Third quarter 2025 net revenue of $320 million

Third quarter 2025 International revenue of $46 million 

Third quarter 2025 adjusted gross profit margin(1) of 50%

Year-to-date operating and free cash flow from continuing operations of

 $104 million and $57 million, respectively

Nov. 5, 2025  — Curaleaf Holdings, Inc. (TSX: CURA) (OTCQX: CURLF) (“Curaleaf” or the “Company”), a leading international provider of consumer products in cannabis, today reported its financial and operating results for the third quarter ended September 30, 2025. All financial information is reported in accordance with U.S. generally accepted accounting principles (“U.S. GAAP” or “GAAP”) and is provided in U.S. dollars unless otherwise indicated.

Boris Jordan, Chairman and CEO of Curaleaf, stated, “We generated third quarter revenue of $320 million, up 2% sequentially. Price compression continued to be a headwind, yet our domestic segment remained stable and achieved modest growth. Our international segment continued its strong trajectory, delivering 12% sequential growth and 56% year-over-year growth. Adjusted gross margin improved to 50%, an increase of 115 basis points both sequentially and versus the prior year. Adjusted EBITDA was $69 million, representing a 22% margin, inclusive of a 200 basis point drag from our international and hemp businesses. We ended the quarter with $107 million in cash, after paying $28 million in principal and interest debt obligations. We generated $53 million in operating cash flow from continuing operations and $37 million in free cash flow from continuing operations during the third quarter. Subsequent to quarter-end, we made $30 million in acquisition-related debt payments, leaving approximately $70 million payable over the next two years. We also closed on an upsized $100 million revolving line of credit with Needham Bank, giving us greater flexibility to manage our business and pay down more expensive debt.”

Mr. Jordan continued, “The ‘Return to Our Roots’ plan we initiated 12 months ago – which is focused on enhancing product quality, driving growth, expanding margins, and optimizing cash flow – is delivering tangible results. Over the past year, we have completed significant foundational work to reset the business — leveraging our Dark Heart genetics program, investing in our supply chain, and realigning our retail operations. These actions have positioned our domestic business for renewed growth while supporting rapid international expansion. I’m encouraged to report that we’re seeing positive momentum across the organization, despite ongoing macro pressures.”

Third Quarter 2025 Financial Highlights

  • Net revenue of $320.2 million, a year-over-year decrease of 3% compared to Q3 2024 net revenue of $330.5 million. Sequentially, net revenue increased 2% compared to Q2 2025 net revenue of $314.5 million
  • Gross profit of $159.7 million and gross profit margin of 50%, an increase of 130 basis points year-over-year
  • Adjusted gross profit(1) of $160.0 million and adjusted gross profit margin(1) of 50%, an increase of 115 basis points year-over-year
  • Net loss attributable to Curaleaf Holdings, Inc. from continuing operations of $54.5 million or net loss per share from continuing operations of $0.07
  • Adjusted net loss(1) from continuing operations of $48.2 million or adjusted net loss(1) per share from continuing operations of $0.06
  • Adjusted EBITDA(1) of $69.3 million and adjusted EBITDA margin([1]) of 21.6%, a 115 basis point decrease year-over-year
  • Cash at quarter end totaled $107.5 million

Nine Months Ended September 30, 2025 Financial Highlights

  • Net revenue of $944.8 million, a decrease of 7% year-over-year
  • International revenue of $121.8 million, an increase of 63% compared to 2024 revenue of $74.9 million
  • Gross profit of $467.5 million and gross margin of 49%
  • Adjusted gross profit(1) of $468.9 million and adjusted gross profit margin(1) of 50%
  • Operating cash flow from continuing operations of $104.0 million and free cash flow from continuing operations of $56.8 million
  • Net loss from continuing operations of $159.9 million or net loss per share from continuing operations of $0.21
  • Adjusted net loss(1) from continuing operations of $143.7 million or adjusted net loss per share from continuing operations of $0.19
  • Adjusted EBITDA(1) of $200.0 million and adjusted EBITDA margin of 21.2%

Third Quarter 2025 Operational Highlights

  • Expanded domestic retail footprint to five in Ohio with the opening of a Curaleaf dispensary in Girard and a Curaleaf branded dispensary in New Albany
  • Strengthened retail presence in Florida with the opening of one dispensary in St. Augustine and one in Apopka, resulting in 69 retail locations in the state.
  • Entered into an MSA with a retail operator in Maine bringing the store count to five in the state;  total dispensary count at quarter end was 158 stores across the country
  • In September, Curaleaf expanded Anthem’s brand portfolio with the launch of Anthem Bold Infused Pre-Rolls in New YorkNew JerseyIllinois, and Arizona
  • Curaleaf was added to the S&P/TSX Composite Index on September 22, 2025
  • Curaleaf announced the buyout of its minority partner in Curaleaf International, bringing the ownership stake in its European holding company to 100%
  • Curaleaf International launched the first medically certified liquid inhalation device, the QMID, in the UK and Germany

(1)

Adjusted EBITDA, adjusted net income (loss), adjusted gross profit and free cash flow are non-GAAP financial measures, and adjusted EBITDA margin, adjusted net income (loss) per share and adjusted gross profit margin are non-GAAP financial ratios, in each case without a standardized definition under U.S. GAAP and which may not be comparable to similar measures used by other issuers. See “Non-GAAP Financial Performance Measures” below for definitions and more information regarding Curaleaf’s use of non-GAAP financial measures and non-GAAP financial ratios. See “Reconciliation of Non-GAAP financial measures” below for a reconciliation of each non-GAAP financial measure used in this press release from the most directly comparable U.S. GAAP financial measure.

Post Third Quarter 2025 Operational Highlights

  • Curaleaf upsized its revolving line of credit from $40.0 million to $100.0 million with Needham Bank at a 7.99% interest rate, increasing to 8.99% upon a refinancing of its outstanding senior secured bonds maturing on December 15, 2026
  • Curaleaf made a final $25.0 million cash and 5.7 million share payment to the former owners of the Tryke companies completing its payment obligations in connection with the Tryke acquisition
  • In October, Curaleaf partnered with the Baldwin Fund to raise funds for breast cancer research

Revenues, net by Segment

($ thousands)

Three Months Ended

September 30, 2025

June 30, 2025

September 30, 2024

Domestic:

Retail revenue

$                    211,626

$                    216,538

$                    243,253

Wholesale revenue

62,381

56,987

57,199

Management fee income

245

86

504

Total revenues, net – Domestic

$                    274,252

$                    273,611

$                    300,956

 

Three Months Ended

September 30, 2025

June 30, 2025

September 30, 2024

International:

Retail revenue

$                      14,152

$                      12,929

$                         9,997

Wholesale revenue

27,762

25,970

18,484

Management fee income

4,078

2,010

1,093

Total revenues, net – International

$                      45,992

$                      40,909

$                      29,574

 

Nine Months Ended September 30,

2025

2024

Domestic:

Retail revenue

$                    647,808

$                    759,021

Wholesale revenue

174,574

176,541

Management fee income

568

1,310

Total revenues, net – Domestic

$                    822,950

$                    936,872

 

Nine Months Ended September 30,

2025

2024

International:

Retail revenue

$                      38,139

$                      26,343

Wholesale revenue

76,189

45,443

Management fee income

7,493

3,090

Total revenues, net – International

$                    121,821

$                      74,876

Balance Sheet and Cash Flow

As of September 30, 2025, the Company had $107.5 million of cash and $543.7 million of outstanding debt, net of unamortized debt discounts and deferred financing fees.

During the nine months ended September 30, 2025, Curaleaf invested $47.9 million in capital expenditures, focused on facility upgrades, automation and selective retail expansion in strategic markets.

Shares Outstanding

The Company’s weighted average shares outstanding was 764,825,622 and 742,535,355 for the third quarter of 2025 and 2024, respectively.

The Company’s weighted average shares outstanding was 758,809,812 and 739,833,334 for the nine months ended September 30, 2025 and 2024, respectively.

Conference Call Information 

The Company will host a conference call and audio webcast for investors and analysts on Wednesday, November 5, 2025 at 5:00 P.M. ET to discuss Q3 2025 earnings results. The call can be accessed by dialing 1-844-512-2926 in the U.S., Canada 1-416-639-5883, or internationally from 1-412-317-6300. The conference pin # is 5064695.

A replay of the conference call can be accessed at 1-877-344-7529 in the U.S., Canada 1-855-669-9658, or internationally from 1-412-317-0088, using the replay pin # 8603366.

A webcast of the call can be accessed on the investor relations section of the Curaleaf website at ir.curaleaf.com. The teleconference will be available for replay starting at approximately 7:00 P.M. ET on Wednesday, November 5, 2025 and will end at 11:59 P.M. ET on November 12, 2025.

Non-GAAP Financial and Performance Measures 

Curaleaf reports its financial results in accordance with U.S. GAAP and also uses certain non-GAAP financial measures and ratios to evaluate performance. These measures, which include “adjusted gross profit,” “adjusted gross profit margin,” “adjusted net income (loss),” “adjusted EBITDA,” “adjusted EBITDA margin,” and “free cash flow from operations,” do not have standardized definitions under U.S. GAAP and may not be comparable to similar measures used by other issuers.

Curaleaf defines these non-GAAP measures as follows:

  • Adjusted gross profit: gross profit net of related add-backs.
  • Adjusted gross profit margin: adjusted gross profit divided by total revenues, net.
  • Adjusted net income (loss): net income (loss) net of impairment losses (recoveries) and related add-backs.
  • Adjusted net income (loss) per share: adjusted net income (loss) divided by the weighted average common shares outstanding.
  • Adjusted EBITDA: income (loss) before interest, taxes, depreciation and amortization, net of impairment losses (recoveries), share-based compensation expense and related add-backs.
  • Adjusted EBITDA margin: adjusted EBITDA divided by total revenues, net.
  • Free cash flow from operations: net cash provided by operating activities from continuing operations, net of purchases and disposals of property, plant and equipment.

Management believes these measures (i) provide investors with additional insight into the Company’s financial strength and underlying performance, (ii) align external reporting with how management evaluates results and (iii) facilitate comparisons with other issuers. These measures should not be considered in isolation from, or as a substitute for, U.S. GAAP results nor should they be considered as indicators of the Company’s future performance. Reconciliations to the most directly comparable U.S. GAAP measures are provided in the accompanying tables.

Reconciliation of Non-GAAP financial measures 

Adjusted Gross Profit from Continuing Operations

($ thousands)

Three Months Ended

September 30, 2025

June 30, 2025

September 30,
2024

Gross profit from continuing operations

$                 159,741

$                152,553

$                160,516

Other add-backs(1)

216

980

772

Adjusted gross profit from continuing operations(2)

$                 159,957

$                153,533

$                161,288

Adjusted gross profit margin from continuing operations(2)

49.9 %

48.8 %

48.8 %

(1) For the third quarter of 2025, Other add-backs primarily consisted of non-cash inventory adjustments that impacted cost of goods sold and
various non-routine start up and severance costs. For the third quarter of 2024, Other add-backs primarily consisted of labor and overhead
write-downs associated with idling capacity.

(2) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release for
definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above provides
a reconciliation of Gross profit from continuing operations, the most comparable GAAP measure, to Adjusted gross profit from continuing
operations, a non-GAAP measure.

Gross profit from continuing operations was $159.7 million in the third quarter of 2025, compared with $160.5 million in the prior-year period. On an adjusted basis, gross profit from continuing operations was $160.0 million compared with $161.3 million in the prior-year period, and adjusted gross profit margin from continuing operations was 49.9%, compared with 48.8% in the prior-year period, an increase of 115 basis points.

Nine Months Ended September 30,

2025

2024

Gross profit from continuing operations

$                 467,468

$                 481,885

Other add-backs(1)

1,461

3,945

Adjusted gross profit from continuing operations(2)

$                 468,929

$                 485,830

Adjusted gross profit margin from continuing operations(2)

49.6 %

48.0 %

(1) For the nine months ended September 30, 2025, Other add-backs primarily consisted of non-cash inventory adjustments that impacted cost of
goods sold and various non-routine start up and severance costs. For the nine months ended September 30, 2024, Other add-backs primarily
consisted of inventory and labor write-downs associated with idling capacity.

(2) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release for
definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above provides
a reconciliation of Gross profit from continuing operations, the most comparable GAAP measure, to Adjusted gross profit from continuing
operations, a non-GAAP measure.

Gross profit from continuing operations was $467.5 million in the nine months ended September 30, 2025, compared with $481.9 million in the prior-year period. On an adjusted basis, gross profit from continuing operations was $468.9 million, compared with $485.8 million in the prior-year period, and adjusted gross profit margin from continuing operations was 49.6%, compared with 48.0% in the prior-year period, an increase of 160 basis points.

Adjusted Net Loss from Continuing Operations

($ thousands)

Three Months Ended

September 30, 2025

June 30, 2025

September 30, 2024

Net loss from continuing operations

$                     (54,546)

$                     (50,602)

$                     (44,348)

Loss (gain) on impairments

848

(1,209)

642

Other add-backs(1)

5,500

4,014

5,435

Adjusted net loss from continuing operations(2)

$                     (48,198)

$                     (47,797)

$                     (38,271)

Adjusted net loss per share from continuing operations(2)

$                         (0.06)

$                         (0.06)

$                         (0.05)

Weighted average common shares outstanding
– basic and diluted

764,825,622

757,270,633

742,535,355

(1) For the third quarter of 2025, Other add-backs primarily consisted of costs related to license fees and excise taxes, rent and other facility costs
and legal fees. For the third quarter of 2024, Other add-backs primarily consisted of costs related to salaries and benefits, legal and professional
fees and lobbyist/PR spend.

(2) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release for
definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above provides
a reconciliation of Net loss from continuing operations, the most comparable GAAP measure, to Adjusted net loss from continuing operations,
a non-GAAP measure.

 

Nine months ended

September 30, 2025

September 30, 2024

Net loss from continuing operations

$                  (159,943)

$                  (144,444)

Loss (gain) on impairment

3,334

(1,543)

Other add-backs(1)

12,877

16,809

Adjusted net loss from continuing operations(2)

$                  (143,732)

$                  (129,178)

Adjusted net loss per share from continuing operations(2)

$                        (0.19)

$                        (0.17)

Weighted average common shares outstanding – basic and diluted

758,809,812

739,833,334

(1) For the nine months ended September 30, 2025, Other add-backs primarily consisted of costs related to legal fees, non-routine severance, rent
and other facility costs and license fees and excise taxes. For the nine months ended September 30, 2024, Other add-backs primarily consisted
of costs related to salaries and benefits, inventory, legal and professional fees and lobbyist/PR spend.

(2) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release for
definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above provides
a reconciliation of Net loss from continuing operations, the most comparable GAAP measure, to Adjusted net loss from continuing operations,
a non-GAAP measure.

 

Adjusted EBITDA 

($ thousands)

Three Months Ended

September 30, 2025

June 30, 2025

September 30, 2024

Net loss

$                  (56,684)

$                  (53,606)

$                  (42,728)

Net (loss) income from discontinued
operations

(2,138)

(3,004)

1,620

Net loss from continuing operations

(54,546)

(50,602)

(44,348)

Interest expense, net

25,214

25,554

25,097

Provision for income taxes

30,238

31,381

32,566

Depreciation and amortization(1)

49,466

49,724

54,612

Share-based compensation

10,294

8,477

6,017

Loss (gain) on impairment

848

(1,209)

642

Total other expense (income), net

2,277

(1,839)

(4,728)

Other add-backs(2)

5,500

4,014

5,435

Adjusted EBITDA(3)

$                     69,291

$                     65,500

$                     75,293

Adjusted EBITDA Margin(3)

21.6 %

20.8 %

22.8 %

(1) Depreciation and amortization includes amounts charged to Cost of goods sold on the Statement of Operations.

(2) For the third quarter of 2025, Other add-backs primarily consisted of costs related to license fees and excise taxes, rent and other facility costs
and legal fees. For the third quarter of 2024, Other add-backs primarily consisted of costs related to salaries and benefits, legal and professional
fees and lobbyist/PR spend.

(3) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release for
definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above provides
a reconciliation of Net loss, the most comparable GAAP measure, to Adjusted EBITDA, a non-GAAP measure.

Adjusted EBITDA was $69.3 million for the third quarter of 2025, compared to $75.3 million for the third quarter of 2024, and Adjusted EBITDA margin decreased to 21.6%.

Nine Months Ended September 30,

2025

2024

Net loss

$                (170,536)

$                (143,534)

Net (loss) income from discontinued operations

(10,593)

910

Net loss from continuing operations

(159,943)

(144,444)

Interest expense, net

75,842

75,669

Provision for income taxes

98,474

104,046

Depreciation and amortization(1)

148,548

158,343

Share-based compensation

23,395

20,369

Loss (gain) on impairment

3,334

(1,543)

Total other income, net

(2,565)

(4,250)

Other add-backs(2)

12,877

16,809

Adjusted EBITDA(3)

$                   199,962

$                   224,999

Adjusted EBITDA Margin(3)

21.2 %

22.2 %

(1) Depreciation and amortization includes amounts charged to Cost of goods sold on the Statement of Operations.

(2) For the nine months ended September 30, 2025, Other add-backs primarily consisted of costs related to legal fees, non-routine severance, rent
and other facility costs and license fees and excise taxes. For the nine months ended September 30, 2024, Other add-backs primarily consisted
of costs related to salaries and benefits, inventory, legal and professional fees and lobbyist/PR spend.

(3) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release for
definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above provides
a reconciliation of Net loss, the most comparable GAAP measure, to Adjusted EBITDA, a non-GAAP measure.

Adjusted EBITDA was $200.0 million in the nine months ended September 30, 2025, compared with $225.0 million in the prior-year period, and Adjusted EBITDA margin decreased to 21.2%.

Free Cash Flow

($ thousands)

Nine Months Ended

September 30, 2025

Net cash provided by operating activities from continuing operations

$                        103,990

Less: Purchases of property, plant and equipment, net of disposals

(47,165)

Free cash flow from continuing operations(1)

$                          56,825

(1) Represents a Non-GAAP measure or Non-GAAP ratio. See “Non-GAAP Financial and Performance Measures” section of this press release
for definitions and more information regarding Curaleaf’s use of Non-GAAP financial measures and Non-GAAP ratios. The table above
provides a reconciliation of Net cash provided by operating activities from continuing operations, a GAAP measure, to Free cash flow from
continuing operations, a non-GAAP measure.

 

Condensed Interim Consolidated Balance Sheets

($ thousands)

As of

September 30, 2025

December 31, 2024

Unaudited

Audited

Assets

Cash and cash equivalents (including restricted cash and cash
equivalents)

$                      107,488

$                      107,226

Other current assets

332,560

322,455

Property, plant and equipment, net

529,452

546,426

Right-of-use assets, finance lease, net

100,291

105,168

Right-of-use assets, operating lease, net

112,839

116,519

Intangible assets, net

1,033,428

1,085,397

Goodwill

634,995

628,884

Other long-term assets

32,251

37,461

Total assets

$                   2,883,304

$                   2,949,536

Liabilities, Temporary equity and Shareholders’ equity

Total current liabilities

$                      299,034

$                      387,925

Total long-term liabilities

1,698,040

1,568,218

Redeemable non-controlling interest contingency

71,406

132,179

Total shareholders’ equity

814,824

861,214

Total liabilities, temporary equity and shareholders’ equity

$                   2,883,304

$                   2,949,536

 

Condensed Interim Consolidated Statements of Operations (Unaudited)

($ thousands, except for share and per share amounts)

Three Months Ended
September 30,

Nine Months Ended
September 30,

2025

2024

2025

2024

Revenues, net:

Retail and wholesale revenues

$          315,921

$          328,933

$       936,710

$   1,007,348

Management fee income

4,323

1,597

8,061

4,400

Total revenues, net

320,244

330,530

944,771

1,011,748

Cost of goods sold

160,503

170,014

477,303

529,863

Gross profit

159,741

160,516

467,468

481,885

Operating expenses:

Selling, general and administrative

110,177

106,297

322,678

320,196

Share-based compensation

10,294

6,017

23,395

20,369

Depreciation and amortization

35,239

38,973

106,253

111,842

Total operating expenses

155,710

151,287

452,326

452,407

Income from continuing operations

4,031

9,229

15,142

29,478

Other income (expense):

Interest income

151

274

489

601

Interest expense

(14,376)

(15,085)

(43,184)

(45,240)

Interest expense related to lease liabilities and
financial obligations

(10,989)

(10,286)

(33,147)

(31,030)

Impairment (loss) recovery

(848)

(642)

(3,334)

1,543

Other (expense) income, net

(2,277)

4,728

2,565

4,250

Total other expense, net

(28,339)

(21,011)

(76,611)

(69,876)

Loss before provision for income taxes

(24,308)

(11,782)

(61,469)

(40,398)

Provision for income taxes

(30,238)

(32,566)

(98,474)

(104,046)

Net loss from continuing operations

(54,546)

(44,348)

(159,943)

(144,444)

Net (loss) income from discontinued operations

(2,138)

1,620

(10,593)

910

Net loss

(56,684)

(42,728)

(170,536)

(143,534)

Less: Net income (loss) attributable to non-
controlling interest

345

(2,032)

717

(5,674)

Net loss attributable to Curaleaf Holdings, Inc.

$          (57,029)

$          (40,696)

$     (171,253)

$     (137,860)

Per share – basic and diluted:

Net loss per share from continuing operations –
basic and diluted

$              (0.07)

$              (0.06)

$            (0.21)

$           (0.20)

Weighted average common shares outstanding –
basic and diluted

764,825,622

742,535,355

758,809,812

739,833,334

About Curaleaf Holdings

Curaleaf Holdings, Inc. (TSX: CURA) (OTCQX: CURLF) (“Curaleaf”) is a leading international provider of consumer products in cannabis with a mission to enhance lives by cultivating, sharing and celebrating the power of the plant. As a high-growth cannabis company known for quality, expertise and reliability, the Company and its brands, including Curaleaf, Select, Grassroots, Find, Anthem and The Hemp Company, provide industry-leading service, product selection and accessibility across the medical and adult use markets. Curaleaf International is powered by a strong presence in all stages of the supply chain. Its unique distribution network throughout EuropeCanada and Australasia brings together pioneering science and research with cutting-edge cultivation, extraction and production. Curaleaf is listed on the Toronto Stock Exchange under the symbol CURA and trades on the OTCQX market under the symbol CURLF. For more information, please visit https://ir.curaleaf.com.