 25,886 $ 57,977 $ — $ — $ 83,863 Share-based compensation — — (831) (1,234) (2,065) Depreciation and amortization 1,615 6,484 642 100 8,841 Wages and benefits 4,120 2,608 4,927 — 11,655 Impairment loss 3,256 16 1,126 737 5,135 Interest expense 2,733 1,263 5,494 68 9,558 Loan losses — — 665 4,923 5,588 Net income (loss) $ (23,035) $ (5,490) $ (8,200) $ 3,522 $ (33,203) For the six months ended June 30, 2022 Cannabis Accessories Corporate Other Total Revenue $ 23,482 $ 66,708 $ — $ — $ 90,190 Inter-segment revenue — (783) — — (783) Net revenue $ 23,482 $ 65,925 $ — $ — $ 89,407 Share-based compensation — — 1,494 518 2,012 Depreciation and amortization 1,295 7,409 27 387 9,118 Wages and benefits 3,251 2,420 5,832 — 11,503 Impairment loss 697 6,669 — — 7,366 Interest expense 688 840 5,049 — 6,577 Loan losses — — 1,021 — 1,021 Net income (loss) $ (3,161) $ (15,749) $ 723 $ (501) $ (18,688) Geographic Areas The following table presents financial information relating to geographic areas in which the Company operated for the three and six months ended June 30, 2023 and 2022: For the three months ended June 30, 2023 US Canada Other Total Revenue $ 36,232 $ 5,361 $ 6 $ 41,599 Gross profit 2,607 1,433 - 4,040 For the three months ended June 30, 2022 US Canada Other Total Revenue $ 43,370 $ 3,585 $ 100 $ 47,055 Gross profit 9,963 940 42 10,945 For the six months ended June 30, 2023 US Canada Other Total Revenue $ 74,407 $ 9,441 $ 15 $ 83,863 Gross profit 10,397 2,435 4 12,836 For the six months ended June 30, 2022 US Canada Other Total Revenue $ 83,277 $ 5,880 $ 250 $ 89,407 Gross profit 18,590 1,609 99 20,298

Subsequent Events

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2023
Subsequent Events
Subsequent Events	20. Subsequent Events The Company evaluated events subsequent to June 30, 2023 and concluded that no subsequent events have occurred that would require recognition or disclosure in the Financial Statements.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2023
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated unaudited interim financial statements have been prepared in accordance with (i) United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information, and (ii) the instructions to Form 10-Q and (iii) Article 10 of Regulation S-X. In the opinion of our management, our condensed consolidated unaudited financial statements and accompanying notes (the “Financial Statements”) include all normal recurring adjustments that are necessary for the fair statement of the interim periods presented. Interim results of operations are not necessarily indicative of results for the full year, or any other period. The Financial Statements should be read in conjunction with our audited consolidated financial statements (and notes thereto) in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “Form 10-K”), as filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 16, 2023 and with the relevant Canadian securities regulatory authorities under our profile on SEDAR. Except as noted below, there have been no material changes to the Company's significant accounting policies and estimates during the six months ended June 30, 2023. Certain information, footnotes and disclosures normally included in the annual financial statements, prepared in accordance with U.S. GAAP, have been condensed or omitted in accordance with SEC rules and regulations. The financial data included in the Financial Statements contain all normal and recurring adjustments necessary to state fairly the consolidated financial condition, results of operations, statements of stockholder’s equity, and cash flows of the Company for the six months ended June 30, 2023 and 2022. Operating results for the six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the current year ending December 31, 2023.
Principles of Consolidation	Principles of Consolidation The Financial Statements have been prepared in accordance with U.S. GAAP and include the accounts of the Company and its subsidiaries, as well as the accounts of any entities over which the Company has a controlling financial interest in accordance with Accounting Standards Codification (“ASC”) 810 Consolidation. All transactions and balances between these entities have been eliminated upon consolidation.
Reclassifications	Reclassifications Certain amounts in the Company's prior period consolidated financial statements have been reclassified to conform to the current period presentation. During the six months ended June 30, 2023, the Company reclassified $4,741 of the Massachusetts Lease Liability (as defined in Note 11 — Massachusetts Lease Liability) previously included in current liabilities on the consolidated balance sheet as of December 31, 2022 into the Massachusetts lease liability in noncurrent liabilities. See Note 11 — Massachusetts Lease Liability for additional information. During the six months ended June 30, 2023, the Company reclassified $516 of inventory valuation adjustments previously included in inventories under net change in working capital adjustments on the condensed consolidated statement of cash flows as of June 30, 2022 into inventory adjustments. See Note 4 — Inventories for additional information.
Use of Estimates	Use of Estimates The preparation of these Financial Statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, and revenue and expenses. Actual results may differ from these estimates.
Restricted Cash	Restricted Cash The Company had $1,298 in restricted cash as of both June 30, 2023 and December 31, 2022. Included in restricted cash was a certificate of deposit related to Jupiter customs bonds totaling $1,252 as of both June 30, 2023 and December 31, 2022.
Estimated Useful Lives and Depreciation of Property, Plant and Equipment	Estimated Useful Lives and Depreciation of Property, Plant and Equipment Depreciation of property, plant and equipment is dependent upon estimates of useful lives which are determined through the exercise of judgment. The assessment of any impairment of these assets is dependent upon estimates of recoverable amounts that take into account factors such as economic and market conditions and the useful lives of assets. Depreciation is provided on a straight-line basis over the following estimated useful lives: Machinery and equipment 2 – 7 years Furniture and fixtures 3 – 10 years Autos and trucks 5 years Buildings and land improvements 5 – 39 years Leasehold improvements Lesser of useful life of lease term Greenhouse - agricultural structure 5 – 15 years Land Not depreciated The assets’ residual values, useful lives and methods of depreciation are reviewed annually and adjusted prospectively, if appropriate. Buildings, leaseholds and land improvements are amortized over the shorter of either the useful life or term of the lease. Gains or losses on disposal of an item are determined by comparing the proceeds from disposal with the carrying amount of the item and recognized in the consolidated statements of operations and comprehensive loss.
Recently Adopted and Issued Accounting Pronouncements	Recently Adopted and Issued Accounting Pronouncements Recent accounting pronouncements, other than those below, issued by the Financial Accounting Standards Board (“FASB”), the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material effect on the Company’s present or future financial statements. Recently Adopted Accounting Pronouncements In August 2020, the FASB issued an accounting standards update (“ASU”) 2020-06 Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) — Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In May 2021, the FASB issued ASU 2021-04, Earnings per Share Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40) — Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2023
Basis of Presentation and Summary of Significant Accounting Policies
Schedule Of Estimated Useful Lives and Depreciation of Property, Plant and Equipment	Depreciation is provided on a straight-line basis over the following estimated useful lives: Machinery and equipment 2 – 7 years Furniture and fixtures 3 – 10 years Autos and trucks 5 years Buildings and land improvements 5 – 39 years Leasehold improvements Lesser of useful life of lease term Greenhouse - agricultural structure 5 – 15 years Land Not depreciated

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
Fair Value Measurements (Tables)	Jun. 30, 2023
Fair Value Measurements
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis	As of June 30, 2023 Fair value hierarchy Fair value of assets Level 1 Level 2 Level 3 Cash and cash equivalents $ 2,815 $ — $ — Restricted cash 1,298 — — Investments 2 — — Total $ 4,115 $ — $ — As of December 31, 2022 Fair value hierarchy Fair value of assets Level 1 Level 2 Level 3 Cash and cash equivalents $ 2,202 $ — $ — Restricted cash 1,298 — — Investments 2 — — Total $ 3,502 $ — $ —
Schedule of assets and liabilities measured at fair value on a non-recurring basis	Balance, January 1, 2022 $ 70,545 Jupiter impairment (6,668) Balance, June 30, 2022 $ 63,877

Inventories (Tables)

Inventories (Tables)	6 Months Ended
Inventories (Tables)	Jun. 30, 2023
Inventories
Schedule of Inventories	The Company’s inventories consisted of the following: June 30, December 31, 2023 2022 Raw Material - cannabis plants $ 3,283 $ 3,383 Raw Material - other materials 619 763 Work in progress 11,460 11,268 Finished goods 18,662 34,779 Supplies and accessories 2,802 2,716 Total Inventories $ 36,826 $ 52,909

Property, Plant and Equipment_2

Property, Plant and Equipment and Assets Held for Sale (Tables)	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment and Assets Held for Sale
Schedule of Property, Plant and Equipment	The property, plant and equipment consisted of the following: June 30, 2023 December 31, 2022 Land $ 6,266 $ 6,434 Land improvements — 461 Machinery & equipment 13,491 13,692 Furniture & fixtures 784 790 Buildings 45,107 51,987 Greenhouse - agricultural structure 6,769 8,196 Leasehold improvements 10,344 9,955 Construction in progress 212 610 Autos & trucks 235 256 Total cost 83,208 92,381 Less: accumulated depreciation (28,889) (24,444) Total property, plant and equipment $ 54,319 $ 67,937

Investments (Tables)

Investments (Tables)	6 Months Ended
Investments (Tables)	Jun. 30, 2023
Investments
Schedule of Investments	The Company’s investments included the following: Investment June 30, 2023 December 31, 2022 HERBL, Inc. $ — $ 6,400 Akerna 2 2 Total Investments $ 2 $ 6,402

Intangible Assets (Tables)

Intangible Assets (Tables)	6 Months Ended
Intangible Assets (Tables)	Jun. 30, 2023
Intangible Assets
Schedule of Intangible Assets	Intangible asset balances consisted of the following: Intangible assets June 30, 2023 December 31, 2022 Customer relationships $ 85,300 $ 85,300 Trademarks 29,000 29,000 License rights (1) 6,540 6,540 Management agreements 926 926 Patents & technologies 32,900 32,900 Backlog and non-competition agreements 10,406 10,406 Total intangible assets, at cost 165,072 165,072 Less: Accumulated amortization (69,615) (62,358) Total intangible assets, net $ 95,457 $ 102,714 (1)
Schedule of Estimated Future Annual Amortization Expense	The following table outlines the estimated future annual amortization expense for intangible assets as of June 30, 2023: Estimated Years ended December 31, amortization Remainder of 2023 $ 6,477 2024 12,953 2025 12,953 2026 12,796 2027 12,796 Thereafter 31,103 $ 89,078

Goodwill (Tables)

Goodwill (Tables)	6 Months Ended
Goodwill (Tables)	Jun. 30, 2023
Goodwill
Schedule of Goodwill	Standard Standard Jupiter Farms PA Farms OH Total Balance, December 31, 2021 $ 63,346 $ 5,819 $ 1,380 $ 70,545 Impairment (6,668) — — (6,668) Balance, June 30, 2022 $ 56,678 $ 5,819 $ 1,380 $ 63,877 Balance, December 31, 2022 $ 17,721 $ 3,030 $ — $ 20,751 Impairment — — — — Balance, June 30, 2023 $ 17,721 $ 3,030 $ — $ 20,751
Schedule of key assumptions used in determining the recoverable amount of reporting unit	Jupiter Terminal value growth rate 3.0% Discount rate 22.5% Projected revenue growth rate* 9.9% Fair value $ 166,957 *Projected revenue growth rate averaged over the next ten years.

Loans Receivable (Tables)

Loans Receivable (Tables)	6 Months Ended
Loans Receivable (Tables)	Jun. 30, 2023
Loans Receivable
Schedules of Loans Receivable	A breakdown of the loans receivable terms and balances are as follows: Loans receivable June 30, 2023 December 31, 2022 Teneo Fund SPVi LLC Note $ 5,911 $ 5,911 Pharma EU, LLC Note 1,410 1,410 A&R Note 710 710 SSZ and Elev8 Note 1,002 1,002 Pure Hana Synergy Note 224 224 Little Beach Harvest Note 5,121 2,199 Total loans receivable $ 14,378 $ 11,456 Less allowance for expected credit losses (13,023) (7,237) Loans receivable, net of expected credit losses 1,355 4,219 Less current portion of loan receivable — (516) Loans receivable, long-term $ 1,355 $ 3,703
Schedule of Analysis of Credit Quality of Loans Receivable	The following tables present an analysis of the credit quality of loans receivable, together with impairment losses recognized based on lifetime CECL reserves: As of June 30, 2023 Nature of collateral Gross amounts Loan losses Net Security interest in assets of counterparty $ 12,744 $ (11,389) $ 1,355 Third party guarantee 1,410 (1,410) — No collateral 224 (224) — Net loans receivable $ 14,378 $ (13,023) $ 1,355 As of December 31, 2022 Nature of collateral Gross amounts Loan losses Net Security interest in assets of counterparty $ 9,822 $ (5,915) $ 3,907 Third party guarantee 1,410 (1,098) 312 No collateral 224 (224) — Net loans receivable $ 11,456 $ (7,237) $ 4,219

Accounts Payable and Accrued _2

Accounts Payable and Accrued Liabilities (Tables)	6 Months Ended
Accounts Payable and Accrued Liabilities (Tables)	Jun. 30, 2023
Accounts Payable and Accrued Liabilities
Schedule of Accounts Payable and Accrued Liabilities	Accounts payable and accrued liabilities consisted of the following: Accounts payable and accrued liabilities June 30, 2023 December 31, 2022 Accounts payable $ 40,144 $ 49,261 Accrued interest expense — 2,983 Accrued payroll 1,634 1,626 Due to Jupiter Sellers — 2,800 Other current payables/liabilities (1) 1,369 1,500 Total accounts payable and accrued liabilities $ 43,147 $ 58,170 (1)

Notes Payable (Tables)

Notes Payable (Tables)	6 Months Ended
Notes Payable (Tables)	Jun. 30, 2023
Notes Payable
Schedule of Notes Payable and Debt Issuance Costs	Notes payable and debt issuance costs are as follows: Notes Payable June 30, 2023 December 31, 2022 Revolving Facility – Interest rate of 11.25% as of June 30, 2023, due on July 21, 2024 (1) $ 10,575 $ 10,722 2019 Senior Notes – Interest rate of 16.0% per annum, due on February 28, 2023 — 2,159 2019 Junior Notes – Interest rate of 8.0% per annum, due on April 1, 2023 — 46,497 2023 Refinanced Notes – Interest rate of 24.75% per annum as of June 30, 2023, due on February 15, 2026 (3) 40,420 — 2023 New Notes – Interest rate of 24.75% per annum as of June 30, 2023, due on February 15, 2027 (3) 8,963 — 2023 Bridge Note – Interest rate of 16.75% per annum as of June 30, 2023, due on December 1, 2023 4,563 — Other loans and borrowings 350 350 Total debt 64,871 59,728 Less: Debt discount and debt issuance costs (7,835) (2) — Less: Current portion of notes payable (11,532) (59,378) Total debt, net of discount, net of current portion $ 45,504 $ 350 (1) (2) (3)
Schedule of Future Maturities	Future maturities of all notes payable as of June 30, 2023 were as follows: Year ended December 31, Amount Remainder of 2023 $ 6,983 2024 15,575 2025 5,000 2026 28,000 2027 8,963 2028 and thereafter 350 Total $ 64,871

Massachusetts Lease Liability (

Massachusetts Lease Liability (Tables)	6 Months Ended
Massachusetts Lease Liability (Tables)	Jun. 30, 2023
Lessee, Lease, Description [Line Items]
Schedule of Future Maturities	Future minimum lease payments under the Company’s non-cancellable leases as of June 30, 2023 are as follows: Year ended December 31, Finance Operating Remainder of 2023 $ 732 $ 1,222 2024 1,489 2,433 2025 1,212 2,468 2026 926 2,530 2027 916 2,594 2028 and thereafter 380 28,264 Total undiscounted lease liabilities 5,655 39,511 Interest or discount on lease liabilities (856) (26,654) Total present value of minimum lease payments 4,799 12,857 Lease liability - current portion (1,136) (81) Lease liability $ 3,663 $ 12,776
Taunton Facility
Lessee, Lease, Description [Line Items]
Schedule of Future Maturities	Year ended December 31, Amount Remainder of 2023 $ 2,200 2024 4,469 2025 4,581 2026 4,695 2027 4,812 2028 and thereafter 162,855 Total future payments 183,612 Less: Interest (150,938) Total present value of minimum payments 32,674 Add: Estimated ending residual value 7,712 Total $ 40,386

Leases (Tables)

Leases (Tables)	6 Months Ended
Leases (Tables)	Jun. 30, 2023
Leases
Schedule of Components of Lease Costs	The following table provides the components of lease cost recognized in the condensed consolidated statements of operations and comprehensive income: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Operating lease cost $ 702 $ 203 $ 1,185 $ 483 Finance lease cost: Amortization of lease assets 257 257 514 514 Interest on lease liabilities 97 117 199 239 Finance lease costs 354 374 713 753 Total lease cost $ 1,056 $ 577 $ 1,898 $ 1,236
Weighted Average Discount Rates and Weighted Average Remaining Lease Term	The following table provides the weighted average discount rates and weighted average remaining lease terms for the Company’s leases: June 30, 2023 December 31, 2022 Operating leases Weighted average discount rate 19.1% 8.0% Weighted average remaining lease term 13.65 years 5.49 years Finance leases Weighted average discount rate 8.0% 8.0% Weighted average remaining lease term 3.82 years 4.66 years
Schedule of Maturity of Contractual Undiscounted Finance Lease Liabilities	Future minimum lease payments under the Company’s non-cancellable leases as of June 30, 2023 are as follows: Year ended December 31, Finance Operating Remainder of 2023 $ 732 $ 1,222 2024 1,489 2,433 2025 1,212 2,468 2026 926 2,530 2027 916 2,594 2028 and thereafter 380 28,264 Total undiscounted lease liabilities 5,655 39,511 Interest or discount on lease liabilities (856) (26,654) Total present value of minimum lease payments 4,799 12,857 Lease liability - current portion (1,136) (81) Lease liability $ 3,663 $ 12,776
Schedule of Maturity of Contractual Undiscounted Operating Lease Liabilities	Future minimum lease payments under the Company’s non-cancellable leases as of June 30, 2023 are as follows: Year ended December 31, Finance Operating Remainder of 2023 $ 732 $ 1,222 2024 1,489 2,433 2025 1,212 2,468 2026 926 2,530 2027 916 2,594 2028 and thereafter 380 28,264 Total undiscounted lease liabilities 5,655 39,511 Interest or discount on lease liabilities (856) (26,654) Total present value of minimum lease payments 4,799 12,857 Lease liability - current portion (1,136) (81) Lease liability $ 3,663 $ 12,776

Shareholders' Equity (Tables)

Shareholders' Equity (Tables)	6 Months Ended
Shareholders' Equity (Tables)	Jun. 30, 2023
Shareholders' Equity
Schedule of Significant Assumptions Determining the Fair Value of the Warrant Liability	The fair value of the Debt Modification Warrants issued was determined using the Black-Scholes option pricing model with the following assumptions at the time of issuance: Exercise price $ 0.07084 Expected dividend yield 0% Risk free interest rate 3.94% Expected life in years 7.0 years Expected volatility 84.00%
Schedule of Warrants that Remain Outstanding	The following table summarizes the warrants that remain outstanding as of June 30, 2023: Exercise Number of Security issued Price (CAD$) Warrants Expiration Date Founders separation warrants 1.05 9,045,691 September 30, 2024 Debt modification warrants 0.09 91,999,901 February 15, 2030 101,045,592
Schedule of Warrants Outstanding	A rollforward of warrant activity for the six months ended June 30, 2023 is as follows: Weighted Number of Average Warrants Warrants Exercise Price Balance as of December 31, 2022 9,545,691 CAD$ 1.01 Issued 91,999,901 0.09 Expired (500,000) 0.33 Balance as of June 30, 2023 101,045,592 CAD$ 0.18
Summary of Restricted Stock Units Outstanding	A summary of the status of the RSUs outstanding is as follows: Number of Weighted Average RSUs RSUs Grant Date Fair Value Unvested as of December 31, 2022 2,742,765 $ 0.25 Issued 9,873,204 0.03 Vested (1,013,470) 0.22 Forfeited (1,172,341) 0.24 Unvested as of June 30, 2023 10,430,158 $ 0.05
Summary of Share Options Outstanding	A summary of the status of the share options outstanding is as follows: Share Options Weighted Weighted Average Common Average Remaining Contractual Share options Shares Exercise Price Life (yrs) Balance as of January 1, 2023 9,753,600 $ 0.60 6.11 Forfeited (373,129) $ 0.45 — Balance as of June 30, 2023 9,380,471 $ 0.61 5.58
Summary of Share Options that Remain Outstanding	The following table summarizes the share options that remain outstanding as of June 30, 2023: Number of Exercise Options Security issuable Share Options Price Expiration Date Exercisable Legacy employees 190,000 $ 1.58-1.58 June 28, 2028 190,000 2020 employee grant 5,507,873 $ 0.30-0.48 June 25, 2030 - December 1, 2030 4,230,804 Other employee grants 3,682,598 $ 0.41-3.96 June 17, 2024 - November 21, 2029 3,682,598 Total 9,380,471 8,103,402
Summary of Performance Stock Units Outstanding	A summary of the status of the PSUs outstanding is as follows: Number of Weighted Average Performance Stock Units PSUs Grant Date Fair Value Unvested as of January 1, 2023 10,632,378 $ 0.30 Forfeited (9,039,699) 0.30 Unvested as of June 30, 2023 1,592,679 $ 0.31
Summary of PSU Award Granted Containing Market Conditions	A summary of the PSU awards granted containing market conditions is as follows: Closing Price on PSU Grant Dates Grant Date Expiration Date Outstanding (#) September 30, 2021 $ 0.39 December 31, 2024 526,147 December 19, 2021 $ 0.23 December 31, 2024 366,532 Total 892,679

Loss Per Share (Tables)

Loss Per Share (Tables)	6 Months Ended
Loss Per Share (Tables)	Jun. 30, 2023
Loss Per Share
Summary of the Calculation of Basic and Diluted Income (Loss) per Share	The following is a calculation of basic and diluted loss per share for the three and six months ended June 30, 2023 and 2022: Loss per share Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2023 2022 2023 2022 Net loss attributable to TILT $ (26,895) $ (7,051) $ (31,770) $ (18,680) Weighted-average number of shares and units outstanding - basic and diluted 378,296,093 375,538,599 377,998,289 375,075,478 Loss per share - basic and diluted $ (0.07) $ (0.02) $ (0.08) $ (0.05)

Income Taxes (Tables)

Income Taxes (Tables)	6 Months Ended
Income Taxes (Tables)	Jun. 30, 2023
Income Taxes
Schedule of Income Tax Expense and Effective Tax Rates	The following table summarizes the Company’s income tax expense and effective tax rates: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2023 2022 2023 2022 Loss before income taxes $ (31,079) $ (13,952) $ (34,619) $ (26,918) Income tax benefit 2,742 6,898 1,416 8,230 Effective tax rate 9% 49% 4% 31%

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
Commitments and Contingencies (Tables)	Jun. 30, 2023
Other Commitments [Line Items]
Schedule of Maturity of Contractual Undiscounted Operating Lease Liabilities	Future minimum lease payments under the Company’s non-cancellable leases as of June 30, 2023 are as follows: Year ended December 31, Finance Operating Remainder of 2023 $ 732 $ 1,222 2024 1,489 2,433 2025 1,212 2,468 2026 926 2,530 2027 916 2,594 2028 and thereafter 380 28,264 Total undiscounted lease liabilities 5,655 39,511 Interest or discount on lease liabilities (856) (26,654) Total present value of minimum lease payments 4,799 12,857 Lease liability - current portion (1,136) (81) Lease liability $ 3,663 $ 12,776
Payment Guarantee
Other Commitments [Line Items]
Schedule of Maturity of Contractual Undiscounted Operating Lease Liabilities	Year ended December 31, Amount Remainder of 2023 $ 225 2024 463 2025 477 2026 492 2027 506 2028 and thereafter 522 Total $ 2,685

Reportable Segments and Reven_2

Reportable Segments and Revenue (Tables)	6 Months Ended
Reportable Segments and Revenue (Tables)	Jun. 30, 2023
Reportable Segments and Revenue
Schedule of Segment Reporting	For the three months ended June 30, 2023 Cannabis Accessories Corporate Other Total Revenue 12,925 $ 28,833 $ — $ — $ 41,758 Inter-segment revenue — (159) — — (159) Net revenue $ 12,925 $ 28,674 $ — $ — $ 41,599 Share-based compensation — — (1,072) (1,286) (2,358) Depreciation and amortization 821 3,246 628 17 4,712 Wages and benefits 1,899 1,335 2,637 — 5,871 Impairment loss 3,208 16 986 737 4,947 Interest expense 1,377 621 3,400 68 5,466 Loan receivable losses — — 277 4,923 5,200 Net loss $ (16,387) $ (2,840) $ (4,587) $ (4,523) $ (28,337) For the three months ended June 30, 2022 Cannabis Accessories Corporate Other Total Revenue $ 12,223 $ 35,084 $ — $ — $ 47,307 Inter-segment revenue — (252) — — (252) Net revenue $ 12,223 $ 34,832 $ — $ — $ 47,055 Share-based compensation — — 525 261 786 Depreciation and amortization 647 3,709 13 191 4,560 Wages and benefits 1,719 1,252 3,364 — 6,335 Impairment loss — 6,669 — — 6,669 Interest expense 601 602 2,593 — 3,796 Loan losses — — 504 — 504 Net income (loss) $ (1,940) $ (11,048) $ 6,103 $ (169) $ (7,054) For the six months ended June 30, 2023 Cannabis Accessories Corporate Other Total Revenue $ 25,886 $ 58,246 $ — $ — $ 84,132 Inter-segment revenue — (269) — — (269) Net revenue $ 25,886 $ 57,977 $ — $ — $ 83,863 Share-based compensation — — (831) (1,234) (2,065) Depreciation and amortization 1,615 6,484 642 100 8,841 Wages and benefits 4,120 2,608 4,927 — 11,655 Impairment loss 3,256 16 1,126 737 5,135 Interest expense 2,733 1,263 5,494 68 9,558 Loan losses — — 665 4,923 5,588 Net income (loss) $ (23,035) $ (5,490) $ (8,200) $ 3,522 $ (33,203) For the six months ended June 30, 2022 Cannabis Accessories Corporate Other Total Revenue $ 23,482 $ 66,708 $ — $ — $ 90,190 Inter-segment revenue — (783) — — (783) Net revenue $ 23,482 $ 65,925 $ — $ — $ 89,407 Share-based compensation — — 1,494 518 2,012 Depreciation and amortization 1,295 7,409 27 387 9,118 Wages and benefits 3,251 2,420 5,832 — 11,503 Impairment loss 697 6,669 — — 7,366 Interest expense 688 840 5,049 — 6,577 Loan losses — — 1,021 — 1,021 Net income (loss) $ (3,161) $ (15,749) $ 723 $ (501) $ (18,688)
Schedule of Revenue by Geographic Area	For the three months ended June 30, 2023 US Canada Other Total Revenue $ 36,232 $ 5,361 $ 6 $ 41,599 Gross profit 2,607 1,433 - 4,040 For the three months ended June 30, 2022 US Canada Other Total Revenue $ 43,370 $ 3,585 $ 100 $ 47,055 Gross profit 9,963 940 42 10,945 For the six months ended June 30, 2023 US Canada Other Total Revenue $ 74,407 $ 9,441 $ 15 $ 83,863 Gross profit 10,397 2,435 4 12,836 For the six months ended June 30, 2022 US Canada Other Total Revenue $ 83,277 $ 5,880 $ 250 $ 89,407 Gross profit 18,590 1,609 99 20,298

Nature and Continuance of Ope_2

Nature and Continuance of Operations (Details)	Jun. 30, 2023 state
Nature and Continuance of Operations
Number of states in which TILT services brands and cannabis retailers operate	39

Nature and Continuance of Ope_3

Nature and Continuance of Operations - Liquidity (Details) - USD ($) $ in Thousands			3 Months Ended			6 Months Ended		12 Months Ended
	May 15, 2023	Mar. 13, 2023	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Feb. 15, 2023	Jul. 21, 2021
Debt Instrument [Line Items]
Comprehensive loss for the period			$ (26,898)		$ (7,054)	$ (31,775)	$ (18,682)
Accumulated deficit			(995,473)			(995,473)		$ (963,703)
Working capital			5,597			5,597		(39,570)
Total debt			$ 64,871			64,871		59,728
Sale leaseback cash consideration									$ 15,000
Asset-based Revolving Facility \| Entrepreneur Growth Capital, LLC \| Jupiter
Debt Instrument [Line Items]
Borrowing amount		$ 12,500								$ 10,000
Guaranty		$ 6,000
Asset-based Revolving Facility \| Entrepreneur Growth Capital, LLC \| Jupiter \| Prime Rate
Debt Instrument [Line Items]
Spread rate		3%
2019 Senior Notes
Debt Instrument [Line Items]
Total debt								$ 2,159	$ 0
Debt Instrument, Interest Rate During Period								16%
2023 Refinanced Notes and 2023 New Notes
Debt Instrument [Line Items]
Debt Instrument, Interest Rate During Period			24.75%	16.50%
2023 Bridge Note
Debt Instrument [Line Items]
Total debt			$ 4,563			$ 4,563
Debt amount	$ 4,500
Gross proceeds	4,000
Original discount	500
Monthly payment for notes	$ 750
Interest rate (as a percent)	16%
Debt Instrument, Interest Rate During Period						16.75%
2023 Bridge Note \| Prime Rate
Debt Instrument [Line Items]
Spread rate	8.50%

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Massachusetts lease liability	$ 40,386		$ 40,386		$ 40,022
Inventory adjustments	4,878	$ 236	5,103	$ 516
Inventory adjustments reclassified from valuation adjustments			516
Restricted cash	1,298		1,298		1,298
Jupiter Research, LLC
Restricted cash	1,252		1,252		$ 1,252
Revision of Prior Period, Change in Accounting Principle, Adjustment
Massachusetts lease liability	$ 4,741		$ 4,741

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Estimated Useful Lives of PPE (Details)	Jun. 30, 2023
Machinery & equipment \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives	2 years
Machinery & equipment \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives	7 years
Furniture & fixtures \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Furniture & fixtures \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives	10 years
Autos & trucks
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Buildings and land improvements \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Buildings and land improvements \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives	39 years
Greenhouse - agricultural structure \| Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Greenhouse - agricultural structure \| Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives	15 years

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value of Assets and Liabilities Measured on a Recurring Basis (Details) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Fair Value
Investments	$ 2		$ 2		$ 6,402
Unrealized loss on investment	(6,400)	$ (49)	(6,400)	$ (94)
Change in fair value of warrant liability		(3,913)		(1,750)
Warrant liability	0		0		0
Akerna Corp
Fair Value
Investments	2		2		2
Unrealized loss on investment		49		94
HERBL, Inc.
Fair Value
Investments	0		0		6,400
Unrealized loss on investment	6,400
Investment impairment	6,400
Big Toe Ventures LLC
Fair Value
Investments	0		0		0
Level 1 \| Akerna Corp
Fair Value
Unrealized loss on investment	0	$ 49	0	$ 94
Fair Value, Recurring \| Level 1
Fair Value
Fair value of assets	4,115		4,115		3,502
Fair Value, Recurring \| Level 1 \| Cash and Cash Equivalents
Fair Value
Fair value of assets	2,815		2,815		2,202
Fair Value, Recurring \| Level 1 \| Restricted cash
Fair Value
Fair value of assets	1,298		1,298		1,298
Fair Value, Recurring \| Level 1 \| Investments.
Fair Value
Fair value of assets	$ 2		$ 2		$ 2

Fair Value Measurements - Fai_2

Fair Value Measurements - Fair Value of Assets and Liabilities Measured on a Non Recurring Basis (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Fair Value
Impairment	$ 0	$ (6,668)
Jupiter
Fair Value
Impairment		(6,668)
Fair Value, Nonrecurring
Fair Value
Beginning balance		70,545
Impairment	$ 0
Ending balance		63,877
Fair Value, Nonrecurring \| Jupiter
Fair Value
Impairment		$ (6,668)

Inventories (Details)

Inventories (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Inventories
Raw Material - cannabis plants	$ 3,283	$ 3,383
Raw Material - other materials	619	763
Work in progress	11,460	11,268
Finished goods	18,662	34,779
Supplies and accessories	2,802	2,716
Total Inventories	$ 36,826	$ 52,909

Inventories - Narrative (Detail

Inventories - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Inventories - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Inventories
Inventory Write-down	$ 4,878
Inventory adjustments	$ 4,878	$ 236	$ 5,103	$ 516

Property, Plant and Equipment_3

Property, Plant and Equipment and Assets Held for Sale - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Total cost	$ 83,208	$ 92,381
Less: accumulated depreciation	(28,889)	(24,444)
Total property, plant and equipment	54,319	67,937
Land
Property, Plant and Equipment [Line Items]
Total cost	6,266	6,434
Land improvements
Property, Plant and Equipment [Line Items]
Total cost		461
Machinery & equipment
Property, Plant and Equipment [Line Items]
Total cost	13,491	13,692
Furniture & fixtures
Property, Plant and Equipment [Line Items]
Total cost	784	790
Buildings
Property, Plant and Equipment [Line Items]
Total cost	45,107	51,987
Greenhouse - agricultural structure
Property, Plant and Equipment [Line Items]
Total cost	6,769	8,196
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total cost	10,344	9,955
Construction in progress
Property, Plant and Equipment [Line Items]
Total cost	212	610
Autos & trucks
Property, Plant and Equipment [Line Items]
Total cost	$ 235	$ 256

Property, Plant and Equipment_4

Property, Plant and Equipment and Assets Held for Sale (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
	Feb. 15, 2023	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Property, Plant and Equipment [Line Items]
Depreciation		$ 2,482		$ 1,994	$ 4,457	$ 3,946
cash proceeds	$ 15,000				15,000	3
Carrying value of property, plant and equipment	6,599
Assets held for sale		0			0
Impairment to be disposed of					325
Loss on disposition						(697)
Gain on sale of assets	$ 8,401		$ 8,401			$ 1
Cambridge Assets [Member]
Property, Plant and Equipment [Line Items]
Impairment loss		2,788
Fair market value of assets		$ 0			$ 0

Investments (Details)

Investments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Investments (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Schedule of Equity Method Investments [Line Items]
Investments	$ 2		$ 2		$ 6,402
Unrealized loss on investment	(6,400)	$ (49)	(6,400)	$ (94)
HERBL, Inc.
Schedule of Equity Method Investments [Line Items]
Investments	0		0		6,400
Unrealized loss on investment	6,400
Big Toe Ventures LLC
Schedule of Equity Method Investments [Line Items]
Investments	0		0		0
Akerna Corp
Schedule of Equity Method Investments [Line Items]
Investments	$ 2		$ 2		$ 2
Unrealized loss on investment		$ 49		$ 94

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Intangible Assets
Total intangible assets, at cost	$ 165,072		$ 165,072		$ 165,072
Less: Accumulated amortization	(69,615)		(69,615)		(62,358)
Total intangible assets, net	95,457		95,457		102,714
Amortization expense	3,255	$ 3,677	6,519	$ 7,353
Customer relationships
Intangible Assets
Total intangible assets, at cost	85,300		85,300		85,300
Trademarks
Intangible Assets
Total intangible assets, at cost	29,000		29,000		29,000
License rights
Intangible Assets
Total intangible assets, at cost	6,540		6,540		6,540
Management agreements
Intangible Assets
Total intangible assets, at cost	926		926		926
Management agreements \| CGSF Group, LLC ("CGSF") \| Other
Intangible Assets
Impairment	737
Indefinite-lived intangible assets	0		0
Patents & technologies
Intangible Assets
Total intangible assets, at cost	32,900		32,900		32,900
Backlog and non-competition agreements
Intangible Assets
Total intangible assets, at cost	$ 10,406		$ 10,406		$ 10,406

Intangible Assets - Estimated F

Intangible Assets - Estimated Future Annual Amortization Expense (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Intangible Assets
Remainder of 2023	$ 6,477
2024	12,953
2025	12,953
2026	12,796
2027	12,796
Thereafter	31,103
Total	$ 89,078

Goodwill - Schedule of Goodwill

Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Goodwill
Beginning balance	$ 20,751	$ 70,545
Impairment	0	(6,668)
Ending balance	20,751	63,877
Jupiter
Goodwill
Beginning balance	17,721	63,346
Impairment		(6,668)
Ending balance	17,721	56,678
Standard Farms PA
Goodwill
Beginning balance	3,030	5,819
Ending balance	$ 3,030	5,819
Standard Farm OH
Goodwill
Beginning balance		1,380
Ending balance		$ 1,380

Goodwill - Key Assumptions Used

Goodwill - Key Assumptions Used in Determining Recoverable Amount of Reporting Unit (Details) - Income Approach $ in Thousands	6 Months Ended
	Jun. 30, 2022 USD ($)
Projected revenue growth rate
Goodwill [Line Items]
Goodwill Measurement, Term	10 years
Jupiter
Goodwill [Line Items]
Fair value	$ 166,957
Jupiter \| Terminal value growth rate
Goodwill [Line Items]
Goodwill measurement input	3
Jupiter \| Discount rate
Goodwill [Line Items]
Goodwill measurement input	22.5
Jupiter \| Projected revenue growth rate
Goodwill [Line Items]
Goodwill measurement input	9.9

Goodwill - Additional Informati

Goodwill - Additional Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Goodwill
Impairment Charges relating to Goodwill	$ 0	$ 6,668
Income Approach
Goodwill
Projections of future cash flows period	5 years
Jupiter
Goodwill
Impairment Charges relating to Goodwill		6,668
Carrying amount of the reporting unit exceeded its estimated recoverable amount		$ 6,668

Loans Receivable - Components (

Loans Receivable - Components (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	$ 14,378		$ 14,378		$ 11,456
Less allowance for expected credit losses	(13,023)		(13,023)		(7,237)
Loans receivable, net of expected credit losses	1,355		1,355		4,219
Less current portion of loan receivable					(516)
Loans receivable, long-term	1,355		1,355		3,703
Accrued interest receivable	$ 198		$ 198
Financing Receivable, Accrued Interest, after Allowance for Credit Loss, Statement of Financial Position [Extensible Enumeration]	Less current portion of loan receivable		Less current portion of loan receivable
Interest and Fee Income, Loans and Leases	$ 0	$ 21		$ 25
Additional allowance for credit losses			$ 5,786
Teneo Fund SPVi LLC note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	5,911		5,911		5,911
Pharma EU, LLC note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	1,410		1,410		1,410
A&R note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	710		710		710
SSZ and Elev8 note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	1,002		1,002		1,002
Pure Hana Synergy note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	224		224		224
Little Beach Harvest Note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans receivable	$ 5,121		$ 5,121		$ 2,199
Interest rate on loans receivable	9%		9%

Loans Receivable - Analysis of

Loans Receivable - Analysis of Credit Quality (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans receivable, gross amounts	$ 14,378	$ 11,456
Loans receivable, loan losses	(13,023)	(7,237)
Loans receivable, net of expected credit losses	1,355	4,219
Security interest in assets of counterparty
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans receivable, gross amounts	12,744	9,822
Loans receivable, loan losses	(11,389)	(5,915)
Loans receivable, net of expected credit losses	1,355	3,907
Third party guarantee
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans receivable, gross amounts	1,410	1,410
Loans receivable, loan losses	(1,410)	(1,098)
Loans receivable, net of expected credit losses		312
No collateral
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans receivable, gross amounts	224	224
Loans receivable, loan losses	$ (224)	$ (224)

Accounts Payable and Accrued _3

Accounts Payable and Accrued Liabilities - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Accounts payable	$ 40,144	$ 49,261
Accrued interest expense		2,983
Accrued payroll	1,634	1,626
Other current payables/liabilities	1,369	1,500
Total accounts payable and accrued liabilities	$ 43,147	58,170
Related Party [Member] \| Jupiter Sellers [Member]
Related Party Transaction [Line Items]
Other current payables/liabilities		$ 2,800

Accounts Payable and Accrued _4

Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Accounts Payable and Accrued Liabilities
Accrued Loyalty Liability	$ 145	$ 159

Notes Payable - Notes Payable a

Notes Payable - Notes Payable and Debt Issuance Costs (Details) - USD ($) $ in Thousands		6 Months Ended	12 Months Ended
	Feb. 15, 2023	Jun. 30, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Other loan and borrowings		$ 350	$ 350
Total Debt		64,871	59,728
Less: Debt discount and debt issuance costs		7,835
Less: Current portion of notes payable		(11,532)	(59,378)
Total debt, net of discount, net of current portion		$ 45,504	350
Senior Notes
Debt Instrument [Line Items]
Total Debt	$ 0		$ 2,159
Debt Instrument, Interest Rate During Period			16%
Junior Notes
Debt Instrument [Line Items]
Total Debt			$ 46,497
Debt Instrument, Interest Rate During Period			8%
Notes Payable 2023 [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate During Period		24.75%
2023 Refinanced Notes
Debt Instrument [Line Items]
Total Debt		$ 40,420
Less: Debt discount and debt issuance costs		$ 7,351
Debt Instrument, Interest Rate During Period		24.75%
Debt Instrument, Term	36 months
Debt issuance costs related to the Revolving Facility	$ 649
2023 New Notes
Debt Instrument [Line Items]
Total Debt		$ 8,963
Debt Instrument, Interest Rate During Period		24.75%
Debt Instrument, Term	48 months
2023 Bridge Note
Debt Instrument [Line Items]
Total Debt		$ 4,563
Debt Instrument, Interest Rate During Period		16.75%
Revolving Facility
Debt Instrument [Line Items]
Total Debt		$ 10,575	$ 10,722
Debt Instrument, Interest Rate During Period		11.25%
Debt Instrument, Term		1 year
Debt issuance costs related to the Revolving Facility		$ 33

Notes Payable - Narrative (Deta

Notes Payable - Narrative (Details) - USD ($)					6 Months Ended
Notes Payable - Narrative (Details) - USD ($)	Jul. 01, 2023	May 15, 2023	Mar. 13, 2023	Feb. 15, 2023	Jun. 30, 2023	Jun. 30, 2022
Notes Payable
Interest repaid					$ 2,814,000	$ 2,075,000
Gross cash proceeds from notes payable					4,000,000	$ 40,000,000
Subsidiaries [Member] \| Scenario, Plan [Member]
Notes Payable
Debt instrument periodic payment, amortization payment payable	$ 750,000
Junior Notes
Notes Payable
Interest repaid				$ 9,088,000
Junior Notes \| Scenario, Plan [Member]
Notes Payable
Additional Default Rate (in percent)	8%
Junior Notes \| Prime Rate \| Scenario, Plan [Member]
Notes Payable
Spread rate	8.50%
2023 Refinanced Notes
Notes Payable
Debt Instrument, Term				36 months
Debt amount				$ 38,000,000
Debt discount				7,755,000	7,351,000
Fee payable to the noteholder				2,000,000
Debt issuance costs				$ 649,000
Interest rate (as a percent)				16%
Percentage of increase in the interest rate based on the principal amount outstanding				1%
Principal amount obligated to pay on each anniversary				$ 5,000,000
Percentage of unrestricted cash for annual payments				50%
Minimum unrestricted cash at the end of the prior calendar year				$ 10,000,000
2023 Refinanced Notes \| First anniversary of the Effective Date
Notes Payable
Outstanding principal amount for increase in the interest rate				30,000,000
2023 Refinanced Notes \| Second anniversary of the Effective Date
Notes Payable
Outstanding principal amount for increase in the interest rate				22,000,000
2023 Refinanced Notes \| Debt modification warrants
Notes Payable
Fair value of the debt modification warrants				$ 5,106,000
Number of common shares for each warrant				2,421.05
Denomination of principal amount of notes				$ 1,000
Warrants to purchase shares				91,999,901
2023 Refinanced Notes \| Prime Rate
Notes Payable
Spread rate				8.50%
2023 New Notes
Notes Payable
Debt Instrument, Term				48 months
Debt amount				$ 8,260,000
Interest rate (as a percent)				16%
2023 New Notes \| Prime Rate
Notes Payable
Spread rate				8.50%
Bridge Notes 2023
Notes Payable
Debt discount		$ 500,000
Debt issuance costs					$ 451,000
Interest rate (as a percent)		16%
Gross cash proceeds from notes payable		$ 4,000,000
Maximum access to funding		$ 4,000,000
Bridge Notes 2023 \| Subsidiaries [Member] \| Scenario, Plan [Member]
Notes Payable
Percentage of unrestricted cash for annual payments	50%
Minimum unrestricted cash at the end of the prior calendar year	$ 10,000,000
Bridge Notes 2023 \| Prime Rate
Notes Payable
Spread rate		8.50%
Secured Senior and Junior Notes, 2019 \| Prime Rate \| Scenario, Plan [Member]
Notes Payable
Late fees per month incurred during forbearance period	$ 40,000
Asset-based Revolving Facility \| Entrepreneur Growth Capital, LLC \| Prime Rate \| Jupiter
Notes Payable
Spread rate			3%

Notes Payable - Future Maturiti

Notes Payable - Future Maturities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Notes Payable
Remainder of 2023	$ 6,983
2024	15,575
2025	5,000
2026	28,000
2027	8,963
2028 and thereafter	350
Total Debt	$ 64,871	$ 59,728

Massachusetts Lease Liability_2

Massachusetts Lease Liability (Details) $ in Thousands		6 Months Ended
Massachusetts Lease Liability (Details) $ in Thousands	May 16, 2022 USD ($) item	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Purchases of property, plant, and equipment		$ 326	$ 13,979
Taunton Facility
Lessee, Lease, Description [Line Items]
Annual escalation	2.50%
Annual escalation term	2 years
Massachusetts lease liability		$ 40,386
Taunton Facility Acquisition
Lessee, Lease, Description [Line Items]
Purchases of property, plant, and equipment	$ 13,047
Restricted cash held by escrow agent	25,466
Derecognizing on right of use asset	3,940
Derecognition on lease liability	4,454
Lease liability recognizing land	6,266
Lease liability recognizing building balances	6,268
Financing liability amount	$ 40,000
Massachusetts Lease Liability
Lessee, Lease, Description [Line Items]
Debt Instrument, Number of Terms \| item	2
Debt instrument extension term	5 years
Innovative Industrial Properties, Inc \| Taunton Facility Acquisition
Lessee, Lease, Description [Line Items]
Purchases of property, plant, and equipment	$ 40,000
Innovative Industrial Properties, Inc \| Taunton Facility
Lessee, Lease, Description [Line Items]
Number of extensions in lease \| item	2
Lease extension term	5 years
Lease existence of option to extend	true
Lease term	20 years

Massachusetts Lease Liability -

Massachusetts Lease Liability - Maturities (Details) - Taunton Facility $ in Thousands	Jun. 30, 2023 USD ($)
Finance
Remainder of 2023	$ 2,200
2024	4,469
2025	4,581
2026	4,695
2027	4,812
2028 and thereafter	162,855
Total future payments	183,612
Less: Interest	(150,938)
Total present value of minimum payments	32,674
Add: Estimated ending residual value	7,712
Total	$ 40,386

Leases - Cost (Details)

Leases - Cost (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Leases - Cost (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Leases
Operating lease cost	$ 702	$ 203	$ 1,185	$ 483
Finance lease cost:
Amortization of lease assets	257	257	514	514
Interest on lease liabilities	97	117	199	239
Finance lease costs	354	374	713	753
Total lease cost	$ 1,056	$ 577	$ 1,898	$ 1,236

Leases - Weighted Average Disco

Leases - Weighted Average Discount Rates And Remaining Lease Term (Details)	Jun. 30, 2023	Dec. 31, 2022
Leases
Operating leases - Weighted average discount rate	19.10%	8%
Operating leases - Weighted average remaining lease term	13 years 7 months 24 days	5 years 5 months 26 days
Finance leases - Weighted average discount rate	8%	8%
Finance leases - Weighted average remaining lease term	3 years 9 months 25 days	4 years 7 months 28 days

Leases - Undiscounted Lease Lia

Leases - Undiscounted Lease Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Finance
Remainder of 2023	$ 732
2024	1,489
2025	1,212
2026	926
2027	916
2028 and thereafter	380
Total undiscounted lease liabilities	5,655
Interest or discount on lease liabilities	(856)
Total present value of minimum lease payments	4,799
Lease liability - current portion	(1,136)	$ (1,075)
Finance lease liability, net of current portion	3,663	4,245
Operating
Remainder of 2023	1,222
2024	2,433
2025	2,468
2026	2,530
2027	2,594
2028 and thereafter	28,264
Total	39,511
Interest or discount on lease liabilities	(26,654)
Total present value of minimum lease payments	12,857
Lease liability - current portion	(81)	(135)
Operating lease liability, net of current portion	$ 12,776	$ 701

Leases - Narratives (Details)

Leases - Narratives (Details) $ in Thousands		3 Months Ended		6 Months Ended
Leases - Narratives (Details) $ in Thousands	Feb. 15, 2023 USD ($) item	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)
Lessee, Lease, Description [Line Items]
Short-term lease expenses		$ 959	$ 460	$ 1,699	$ 997
Operating lease cost		702	203	1,185	483
Amortization of finance leases		257	$ 257	514	$ 514
Sale leaseback cash consideration	$ 15,000
Proceeds from sale leaseback transaction	$ 15,000
Lease term of sale leaseback	15 years
Number of extensions in sale leaseback \| item	2
Lease extension term of sale leaseback	5 years
Monthly rent on sale leaseback	$ 188
Percentage of increase in rent of sale leaseback	2.50%
Recognized ROU asset	$ 11,974
Operating lease liability	$ 11,880	12,087		$ 12,087
Effective interest rate on financial liability of sale leaseback	19.33%
Gain on sale leaseback	$ 8,401
Cambridge assets
Lessee, Lease, Description [Line Items]
Impairment loss on right-of-use assets		$ 1,206

Shareholders' Equity - Authoriz

Shareholders' Equity - Authorized Share Capital (Details) - Jimmy Jang, L.P. - shares	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Class of Stock [Line Items]
Common Unit, Number Of Exchangeable Shares	1
LP units converted to Common Shares	0	0
Units Issued	43,821,379		43,821,379
Units Outstanding	43,821,379		43,821,379

Shareholders' Equity - Warrants

Shareholders' Equity - Warrants (Details)	Feb. 15, 2023 USD ($) $ / shares shares	Jun. 30, 2023 $ / shares shares	Dec. 31, 2022 shares
Class of Warrant or Right [Line Items]
Number of Warrants		101,045,592	9,545,691
Founder Separation Warrants
Class of Warrant or Right [Line Items]
Number of Warrants		9,045,691
Exercise Price \| $ / shares		$ 1.05
Debt modification warrants
Class of Warrant or Right [Line Items]
Number of Warrants		91,999,901
Exercise Price \| $ / shares		$ 0.09
Debt modification warrants \| 2023 Refinanced Notes
Class of Warrant or Right [Line Items]
Number of common shares for each warrant	2,421.05
Denomination of principal amount of notes \| $	$ 1,000
Warrants to purchase shares	91,999,901
Exercise Price \| $ / shares	$ 0.07084
Warrants and Rights Outstanding \| $	$ 5,106,000

Shareholders' Equity - Warran_2

Shareholders' Equity - Warrants Fair Value Assumptions (Details) - Debt modification warrants	Jun. 30, 2023 $ / shares Y
Exercise price
Class of Warrant or Right [Line Items]
Warrants fair value assumption \| $ / shares	0.07084
Expected dividend yield
Class of Warrant or Right [Line Items]
Warrants fair value assumption	0
Risk free interest rate
Class of Warrant or Right [Line Items]
Warrants fair value assumption	0.0394
Expected life in years
Class of Warrant or Right [Line Items]
Warrants fair value assumption \| Y	7
Expected volatility
Class of Warrant or Right [Line Items]
Warrants fair value assumption	0.8400

Shareholders' Equity - Warran_3

Shareholders' Equity - Warrants Outstanding (Details) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Share Based Compensation Shares Authorized [Line Item]
Number of Warrants	101,045,592	9,545,691
Founder Separation Warrants
Share Based Compensation Shares Authorized [Line Item]
Exercise Price	$ 1.05
Number of Warrants	9,045,691
Debt modification warrants
Share Based Compensation Shares Authorized [Line Item]
Exercise Price	$ 0.09
Number of Warrants	91,999,901

Shareholders' Equity - Warran_4

Shareholders' Equity - Warrants Activity (Details)	6 Months Ended
Shareholders' Equity - Warrants Activity (Details)	Jun. 30, 2023 $ / shares shares
Number of Warrants
Balance as at beginning of period \| shares	9,545,691
Issued \| shares	91,999,901
Expired \| shares	(500,000)
Balance as at end of period \| shares	101,045,592
Weighted Average Exercise Price
Balance as at beginning of period \| $ / shares	$ 1.01
Issued \| $ / shares	0.09
Expired \| $ / shares	0.33
Balance as at ending of period \| $ / shares	$ 0.18

Shareholders' Equity - Share-ba

Shareholders' Equity - Share-based Compensation (Details) - Amended and Restated 2018 Stock and Incentive Plan ("Plan")	Jun. 30, 2023 shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock reserved for future issuance	60,000,000
Common shares available for issuance	35,805,244

Shareholders' Equity - Restrict

Shareholders' Equity - Restricted Stock Units (Details) $ / shares in Units, $ in Thousands		3 Months Ended		6 Months Ended
	Jun. 12, 2023 item $ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 USD ($)
Restricted Stock Units Additional Disclosure
Share-based compensation expense (benefit) \| $		$ (2,358)	$ 786	$ (2,065)	$ 2,012
Restricted Stock Units
Number of Restricted Stock Units
Balance at the beginning of period (in Shares) \| shares				2,742,765
Issued (in shares) \| shares				9,873,204
Vested (in Shares) \| shares				(1,013,470)
Forfeited (in Shares) \| shares				(1,172,341)
Balance at the end of period (in Shares) \| shares		10,430,158		10,430,158
Weighted Average Grant Date Fair Value
Balance at the beginning of period (in dollars per share) \| $ / shares				$ 0.25
Issued (in dollars per share) \| $ / shares				0.03
Vested (in dollars per share) \| $ / shares				0.22
Forfeited (in dollars per share) \| $ / shares				0.24
Balance at the end of period (in dollars per share) \| $ / shares		$ 0.05		$ 0.05
Restricted Stock Units Additional Disclosure
Share-based compensation expense net \| $		$ 1,324	163	$ 1,220	425
Expense to be recognized \| $		329		$ 329
Expenses to be recognized (in years)				8 months 15 days
Restricted Stock Units \| Former CEO
Restricted Stock Units Additional Disclosure
Share-based compensation expense (benefit) \| $		(22)		$ 4
Restricted Stock Units \| Board Members [Member]
Number of Restricted Stock Units
Issued (in shares) \| shares	7,404,903
Weighted Average Grant Date Fair Value
Issued (in dollars per share) \| $ / shares	$ 0.03
Restricted Stock Units Additional Disclosure
Share-based compensation expense net \| $		28
Number Of Board Members \| item	3
Restricted Stock Units \| Board Of Directors Chairman
Number of Restricted Stock Units
Issued (in shares) \| shares	2,468,301
Restricted Stock Units \| CGSF Group, LLC ("CGSF")
Restricted Stock Units Additional Disclosure
Share-based compensation expense (benefit) \| $		$ (1,287)		$ (1,234)
Performance awards milestone payments
Restricted Stock Units Additional Disclosure
Share-based compensation expense net \| $			$ 260		$ 518

Shareholders' Equity - Share Op

Shareholders' Equity - Share Options Narratives (Details) - Share Options - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-based compensation expense net	$ 3	$ 18	$ 34	$ 98
Expense to be recognized	$ 103		$ 103
Expenses to be recognized (in years)			1 year 3 months 10 days

Shareholders' Equity - Share _2

Shareholders' Equity - Share Options (Details) - Share Options - $ / shares	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Stock Options Common Shares
Balance at the beginning of period (in Shares)	9,753,600
Forfeited (in shares)	(373,129)
Balance at the end of period (in Shares)	9,380,471	9,753,600
Weighted Average Exercise Price
Balance at the beginning of period (in dollars per share)	$ 0.60
Forfeited (in dollars per share)	0.45
Balance at the end of period (in dollars per share)	$ 0.61	$ 0.60
Weighted-average remaining contractual
Outstanding (in years)	5 years 6 months 29 days	6 years 1 month 9 days

Shareholders' Equity - Share _3

Shareholders' Equity - Share Options Outstanding (Details) - $ / shares	6 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Share Options
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Share Options	9,380,471	9,753,600
Options Exercisable	8,103,402
Legacy employees
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Share Options	190,000
Exercise Price lower range limit	$ 1.58
Exercise Price upper range limit	$ 1.58
Options Exercisable	190,000
2020 employee grant
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Share Options	5,507,873
Exercise Price lower range limit	$ 0.30
Exercise Price upper range limit	$ 0.48
Options Exercisable	4,230,804
Other employee grant
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Number of Share Options	3,682,598
Exercise Price lower range limit	$ 0.41
Exercise Price upper range limit	$ 3.96
Options Exercisable	3,682,598

Shareholders' Equity - Performa

Shareholders' Equity - Performance Stock Units Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Performance Stock Units Additional Disclosure
Share-based compensation expense (benefit)	$ (2,358)	$ 786	$ (2,065)	$ 2,012
Performance Stock Units
Number of Performance Stock Units
Balance at the beginning of period (in Shares)			10,632,378
Forfeited (in Shares)			(9,039,699)
Balance at the end of period (in Shares)	1,592,679		1,592,679
Weighted Average Grant Date Fair Value
Balance at the beginning of period (in dollars per share)			$ 0.30
Forfeited (in dollars per share)			0.30
Balance at the end of period (in dollars per share)	$ 0.31		$ 0.31
Performance Stock Units Additional Disclosure
Share-based compensation expense net		$ 345		$ 971
Expense to be recognized	$ 210		$ 210
Expenses to be recognized (in years)			1 year 9 months
Performance Stock Units \| Former CEO
Performance Stock Units Additional Disclosure
Share-based compensation expense (benefit)	$ (944)		$ (812)

Shareholders' Equity - PSU Gran

Shareholders' Equity - PSU Granted Containing Market Conditions (Details) - Performance Stock Units Containing Market Conditions - $ / shares			6 Months Ended
	Dec. 19, 2021	Sep. 30, 2021	Jun. 30, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Closing Price on Grant Date	$ 0.23	$ 0.39
Outstanding	366,532	526,147	892,679

Loss Per Share (Details)

Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Loss Per Share
Net loss attributable to TILT	$ (26,895)	$ (7,051)	$ (31,770)	$ (18,680)
Weighted average number of shares outstanding - Basic	378,296,093	375,538,599	377,998,289	375,075,478
Weighted-average number of shares and units outstanding - Diluted	378,296,093	375,538,599	377,998,289	375,075,478
Loss per share - basic	$ (0.07)	$ (0.02)	$ (0.08)	$ (0.05)
Loss per share - diluted	$ (0.07)	$ (0.02)	$ (0.08)	$ (0.05)

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Feb. 15, 2023	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Operating Loss Carryforwards [Line Items]
Loss before income taxes		$ (31,079)		$ (13,952)	$ (34,619)	$ (26,918)
Income tax benefit		$ 2,742		$ 6,898	$ 1,416	$ 8,230
Effective tax rate		9%		49%	4%	31%
Gain on sale of assets	$ 8,401		$ 8,401			$ 1
Investments		$ 2			$ 2		$ 6,402
HERBL, Inc.
Operating Loss Carryforwards [Line Items]
Investment impairment		6,400
Investments		$ 0			$ 0		6,400
Capital Loss Carryforward Member
Operating Loss Carryforwards [Line Items]
Gain on sale of assets			$ 6,264
U.S. federal \| Capital Loss Carryforward Member
Operating Loss Carryforwards [Line Items]
Capital loss carryforward							31,971
U.S. state and local \| Capital Loss Carryforward Member
Operating Loss Carryforwards [Line Items]
Capital loss carryforward							$ 18,968

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands			6 Months Ended	12 Months Ended
	May 15, 2023	Feb. 15, 2023	Jun. 30, 2023	Dec. 31, 2022
Related Party Transactions
Other current payables/liabilities			$ 1,369	$ 1,500
Warrants Issued			91,999,901
Notes payable, current portion			$ 11,532	$ 59,378
Senior Notes
Related Party Transactions
Debt Instrument, Interest Rate During Period				16%
2023 Refinanced Notes
Related Party Transactions
Interest rate (as a percent)		16%
Debt Instrument, Interest Rate During Period			24.75%
2023 Refinanced Notes \| Prime Rate
Related Party Transactions
Spread rate		8.50%
2023 Refinanced Notes \| Debt modification warrants
Related Party Transactions
Warrants Issued		91,999,901
2023 New Notes
Related Party Transactions
Interest rate (as a percent)		16%
Debt Instrument, Interest Rate During Period			24.75%
2023 New Notes \| Prime Rate
Related Party Transactions
Spread rate		8.50%
2023 Bridge Note
Related Party Transactions
Interest rate (as a percent)	16%
Debt Instrument, Interest Rate During Period			16.75%
2023 Bridge Note \| Prime Rate
Related Party Transactions
Spread rate	8.50%
Related Party [Member] \| 2023 Bridge Note
Related Party Transactions
Debt Instrument, Interest Rate During Period			16.75%
Related Party [Member] \| Notes Payable \| 2023 Bridge Note
Related Party Transactions
Related party transaction, notes payable			$ 2,809
Related Party [Member] \| Mark Scatterday \| Senior Notes
Related Party Transactions
Interest rate (as a percent)				8%
Related Party [Member] \| Mark Scatterday \| 2023 Refinanced Notes \| Debt modification warrants
Related Party Transactions
Warrants Issued		45,539,951
Related Party [Member] \| Mark Scatterday \| Notes Payable \| 2023 Bridge Note
Related Party Transactions
Related party transaction, notes payable			2,599
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition
Related Party Transactions
Other current payables/liabilities				$ 27,090
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Accounts Payable and Accrued Liabilities.
Related Party Transactions
Other current payables/liabilities				4,074
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Accounts Payable and Accrued Liabilities. \| 2023 New Notes
Related Party Transactions
Related party transaction, notes payable			$ 4,437
Interest rate (as a percent)		16%
Additional Default Rate (in percent)		8%
Debt Instrument, Interest Rate During Period			24.75%
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Accounts Payable and Accrued Liabilities. \| 2023 New Notes \| Prime Rate
Related Party Transactions
Spread rate		8.50%
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Notes Payable
Related Party Transactions
Related party transaction, notes payable				23,016
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Notes Payable \| 8% Notes Payable
Related Party Transactions
Related party transaction, notes payable				$ 23,016
Interest rate (as a percent)				8%
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Notes Payable \| 2023 Refinanced Notes
Related Party Transactions
Related party transaction, notes payable			$ 20,008
Interest rate (as a percent)		16%
Debt Instrument, Interest Rate During Period			16.75%
Related Party [Member] \| Mark Scatterday \| Jupiter Acquisition \| Notes Payable \| 2023 New Notes \| Prime Rate
Related Party Transactions
Spread rate		8.50%
Related Party [Member] \| Mark Scatterday \| Senior Notes \| Senior Notes
Related Party Transactions
Other current payables/liabilities				$ 1,677
Related Party [Member] \| Adam Draizin
Related Party Transactions
Related party transaction, notes payable			$ 1,975
Related Party [Member] \| Adam Draizin \| 2023 Refinanced Notes \| Debt modification warrants
Related Party Transactions
Warrants Issued		3,679,996
Related Party [Member] \| Adam Draizin \| Accounts Payable and Accrued Liabilities. \| 2023 New Notes
Related Party Transactions
Related party transaction, notes payable			$ 358
Interest rate (as a percent)			16%
Additional Default Rate (in percent)			8%
Debt Instrument, Interest Rate During Period			24.75%
Related Party [Member] \| Adam Draizin \| Accounts Payable and Accrued Liabilities. \| 2023 New Notes \| Prime Rate
Related Party Transactions
Spread rate			8.50%
Related Party [Member] \| Adam Draizin \| Notes Payable \| 2023 Refinanced Notes
Related Party Transactions
Related party transaction, notes payable			$ 1,617
Interest rate (as a percent)			16%
Additional Default Rate (in percent)			8%
Related Party [Member] \| Adam Draizin \| Notes Payable \| 2023 Refinanced Notes \| Prime Rate
Related Party Transactions
Spread rate			8.50%
Related Party [Member] \| Adam Draizin \| Notes Payable \| 2023 Bridge Note
Related Party Transactions
Related party transaction, notes payable			$ 210
Related Party [Member] \| Adam Draizin \| Jupiter Acquisition \| Notes Payable \| 2023 Refinanced Notes
Related Party Transactions
Debt Instrument, Interest Rate During Period			24.75%

Commitments and Contingencies -

Commitments and Contingencies - Future Minimum Rental Payments (Details) $ in Thousands	Jun. 30, 2023 USD ($)
Commitments and Contingencies
Remainder of 2023	$ 1,222
2024	2,433
2025	2,468
2026	2,530
2027	2,594
2028 and thereafter	28,264
Total	39,511
Payment Guarantee
Commitments and Contingencies
Remainder of 2023	225
2024	463
2025	477
2026	492
2027	506
2028 and thereafter	522
Total	$ 2,685

Reportable Segments and Reven_3

Reportable Segments and Revenue - Segment Related Information (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023 USD ($)	Jun. 30, 2022 USD ($)	Jun. 30, 2023 USD ($) segment	Jun. 30, 2022 USD ($)
Segment Information
Number of reportable segments \| segment			4
Revenue	$ 41,599	$ 47,055	$ 83,863	$ 89,407
Share-based compensation expense (benefit)	(2,358)	786	(2,065)	2,012
Depreciation and amortization	4,712	4,560	8,841	9,118
Wages and benefits	5,871	6,335	11,655	11,503
Impairment loss	4,947	6,669	5,135	7,366
Interest expense	5,466	3,796	9,558	6,577
Loan losses	5,200	504	5,588	1,021
Net loss	(28,337)	(7,054)	(33,203)	(18,688)
Cannabis
Segment Information
Revenue	12,925	12,223	25,886	23,482
Depreciation and amortization	821	647	1,615	1,295
Wages and benefits	1,899	1,719	4,120	3,251
Impairment loss	3,208		3,256	697
Interest expense	1,377	601	2,733	688
Net loss	(16,387)	(1,940)	(23,035)	(3,161)
Accessories
Segment Information
Revenue	28,674	34,832	57,977	65,925
Depreciation and amortization	3,246	3,709	6,484	7,409
Wages and benefits	1,335	1,252	2,608	2,420
Impairment loss	16	6,669	16	6,669
Interest expense	621	602	1,263	840
Net loss	(2,840)	(11,048)	(5,490)	(15,749)
Corporate
Segment Information
Share-based compensation expense (benefit)	(1,072)	525	(831)	1,494
Depreciation and amortization	628	13	642	27
Wages and benefits	2,637	3,364	4,927	5,832
Impairment loss	986		1,126
Interest expense	3,400	2,593	5,494	5,049
Loan losses	277	504	665	1,021
Net loss	(4,587)	6,103	(8,200)	723
Other
Segment Information
Share-based compensation expense (benefit)	(1,286)	261	(1,234)	518
Depreciation and amortization	17	191	100	387
Impairment loss	737		737
Interest expense	68		68
Loan losses	4,923		4,923
Net loss	(4,523)	(169)	3,522	(501)
Operating Segments
Segment Information
Revenue	41,758	47,307	84,132	90,190
Operating Segments \| Cannabis
Segment Information
Revenue	12,925	12,223	25,886	23,482
Operating Segments \| Accessories
Segment Information
Revenue	28,833	35,084	58,246	66,708
Inter-segment revenue
Segment Information
Revenue	(159)	(252)	(269)	(783)
Inter-segment revenue \| Accessories
Segment Information
Revenue	$ (159)	$ (252)	$ (269)	$ (783)

Reportable Segments and Reven_4

Reportable Segments and Revenue - Geographic Based Revenue Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Segment Information
Revenue	$ 41,599	$ 47,055	$ 83,863	$ 89,407
Gross profit	4,040	10,945	12,836	20,298
US
Segment Information
Revenue	36,232	43,370	74,407	83,277
Gross profit	2,607	9,963	10,397	18,590
Canada
Segment Information
Revenue	5,361	3,585	9,441	5,880
Gross profit	1,433	940	2,435	1,609
Other.
Segment Information
Revenue	$ 6	100	15	250
Gross profit		$ 42	$ 4	$ 99