EX-99.2 3 organigramholdingsinc-1fsx.htm EX-99.2 Document

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TABLE OF CONTENTS
Condensed Consolidated Interim Statements of Financial Position
1
Condensed Consolidated Interim Statements of Operations and Comprehensive Loss
2
Condensed Consolidated Interim Statements of Changes in Equity
3
Condensed Consolidated Interim Statements of Cash Flows
4
Notes to the Condensed Consolidated Interim Financial Statements
517

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ORGANIGRAM HOLDINGS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION
As at February 28, 2023 and August 31, 2022
(Unaudited - expressed in CDN $000’s except share and per share amounts)

FEBRUARY 28, 2023AUGUST 31,
2022
ASSETS
Current assets
Cash
$61,829 $68,515 
Short-term investments (Note 4)
10,141 30,092 
Account and other receivables (Note 5)
33,262 46,372 
Biological assets (Note 6)
18,085 17,968 
Inventories (Note 7)
70,569 50,314 
Prepaid expenses and deposits10,147 8,362 
204,033 221,623 
Restricted funds
24,890 26,820 
Property, plant and equipment (Note 8)
259,146 259,819 
Intangible assets and goodwill
54,499 56,239 
Deferred charges and deposits (Note 8)
2,947 5,537 
Investments in associates
5,601 6,288 
Net investment in sublease623 781 
$551,739 $577,107 
LIABILITIES
Current liabilities
Accounts payable and accrued liabilities19,624 $40,864 
  Other liabilities
10,595 10,360 
  Income taxes payable (Note 17)
64 1,421 
  Provisions (Note 15)
150 2,560 
 Current portion of long-term debt80 80 
 Derivative liabilities (Note 9)
897 — 
31,410 55,285 
Long-term debt
118 155 
Derivative liabilities (Note 9)
513 4,873 
Other long-term liabilities
6,974 5,119 
Deferred income taxes (Note 17)
3,623 3,617 
42,638 69,049 
SHAREHOLDERS' EQUITY
Share capital
769,978 769,725 
Equity reserves
31,287 28,338 
Accumulated other comprehensive loss
(78)(78)
Accumulated deficit
(292,086)(289,927)
509,101 508,058 
$551,739 $577,107 


On behalf of the Board:
/s/Beena Goldenberg, Director
/s/Peter Amirault, Director

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    1


ORGANIGRAM HOLDINGS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
For the three and six months ended February 28, 2023 and 2022
(Unaudited - expressed in CDN $000’s except share and per share amounts)

THREE MONTHS ENDED
SIX MONTHS ENDED
FEBRUARY 28, 2023FEBRUARY 28,
2022
FEBRUARY 28, 2023FEBRUARY 28,
2022
REVENUE
Gross revenue (Note 14)
$52,898 $43,934 $113,780 $88,279 
Excise taxes(13,405)(12,098)(30,966)(26,065)
Net revenue39,493 31,836 82,814 62,214 
Cost of sales
29,642 24,955 61,263 52,879 
Gross margin before fair value adjustments
9,851 6,881 21,551 9,335 
Realized fair value on inventories sold and other inventory charges (Note 7)
(14,170)(5,314)(26,698)(17,627)
Unrealized gain on changes in fair value of biological assets (Note 6)
14,121 7,502 38,835 17,971 
Gross margin9,802 9,069 33,688 9,679 
OPERATING EXPENSES
General and administrative (Note 16)
11,737 10,581 22,948 18,565 
Sales and marketing4,334 3,417 8,825 8,077 
Research and development 3,348 1,184 5,731 2,199 
Share-based compensation (Note 10)
1,226 837 2,969 1,511 
Impairment of property, plant and equipment
— 2,000 — 2,000 
Total operating expenses20,645 18,019 40,473 32,352 
LOSS FROM OPERATIONS
(10,843)(8,950)(6,785)(22,673)
Financing costs63 90 104 173 
Investment income
(1,114)(307)(1,970)(633)
Share of loss from investments in associates
296 499 702 643 
Impairment of loan receivable— — — 250 
Gain (loss) on disposal of property, plant and equipment(69)4,879 313 5,190 
Change in fair value of contingent share consideration(24)666 (6)484 
Change in fair value of derivative liabilities (Note 9)
(2,433)(10,633)(3,463)(23,331)
Legal provision (recovery)(75)— (75)— 
Loss before tax
(7,487)(4,144)(2,390)(5,449)
Income tax expense (recovery) (Note 17)
Current, net(304)123 (237)123 
Deferred, net305 (220)(220)
NET LOSS and COMPREHENSIVE LOSS
$(7,488)$(4,047)$(2,159)$(5,352)
Net loss per common share, basic
$(0.024)$(0.013)$(0.007)$(0.018)
Net loss per common share, diluted
$(0.024)$(0.013)$(0.007)$(0.018)
        


The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    2


ORGANIGRAM HOLDINGS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
For the six months ended February 28, 2023 and 2022
(Unaudited - expressed in CDN $000’s except share and per share amounts)
NUMBER OF SHARESSHARE CAPITALEQUITY RESERVESACCUMULATED OTHER COMPREHENSIVE LOSSACCUMULATED DEFICITSHAREHOLDERS' EQUITY
Balance - September 1, 2021298,786,023 $730,803 $24,724 $(78)$(275,644)$479,805 
Shares issued related to business combination, net of issue costs of $55
10,896,442 27,513 — — — 27,513 
Shares issued related to business combination, net of issue costs of $12
1,039,192 3,488 — — — 3,488 
Share-based compensation
— — 1,557 — — 1,557 
Exercise of stock options
40,799 72 (31)— — 41 
Exercise of restricted share units209,086 1,014 (1,014)— — — 
Exercise of performance share units
58,557 177 (177)— — — 
Exercise of Top-up Rights, net of issue cost of $18
2,659,716 6,334 — — — 6,334 
Net loss— — — — (5,352)(5,352)
Balance - February 28, 2022
313,689,815 $769,401 $25,059 $(78)$(280,996)$513,386 
Balance - September 1, 2022
313,815,503 $769,725 $28,338 $(78)$(289,927)$508,058 
Share-based compensation (Note 10)
— — 3,194 — — 3,194 
Exercise of stock options (Note 10)
23,200 14 (6)— — 
Exercise of restricted share units (Note 10)
99,927 239 (239)— — — 
Net loss— — — — (2,159)(2,159)
Balance - February 28, 2023
313,938,630 $769,978 $31,287 $(78)$(292,086)$509,101 


The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    3


ORGANIGRAM HOLDINGS INC.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
For the six months ended February 28, 2023 and 2022
(Unaudited - expressed in CDN $000’s except share and per share amounts)
SIX MONTHS ENDED
FEBRUARY 28, 2023
FEBRUARY 28,
2022
CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES
Net loss
$(2,159)$(5,352)
Items not affecting operating cash:
Share-based compensation (Note 10)
3,194 1,557 
Depreciation and amortization 13,737 12,100 
Loss on disposal of property, plant and equipment and intangibles313 5,302 
  Impairment losses— 2,250 
Realized fair value on inventories sold and other inventory charges (Note 7)
26,698 17,627 
Unrealized gain on changes in fair value of biological assets (Note 6)(38,835)(17,971)
Financing costs104 173 
Investment income
(1,971)(633)
Share of loss from investments in associates
702 643 
Change in fair value of contingent consideration (6)484 
Legal provision (recovery) (Note 15)
(75)— 
   Change in fair value of derivative liabilities (Note 9)
(3,463)(23,331)
Income tax recovery(231)(220)
Cash provided by (used in) operating activities before working capital changes(1,992)(7,371)
Changes in non-cash working capital:
Net change in account and other receivables, biological assets, inventories, prepaid expenses and deposits3,621 (5,499)
Net change in accounts payable and accrued liabilities, provisions and other liabilities(17,875)2,726 
Net cash used in operating activities
(16,246)(10,144)
FINANCING ACTIVITIES
Share issue costs — (85)
Payment of lease liabilities, net of sublease receipts(378)(509)
Payment of long-term debt(40)(42)
Stock options and top-up-rights exercised6,389 
Net cash (used in) provided by financing activities
(410)5,753 
INVESTING ACTIVITIES
Purchase of short-term investments (Note 4)
(10,000)— 
Proceeds from short-term investments (Note 4)
30,279 60,000 
Investment income 1,644 463 
Investments in associates
— (2,595)
Change in restricted funds, net
1,930 (3,831)
Acquisition of subsidiary
— (7,000)
Proceeds on sale of property, plant and equipment66 — 
Purchase of property, plant and equipment (Note 8)
(13,949)(15,708)
Purchase of intangible assets— (16)
Net cash provided by investing activities9,970 31,313 
(DECREASE) INCREASE IN CASH
$(6,686)$26,922 
CASH POSITION 
Beginning of period 68,515 $55,365 
End of period $61,829 $82,287 


The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    4


ORGANIGRAM HOLDINGS INC.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the three and six months ended February 28, 2023 and 2022
(Unaudited - expressed in CDN $000’s except share and per share amounts)

1.    NATURE OF OPERATIONS
Organigram Holdings Inc. (the “Company”) is a publicly traded corporation with its common shares (the “Common Shares”) trading on the Toronto Stock Exchange (“TSX”) and on the Nasdaq Global Select Market (“NASDAQ”) under the symbol “OGI”. The head office of the Company is 1250-333 Bay Street, Toronto, Ontario, Canada, M5H 2R2 and the registered office is 35 English Drive, Moncton, New Brunswick, Canada, E1E 3X3.

The Company’s major wholly-owned subsidiaries are: (i) Organigram Inc., a licensed producer (“LP” or “Licensed Producer”) of cannabis and cannabis-derived products in Canada regulated by Health Canada under the Cannabis Act (Canada) and the Cannabis Regulations (Canada); (ii) 10870277 Canada Inc., a special purpose holding company for the Company; (iii) The Edibles and Infusions Corporation (“EIC”), a cannabis processor of confectionary goods; and (iv) Laurentian Organic Inc. ("Laurentian"), an LP specializing in high-quality artisanal craft cannabis and premium Afghan hash. Organigram Inc. was incorporated under the Business Corporations Act (New Brunswick) on March 1, 2013. The Company was incorporated under the Business Corporations Act (British Columbia) on July 5, 2010, and continued under the Canada Business Corporations Act (“CBCA”) on April 6, 2016. 10870277 Canada Inc. was incorporated under the CBCA on July 4, 2018. EIC was incorporated under the Business Corporations Act (Ontario) on September 20, 2018. Laurentian was incorporated under the CBCA on March 18, 2019.

2.     BASIS OF PREPARATION
i.Statement of compliance
These unaudited condensed consolidated interim financial statements ("interim financial statements") have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting (“IAS 34”) as issued by the International Accounting Standards Board (“IASB”). The interim financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the year ended August 31, 2022 and August 31, 2021 (“Annual Consolidated Financial Statements”), which have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the IASB.

These interim financial statements were approved and authorized for issue by the Board of Directors of the Company on April 11, 2023.

ii.Basis of measurement
These interim financial statements have been prepared on a historical cost basis except for biological assets, share-based compensation, contingent share consideration, and derivative liabilities, which are measured at fair value.

iii.Basis of consolidation
These interim financial statements include the accounts of the Company and its subsidiaries on a consolidated basis after elimination of intercompany transactions and balances. Subsidiaries are entities the Company controls when it is exposed, or has rights, to variable returns from its involvement and has the ability to affect those returns through its power to direct the relevant activities of the Company. If the Company loses control over a subsidiary, it derecognizes the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognized in profit or loss. Any investment retained is recognized at fair value.

Associates are all entities over which the Company has significant influence but not control or joint control. Investments in associates are accounted for using the equity method after initial recognition at cost. Joint operations are arrangements in which the Company has joint control. The Company includes its proportionate share of the assets acquired and expenses incurred of the joint operation.

iv.Foreign currency translation
Functional and presentation currency
These interim financial statements are presented in Canadian dollars, which is the Company’s and its subsidiaries’ functional currency, except for the Company’s investment in its associate, Alpha-Cannabis Pharma GmbH for which the functional currency has been determined to be Euros.

Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in currencies other than an operation’s functional currency are recognized in the condensed consolidated interim statements of operations and comprehensive loss.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    5


Foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to Canadian dollars at exchange rates at the reporting date. The income and expenses of foreign operations are translated to Canadian dollars using average exchange rates for the month during which the transactions occurred. Foreign currency differences are recognized in the condensed consolidated interim statements of operations and comprehensive loss within other comprehensive income (loss) and are accumulated in accumulated other comprehensive loss.

When the Company disposes of its entire interest in a foreign operation, or loses control over a foreign operation, the foreign currency gains or losses accumulated in accumulated other comprehensive loss related to the foreign operation are recognized in profit or loss. If the Company disposes of part of an interest in a foreign operation that remains a subsidiary, a proportionate amount of foreign currency gains or losses accumulated in accumulated other comprehensive loss related to the subsidiary is reallocated between controlling and non-controlling interests.

3.     SIGNIFICANT ACCOUNTING POLICIES
The accounting policies adopted in the preparation of the interim financial statements are consistent with those followed in the preparation of the Company’s annual consolidated financial statements, except for the adoption of the following new standards and amendments.

Amendments to IAS 37: Onerous Contracts and the Cost of Fulfilling a Contract
The amendments specify that the ‘cost of fulfilling’ a contract comprises the ‘costs that relate directly to the contract’. Costs that relate directly to a contract can either be incremental costs of fulfilling that contract or an allocation of other costs that relate directly to fulfilling contracts. The amendments apply retrospectively for annual reporting periods beginning on or after January 1, 2022 with early adoption permitted.

The Company adopted these amendments to IAS 37 effective September 1, 2022, and has determined that none of the contracts existing at September 1, 2022 would be identified as onerous applying the revised accounting policy – i.e. there is no impact on the opening equity balances as at September 1, 2022 as a result of the amendments.

Amendments to IAS 16: Property Plant and Equipment: Proceeds before intended use
The amendments clarify the accounting for the net proceeds from selling any items produced while bringing an item of property plant and equipment into use. The amendments prohibit a company from deducting from the cost of property plant and equipment proceeds from selling items produced while the company is preparing that asset for its intended use. A company will recognize such sales proceeds and related costs in profit and loss. The amendments are applied retrospectively for annual reporting periods beginning on or after January 1, 2022 with early adoption permitted.

The Company adopted these amendments to IAS 16 effective September 1, 2022, and has determined that the amendments had no impact on the interim financial statements of the Company as there were no sales of such items produced by property, plant and equipment made available for use on or after the beginning of the earliest period presented.

Amendments to IFRS 9: Financial Instruments
The amendments clarify the fees that a company includes when assessing whether the terms of a new or modified financial liability are substantially different from the terms of the original financial liability. These fees include only those paid or received between the borrower and the lender, including fees paid or received by either the borrower or lender on the other’s behalf. The amendments are effective for annual reporting periods beginning on or after January 1, 2022 with earlier adoption permitted.

The Company adopted these amendments to IFRS 9 effective September 1, 2022, and has determined that the amendments had no impact on the interim financial statements of the Company as there were no modifications of the Company’s financial instruments during the period.

Amendments to IFRS 3: Business Combinations
In May 2020, the IASB issued Reference to the Conceptual Framework (Amendments to IFRS 3) with amendments to IFRS 3, which refers to the 2018 Conceptual Framework instead of the 1989 Framework. They also added a requirement that for obligations within the scope of IAS 37, an acquirer applies IAS 37 or IFRIC 21, Levies, instead of the Conceptual Framework to identify the liabilities that have been assumed. Finally, the amendments also state that the acquirer does not recognize contingent assets acquired in a business combination. The amendments apply to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after January 1, 2022.

The Company adopted these amendments effective September 1, 2022, and has determined that the amendments had no impact on the interim financial statements of the Company.

Amendments to IAS 41: Agriculture
The amendments remove the requirement in paragraph 22 of IAS 41 Agriculture that entities exclude cash flows for taxation when measuring the fair value of assets within the scope of IAS 41.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    6



While the Company’s biological assets are within the scope of IAS 41, these amendments had no impact on the Company's interim financial statements as the direct and indirect costs of biological assets are determined using an approach similar to the capitalization criteria outlined in IAS 2 Inventories.

Critical accounting estimates and judgments
The preparation of the Company’s financial statements requires management to make estimates, assumptions and judgments that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and expenses. Significant estimates and judgments used in preparation of the interim financial statements are described in the Company’s Annual Consolidated Financial Statements.

4.     SHORT TERM INVESTMENTS
During the six months ended February 28, 2023, Guaranteed Investment Certificates (GIC's) that were outstanding as at August 31, 2022 matured and the Company realized a maturity amount of $30,269. On November 16, 2022, the Company purchased a new GIC amounting to $10,000 having an interest rate of 4.2% per annum.

5.    ACCOUNT AND OTHER RECEIVABLES
The Company’s account and other receivables include the following balances as at February 28, 2023 and August 31, 2022:

FEBRUARY 28, 2023AUGUST 31, 2022
Gross trade receivables
$31,785 $44,983 
Less: reserves for product returns and price adjustments(830)(1,050)
Less: expected credit losses(124)(71)
Trade receivables
30,831 43,862 
Sales taxes receivable
501 1,419 
Current portion of net investment in subleases
312 304 
Other receivables
1,618 787 
$33,262 $46,372 

6.     BIOLOGICAL ASSETS
The Company measures biological assets, which consist of cannabis plants, at fair value less costs to sell up to the point of harvest, which then becomes the basis for the cost of finished goods inventories after harvest. The changes in the carrying value of biological assets are as follows:

CAPITALIZED COST
BIOLOGICAL ASSET FAIR VALUE ADJUSTMENT
AMOUNT
Balance, August 31, 2022
$8,753 $9,215 $17,968 
Unrealized gain on changes in fair value of biological assets— 38,835 38,835 
Production costs capitalized26,281 — 26,281 
Transfer to inventory upon harvest(26,803)(38,196)(64,999)
Balance, February 28, 2023
$8,231 $9,854 $18,085 

The fair value less costs to sell of biological assets is determined using a model which estimates the expected harvest yield in grams for plants currently being cultivated, then adjusts that amount for the average selling price per gram, and for any additional costs to be incurred, such as post-harvest costs. The following unobservable inputs, all of which are classified as Level 3 within the fair value hierarchy (see Note 13), are used in determining the fair value of biological assets:

i.average selling price per gram – calculated as the weighted average current selling price of cannabis sold by the Company, adjusted for expectations about future pricing;
ii.expected average yield per plant – represents the number of grams of finished cannabis inventory which is expected to be obtained from each harvested cannabis plant currently under cultivation;
iii.wastage of plants based on their various stages of growth – represents the weighted average percentage of biological assets which are expected to fail to mature into cannabis plants that can be harvested;
iv.post-harvest costs – calculated as the cost per gram of harvested cannabis to complete the sale of cannabis plants post-harvest, consisting of the cost of direct and indirect materials and labour related to drying, labelling, and packaging; and
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    7


v.stage of completion in the cultivation process – calculated by taking the average number of weeks in production over a total average grow cycle of approximately 14 weeks.

The Company estimates the harvest yields for the cannabis on plants at various stages of growth, based on expected yield of mature plants. As of February 28, 2023, it is expected that the Company’s biological assets will yield 28,778 kg (August 31, 2022 – 27,405 kg) of cannabis when eventually harvested. The Company’s estimates are, by their nature, subject to change, and differences from the expected yield will be reflected in the fair value adjustment to biological assets in future periods. The Company accretes fair value on a straight-line basis according to stage of growth. As a result, a cannabis plant that is 50% through its 14-week growing cycle would be ascribed approximately 50% of its harvest date expected fair value less costs to sell (subject to wastage adjustments).

Management believes the most significant unobservable inputs and their impact on fair value are as follows:

SIGNIFICANT INPUTS &
WEIGHTED AVERAGE INPUT
EFFECT ON FAIR VALUE
ASSUMPTIONSFebruary 28, 2023August 31, 2022
SENSITIVITY
February 28, 2023August 31, 2022
Average selling price per gram
$1.59 $1.49 
Increase or decrease
by 10% per gram
$1,805 $1,766 
Expected average yield per plant
164  grams132  grams
Increase or decrease
by 10 grams
$1,103 $1,339 

The expected average yield per plant at February 28, 2023 and August 31, 2022 primarily reflects the average yield of the flower component of the plant (with the exception being cannabidiol (“CBD”) dominant strains where trim is also harvested for extraction).

7.     INVENTORIES
The Company’s inventories are comprised of the following balances as at February 28, 2023 and August 31, 2022:

February 28, 2023
CAPITALIZED COSTFAIR VALUE ADJUSTMENTCARRYING VALUE
Plants in drying stage$1,388 $1,231 $2,619 
Dry cannabis
Available for packaging19,724 16,979 36,703 
Packaged inventory6,340 3,291 9,631 
Flower and trim available for extraction835 271 1,106 
Concentrated extract3,660 1,107 4,767 
Formulated extracts
Available for packaging2,767 254 3,021 
Packaged inventory2,981 68 3,049 
Packaging and supplies9,673 — 9,673 
$47,368 $23,201 $70,569 

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    8


AUGUST 31, 2022
CAPITALIZED COSTFAIR VALUE ADJUSTMENTCARRYING VALUE
Plants in drying stage$1,439 $1,346 $2,785 
Dry cannabis
Available for packaging14,631 6,089 20,720 
Packaged inventory3,843 1,404 5,247 
Flower and trim available for extraction783 889 1,672 
Concentrated extract3,726 1,995 5,721 
Formulated extracts
Available for packaging1,450 85 1,535 
Packaged inventory3,090 227 3,317 
Packaging and supplies9,317 — 9,317 
$38,279 $12,035 $50,314 

Flower and trim available for extraction are converted into concentrated extract, which can then be used for oil formulation (combining with a carrier oil) or other products such as edibles, hash, beverage and vaporizable products.

The amount of inventory expensed in cost of sales for the three and six months ended February 28, 2023 was $21,300 and $47,281 (February 28, 2022 - $19,714 and $40,867), respectively. The amount of inventory provisions and waste for the three and six months ended February 28, 2023 was $5,092 and $7,300 (February 28, 2022 - $1,983 and $5,506), which include, provisions for excess and unsaleable inventories of $1,256 and $2,323 (February 28, 2022 - $686 and $2,531), adjustments to net realizable value of $2,265 and $2,327 (February 28, 2022 - $25 and $492) and processing and packaging waste of $1,571 and $2,650 (February 28, 2022 - $1,272 and $2,483), which is comprised of the production or purchase costs of these inventories. The remaining balance of cost of sales relates to operational overheads.

The amount of realized fair value on inventories sold and other inventory charges for the three and six months ended February 28, 2023 was $14,170 and $26,698 (February 28, 2022 - $5,314 and $17,627), including realized fair value on inventories sold of $9,713 and $20,370 (February 28, 2022 - recoveries of $5,978 and $15,061). Inventory provisions to recognize the realized fair value on waste and to adjust to net realizable value during the three and six months ended February 28, 2023 were $6,722 and $8,655 (February 28, 2022 - $(639) and $3,058), consisting of $2,265 and $2,327 (February 28, 2022 - $25 and $492) recognized in cost of sales and $4,457 and $6,328 (February 28, 2022 - $(664) and $2,566) recognized in fair value adjustments.






















CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    9



8.    PROPERTY, PLANT AND EQUIPMENT

LANDBUILDINGSCONSTRUCTION
IN PROCESS
GROWING & PROCESSING
EQUIPMENT
OTHERRIGHT-OF-USE ASSETSTOTAL
Cost
Balance, August 31, 2022
$4,705 $146,270 $10,372 $165,138 $12,074 $3,599 $342,158 
Additions— — 3,040 4,974 1,935 2,300 12,249 
Construction completed— 1,123 (1,166)15 28 — — 
Disposals— (181)— (687)(426)(17)(1,311)
Balance, February 28, 2023
$4,705 $147,212 $12,246 $169,440 $13,611 $5,882 $353,096 
Accumulated depreciation
Balance, August 31, 2022
$— $(19,592)$— $(55,030)$(6,069)$(1,648)$(82,339)
Depreciation— (3,048)— (7,669)(905)(375)(11,997)
Disposals— 38 — 34 297 17 386 
Balance, February 28, 2023
$— $(22,602)$— $(62,665)$(6,677)$(2,006)$(93,950)
Net book value
August 31, 2022$4,705 $126,678 $10,372 $110,108 $6,005 $1,951 $259,819 
February 28, 2023
$4,705 $124,610 $12,246 $106,775 $6,934 $3,876 $259,146 

Included in deferred charges and deposits is $2,906 (August 31, 2022 - $5,507) paid to secure the acquisition of manufacturing equipment. The amounts will be recorded into property, plant and equipment as equipment is received.

During the six months ended February 28, 2023, the Company entered into a new lease for office space in Toronto, Canada and as a result recognized right-of-use assets amounting to $2,300. The corresponding lease liability is also recognized and included in other liabilities and other long-term liabilities.

Impairment
In accordance with IAS 36, Impairment of Assets, the Company assessed that an indicator of impairment existed in relation to the group of cash generating units to which goodwill has been allocated (‘group of CGUs’) as the Company’s aggregate carrying amount of net assets exceeded its market capitalization as at February 28, 2023. The Company’s most recent annual impairment test as of August 31, 2022 showed that the group of CGUs’ recoverable amount was greater than the aggregate carrying amount. There have not been significant changes to the forecasted cash flows, post-tax discount rate and terminal growth rate used in that analysis that would eliminate the difference. As a result, the Company did not re-estimate the recoverable amount of group of CGUs as at February 28, 2023.

ii.Reconciliation of property, plant, and equipment additions to the statements of cash flows
The following table reconciles additions of property, plant, and equipment per the above table to the purchases of property, plant, and equipment per the statements of cash flows:

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    10


FEBRUARY 28, 2023
FEBRUARY 28,
2022
Additions (including right-of-use lease assets)$12,249 $23,571 
Additions related to business combinations — (6,240)
Additions related to right-of-use lease assets(2,300)(1,968)
Net change in deferred charges and deposits related to purchases of property, plant and equipment(2,601)3,422 
Net change in accounts payable and accrued liabilities related to purchases of property, plant and equipment6,601 (3,077)
Purchase of property, plant and equipment$13,949 $15,708 

9.    DERIVATIVE LIABILITIES
i.Warrants
During the six months ended February 28, 2023, no warrants were exercised. As at February 28, 2023, the Company revalued the remaining derivative liabilities and recorded a decrease in the estimated fair value of $2,194 and $3,241 for the three and six months ended February 28, 2023 (February 28, 2022 - decrease of $9,971 and $22,023), respectively.

The following table includes the change in the carrying value of warrants as of February 28, 2023:

NUMBER OF WARRANTSAMOUNT
Balance - August 31, 202216,943,650 $4,138 
Revaluation of warrants— (3,241)
Balance - February 28, 2023
16,943,650 897 

The following inputs were used to estimate the fair value of the warrants at February 28, 2023 and August 31, 2022:

FEBRUARY 28, 2023AUGUST 31, 2022
Risk free interest rate4.20 %3.64 %
Life of warrants (years)0.701.20 
Market price of common shares$1.09 $1.42 
Expected future volatility of common shares77.20 %77.30 %
Fair value per warrant$0.05 $0.24 

As at February 28, 2023, if the volatility increased by 10%, then the estimated fair value of the warrants would increase and net loss would decrease by $443, or if it decreased by 10%, the estimated fair value of the warrants would decrease and net loss would increase by $367.

ii.    Top-up Rights
During the six months ended February 28, 2023, the Company granted 861,897 (February 28, 2022 - 2,775,978) top-up-rights ("Top-up Rights"). The following table summarizes the movement in Top-up Rights:

NUMBER OF TOP-UP RIGHTS
AMOUNT
Balance - August 31, 2022
7,590,099 $735 
Granted861,897 — 
Exercised— — 
Cancelled / Forfeited(79,491)— 
Revaluation of Top-up Rights— (222)
Balance - February 28, 2023
8,372,505 $513 







CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    11


The following inputs were used to estimate the fair value of the Top-up Rights at February 28, 2023 and August 31, 2022 :

February 28, 2023
STOCK OPTIONSWARRANTSPSUsRSUs
Average exercise price
$0.61 - $9.53
$2.50$—$—
Risk free interest rate
3.13% - 4.77%
4.77%3.42%3.50%
Expected future volatility of common shares
65.00% - 95.00%
70.00%85.00%85.00%
Expected life (years)
1.02 - 4.99
0.7
6.40
5.52
Forfeiture rate10%—%25%5%

August 31, 2022
STOCK OPTIONSWARRANTSPSUsRSUs
Average exercise price
$0.60 - $9.53
$2.50$—$—
Risk free interest rate
3.15% - 3.71%
3.75%3.16%3.13%
Expected future volatility of common shares
70.00% - 95.00%
70.00%90.00%85.00%
Expected life (years)
1.34 - 5.12
1.20
4.91
5.47
Forfeiture rate10%—%25%6%
10.    SHARE-BASED COMPENSATION
During the three and six months ended February 28, 2023, the Company recognized total share-based compensation charges, including those related to production employees that are charged to biological assets and inventory, of $1,342 and $3,194 (February 28, 2022 – $877 and $1,557), respectively.

Stock options
The following table summarizes changes in the Company’s outstanding stock options for the six months ended February 28, 2023:

NUMBERWEIGHTED AVERAGE EXERCISE PRICE
Balance - August 31, 2022
11,050,939 $2.77 
Granted1,144,000 $1.26 
Exercised(23,200)$0.34 
Cancelled / Forfeited(197,400)$5.13 
Balance - February 28, 2023
11,974,339 $2.59 

The fair value at grant date is estimated using the Black-Scholes option pricing model, taking into account the terms and conditions upon which the options were granted. The fair value of options granted during the six months ended February 28, 2023 was $1,027 (February 28, 2022 - $934) which was estimated using the following assumptions:
FEBRUARY 28, 2023FEBRUARY 28,
2022
Risk free interest rate
3.03% - 3.47%
1.18% - 1.24%
Expected life of options5.0 - 6.0 years5.0 - 6.0 years
Expected annualized volatility
84% - 88%
87% - 89%
Expected dividend yield— 
Forfeiture rate
11.3% - 11.7%
11.4%

For the three and six months ended February 28, 2023, share-based compensation charges, including related to production employees that are charged to biological assets and inventory were $694 and $1,800 (February 28, 2022 - $453 and $1,022), respectively, related to the Company’s stock option plan.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    12


Restricted share units ("RSUs")
The following table summarizes the movement in the Company’s outstanding RSUs:

NUMBER
Balance - August 31, 2022
2,345,777 
Granted1,485,239 
Exercised(99,927)
Cancelled / Forfeited(1,488)
Balance - February 28, 2023
3,729,601 

The estimated fair value of the equity settled RSUs granted during the six months ended February 28, 2023 was $1,828 (February 28, 2022 - $1,066), which was based on the Company’s share price at the grant date and will be recognized as an expense over the vesting period of the RSUs, which is over a period of three years for most grants.

For the three and six months ended February 28, 2023, $601 and $1,318 (February 28, 2022 - $319 and $653), respectively has been recognized as share-based compensation expense.

Performance share units ("PSUs")
The following table summarizes the movements in the Company’s outstanding PSUs:
NUMBER
Balance - August 31, 2022
264,871 
Granted846,154 
Exercised— 
Cancelled / Forfeited— 
Balance - February 28, 2023
1,111,025 

The estimated fair value of the equity settled PSUs granted during the six months ended February 28, 2023 was $472 (February 28, 2022 - $194), which was based on the Company’s share price at the grant date, adjusted for an estimate of likelihood of forfeiture, and will be recognized as an expense over the vesting period of the PSUs, which is three years for most grants. For the three and six months ended February 28, 2023, $47 and $76 (February 28, 2022 - $105 and $(118)), respectively has been recognized as share-based compensation expense.

11.    RELATED PARTY TRANSACTIONS
Key management personnel are those persons having the authority and responsibility for planning, directing, and controlling activities of the Company, directly or indirectly. The key management personnel of the Company are the members of the Company’s executive management team and Board of Directors. The transactions are conducted at arm’s length and in the normal course of operations.

Management and Board compensation
For the three and six months ended February 28, 2023 and 2022, the Company’s expenses included the following management and Board of Directors compensation:
THREE MONTHS ENDED
SIX MONTHS ENDED
FEBRUARY 28, 2023FEBRUARY 28,
2022
FEBRUARY 28, 2023FEBRUARY 28,
2022
Salaries and consulting fees$1,545 $897 $3,022 $1,866 
Share-based compensation790 739 2,032 1,633 
Total key management compensation$2,335 $1,636 $5,054 $3,499 

During the three and six months ended February 28, 2023, nil and 800,000 stock options, respectively (February 28, 2022 – nil and 500,000) were granted to key management personnel with an aggregate fair value of $nil and $631 (February 28, 2022 – $nil and $898). In addition, during the three and six months ended February 28, 2023, nil and 1,140,765 RSUs, respectively (February 28, 2022 – nil and 361,942) were granted with a fair value of $nil and $1,325, respectively (February 28, 2022 – $nil and $995). For the three and six months ended February 28, 2023, nil and 547,680 PSUs, respectively (February 28, 2022 – nil and 140,537) were issued to key management personnel with an aggregate fair value of $nil and $305, respectively (February 28, 2022 – $nil and $164).

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    13


Significant Transactions with Associates and Joint Operations
The Company has transactions with related parties, as defined in IAS 24 Related Party Disclosures, all of which are undertaken in the normal course of business.

For the three and six months ended February 28, 2023, under the Product Development Collaboration Agreement, British American Tobacco p.l.c. ("BAT") incurred $1,394 and $1,812 (February 28, 2022 - $506 and $1,212) for direct expenses and the Company incurred $2,801 and $5,073 (February 28, 2022 - $1,339 and $2,514) of direct expenses and capital expenditures of $409 and $642 (February 28, 2022 - $1,845 and $3,726) related to the Center of Excellence ("CoE"), respectively. For the three and six months ended February 28, 2023, the Company recognized its share of the expenses incurred by the CoE of $2,098 and $3,443 (February 28, 2022 - $620 and $1,295) in the condensed consolidated interim statements of operations and comprehensive loss under research and development. For the three and six months ended February 28, 2023, the Company recorded $205 and $321 (February 28, 2022 - $302 and $606) of capital expenditures which are included in the condensed consolidated interim statement of financial position.

At February 28, 2023, there is a balance owing to BAT of $2,671 (August 31, 2022 - $2,444).

12.     CAPITAL MANAGEMENT
The Company considers its capital to consist of long-term debt, derivative liabilities, share capital, equity reserves, accumulated other comprehensive loss, and accumulated deficit, which at February 28, 2023 is $510,709 (August 31, 2022 - $513,166). Equity reserves is comprised of any amounts recorded with respect to the recognition of share-based compensation expense (stock options, RSUs, or PSUs) and the fair value of warrants issued. Accumulated other comprehensive loss is entirely comprised of foreign currency translation gains and losses recorded on the Company’s investment in Alpha-Cannabis Pharma GmbH.

The Company manages its capital structure and adjusts it based on funds available to the Company, in order to fund its growth. The Board of Directors does not establish quantitative return on capital criteria for management, but rather relies on the expertise of the Company’s management to sustain future development of the business.

Management reviews its capital management approach on an ongoing basis and believes that this approach, given the relative stage of the Company, is reasonable. There has been no change in how the Company manages capital during the period.

13.    FAIR VALUE OF FINANCIAL INSTRUMENTS AND FINANCIAL RISK FACTORS
i.Fair value of financial instruments
Financial instruments recorded at fair value on the consolidated statement of financial position are classified using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The Company categorizes its fair value measurements according to a three-level hierarchy. The hierarchy prioritizes the inputs used by the Company’s valuation techniques. A level is assigned to each fair value measurement based on the lowest-level input significant to the fair value measurement in its entirety.

The three levels of the fair value hierarchy are described as follows:

Level 1 inputs are quoted prices in active markets for identical assets or liabilities that the entity can access at the measurement date;

Level 2 inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and

Level 3 inputs are unobservable inputs for the asset or liability.

The fair values of cash, short-term investments, account and other receivables, accounts payable and accrued liabilities and restricted funds approximate their carrying amounts due to their short-term nature. The fair value of long-term debt approximates $198 (August 31, 2022 – $235), which is its carrying value.

The fair value of the EIC contingent share consideration is primarily based on Level 3 unobservable inputs. The determination of the fair value of this liability is primarily driven by the Company’s expectations of EIC achieving its milestones. The expected milestones were assigned probabilities and the expected related cash flows were discounted to derive the fair value of the contingent consideration.

On December 31, 2022, EIC met one of the remaining two milestones and the contingent consideration of $7,000 is payable which is outstanding as of February 28, 2023 and included in other current liabilities.

The fair value of the Laurentian contingent share consideration is primarily based on Level 3 unobservable inputs in a Monte Carlo pricing model. The determination of the fair value of this liability is primarily driven by the Company’s expectations of Laurentian achieving its business objectives. The key assumptions used in the model are the expected future sales volumes
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    14


and selling prices used in determining Laurentian's future adjusted earnings before interest, taxes, depreciation and amortization ("EBITDA") and weighted average cost of capital ("WACC").

At February 28, 2023, the fair value of the Laurentian contingent share consideration was revalued to $2,907 (August 31, 2022 - $2,913). If the WACC increased by 1%, the estimated fair value of the contingent share consideration would decrease and net income would increase by $31, or if it is decreased by 1%, the estimated fair value of the contingent share consideration would increase and net income would decrease by $37.

The fair value of derivative warrant liabilities is based on Level 1 and 2 inputs, but has been classified as level 2 in its entirety; and utilizes a Black-Scholes option pricing model to estimate the fair value of such warrants. The key assumption used in the model is the expected future volatility in the price of the Company’s Common Shares.

The fair value of the top-up rights is based on Level 3 inputs utilized in a Monte Carlo pricing model to estimate the fair value of such top-up rights. The key assumptions used in the model are the expected future price of the Company’s Common Shares, the weighted average expected life of the instruments and the expected future volatility of Common Shares.

During the period, there were no transfers of amounts between Levels 1, 2 and 3.

ii.Financial risk factors
The Company is exposed to various risks through its financial instruments, as follows:

(a) Credit risk arises from deposits with banks, short-term investments, outstanding trade and other receivables, and restricted funds. For trade receivables, the Company does not hold any collateral as security but mitigates this risk by dealing only with what management believes to be financially sound counterparties and, accordingly, does not anticipate significant loss for non-performance. For other receivables, outside of the normal course of business, management generally obtains guarantees and general security agreements. The maximum exposure to credit risk of cash, short-term investments, restricted funds and accounts receivable and other receivables on the statement of financial position at February 28, 2023 approximates $130,122 (August 31, 2022 - $171,799).

As of February 28, 2023 and August 31, 2022, the Company’s aging of trade receivables was as follows:

FEBRUARY 28, 2023AUGUST 31, 2022
0-60 days$30,196 $42,961 
61-120 days1,589 2,022 
Gross trade receivables$31,785 $44,983 
Less: Expected credit losses and reserve for product returns and price adjustments(954)(1,121)
$30,831 $43,862 

(b) Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity risk by reviewing on an ongoing basis its capital requirements. At February 28, 2023, the Company had $61,829 (August 31, 2022 – $68,515) of cash and working capital of $172,623 (August 31, 2022 - $166,338). Further, the Company may potentially access equity capital through the capital markets if required.

The Company is obligated to the following contractual maturities relating to their undiscounted cash flows as at February 28, 2023:

Carrying AmountContractual Cash FlowsLess than
1 year
1 to 3 years3 to 5 yearsMore than
5 years
Accounts payable and accrued liabilities19,624 19,624 19,624 — — — 
Long-term debt198 210 80 130 — — 
Lease obligations5,015 6,321 1,134 2,063 911 2,213 
$24,837 $26,155 $20,838 $2,193 $911 $2,213 

The contractual maturities noted above are based on contractual due dates of the respective financial liabilities.

In connection with the Company’s facilities, the Company is contractually committed to approximately $16,807 of capital expenditures, mostly related to its Moncton and Laurentian facilities.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    15


(c) Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk for the Company is comprised of interest rate risk.

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s debt obligations with floating interest rates. The Company has determined that a 1% change in rates would not have a material impact on the interim financial statements.

14.    REVENUE
Net revenue for the Company is defined as gross revenue, which is net of any customer discounts, rebates, and sales returns and recoveries, less excise taxes.

Gross revenue for the three and six months ended February 28, 2023 and 2022 is disaggregated as follows:

THREE MONTHS ENDED
SIX MONTHS ENDED
FEBRUARY 28, 2023FEBRUARY 28,
2022
FEBRUARY 28, 2023FEBRUARY 28,
2022
Adult-use recreational wholesale revenue (Canadian)$40,819 $36,843 $94,162 $75,677 
Direct to patient medical and medical wholesale revenue (Canadian)769 2,062 2,332 4,123 
International wholesale (business to business)10,758 4,437 16,627 7,866 
Wholesale to Licensed Producers (Canadian)499 556 563 556 
Other revenue53 36 96 57 
Gross revenue$52,898 $43,934 $113,780 $88,279 
Excise taxes(13,405)(12,098)(30,966)(26,065)
Net revenue$39,493 $31,836 $82,814 $62,214 

Recreational revenue is primarily comprised of provincial government bodies and large retailers that sell cannabis through their respective distribution models, whereas international and domestic wholesale revenue is comprised of wholesale shipments to other cannabis companies, including Licensed Producers, for further processing and sales onto their end customers.

During the three and six months ended February 28, 2023, the Company had four and four customers (February 28, 2022 – four and four customers), respectively, that individually represented more than 10% of the Company’s net revenue.

15.    CONTINGENCIES
The Company recognizes loss contingency provisions for probable losses when management can reasonably estimate the loss. When the estimated loss lies within a range, the Company records a loss contingency provision based on its best estimate of the probable loss. If no particular amount within that range is a better estimate than any other amount, the mid-point of the range is used. As information becomes known a loss contingency provision is recorded when a reasonable estimate can be made. The estimates are reviewed at each reporting date and the estimates are changed when expectations are revised. An outcome that deviates from the Company’s estimate may result in an additional expense or release in a future accounting period.

Nova Scotia Claim
On March 3, 2017, a claim in connection with a proposed class-action lawsuit (the “NS Claim”) was filed with the Supreme Court of Nova Scotia (the “NS Court”) seeking to represent a class who purchased medical marijuana that was the subject of the Company’s product recalls in December 2016 and January 2017 as it may have contained trace elements of the pesticides myclobutanil and bifenazate which are not approved for use by Licensed Producers. Between 2017 and 2021, various proceedings took place and the NS Claim was amended several times.

On April 26, 2022, the Company entered into a Settlement Agreement (the "Settlement") with the representative plaintiff on behalf of the class for an aggregate of $2,310 (the "Settlement Amount"). The Settlement Amount will be used to provide claimants a refund of the amounts paid to purchase the voluntarily recalled product, less any refunds they have already received, as well as the payment of legal fees. On August 31, 2022, the Settlement was approved by the NS Court. Settlement funds of $2,310 were deposited by Organigram with the administrator in October 2022 in accordance with the Settlement Agreement. The administrator has been disbursing funds to the claimants since the Settlement funds were deposited. The Company reported the NS Claim to its insurance provider which appointed counsel to defend the NS Claim. The Company received insurance proceeds of $532 during the year ended August 31, 2022 to cover all remaining costs associated with the NS Claim.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    16


Alberta Claim
On June 16, 2020, a claim in connection with a proposed national consumer protection class-action lawsuit (the "Alberta Claim") was filed with the Court of Queen’s Bench in Alberta (the “AB Court”) seeking damages against several Canadian cannabis companies including the Company (the "Defendants").  The Alberta Claim does not particularize all of the claims against the companies; however, it makes allegations with respect to the content of THC and CBD in the companies’ products. In order to proceed as a class action, the AB Court must certify the action as a class action. A certification hearing has not yet been scheduled. The Company has reported the Alberta Claim to its insurers.

Estimating an amount or range of possible losses resulting from litigation proceedings is inherently difficult, particularly where the matters involve indeterminate claims for monetary damages and are in the stages of the proceedings where key factual and legal issues have not been resolved. For these reasons, the Company is currently unable to predict the ultimate timing or outcome of, or reasonably estimate, the possible losses or a range of possible losses resulting from the matter described above. No provision for the Alberta Claim has been recognized as at February 28, 2023 (February 28, 2022 - nil).

At February 28, 2023, a provision of $150 (August 31, 2022 - $2,560) was included in the condensed consolidated interim statement of financial position for any remaining legal or administrator costs related to the NS claim and other contingencies. For the three and six months ended February 28, 2023, payments of $22 and $2,335 (February 28, 2022 - $412 and $412) were made in connection with provisions.

16.    GENERAL AND ADMINISTRATIVE EXPENSES BY NATURE

THREE MONTHS ENDED
SIX MONTHS ENDED
FEBRUARY 28, 2023FEBRUARY 28,
2022
FEBRUARY 28, 2023FEBRUARY 28,
2022
Office and general$4,196 $3,542 $7,822 $6,651 
Wages and benefits3,466 2,920 7,230 5,790 
Professional fees2,316 2,252 4,403 3,329 
Depreciation and amortization1,445 1,431 2,839 2,246 
Travel and accommodation206 366 390 450 
Utilities108 70 264 99 
Total general and administrative expenses$11,737 $10,581 $22,948 $18,565 

17.    INCOME TAXES
Income tax expense is recognized at an amount determined by multiplying the income (loss) before tax for the period by management’s best estimate of the weighted-average annual income tax rate expected for the full financial year, adjusted for the tax effect of certain items recognized in full in the interim period. As such, the effective tax rate in the interim financial statements may differ from management’s estimate of the effective tax rate for the annual consolidated financial statements.

As at February 28, 2023, income taxes payable are $64 (August 31, 2022 - $1,421). Additionally, the Company has recognized a deferred tax liability of $3,623 (August 31, 2022 - $3,617) which is primarily derived from the temporary differences related to the intangible assets acquired in the acquisition of Laurentian.

18.     OPERATING SEGMENTS
An operating segment is a component of the Company for which discrete financial information is available and whose operating results are regularly reviewed by the Company's chief operating decision maker, to make decisions about resources to be allocated to the segment and assess its performance, and that engages in business activities from which it may earn revenue and incur expenses. The Company only has one operating segment.

20.    SUBSEQUENT EVENTS
i.Weekend Holdings Inc.
In March 2023, the Company announced that it entered into a product purchase agreement with Green Tank Technologies Corp. ("Greentank") a leading vaporization technology company and a subscription agreement with Greentank’s parent company, Weekend Holdings Corp. The product purchase agreement provides Organigram with an exclusivity period in Canada for the new technology incorporated into 510 vape cartridges (along with other formats) for use with cannabis, including the development of a custom all-in-one device that will be proprietary to Organigram. Under the terms of the subscription agreement, Organigram has subscribed for preferred shares for an aggregate subscription price of US$4.0 million representing an approximate 2.6% interest in Weekend Holdings Corp.


CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) | FOR THE THREE AND SIX MONTHS ENDED FEBRUARY 28, 2023 AND 2022    17


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