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TerrAscend Corp.
11/6/2024
Good afternoon. My name is Ina, and I will be your conference operator today. At this time, I would like to welcome everyone to TerraSense 3rd Quarter 2024 Financial Results Conference Call. Joining us for today's call is Jason Wong, Executive Chairman, Ziad Ghanem, President and Chief Executive Officer, and Keith Stauffer, Chief Financial Officer. Our remarks today include forward-looking statements including statements with respect to the company's outlook, including the company's expected financial results for the fourth quarter of 2024, and estimates and assumptions relating thereto, and the company's expectations regarding its new market opportunities such as Ohio, the likelihood and benefits of the company's tax refund claims for past years, the expectations regarding regulatory reform, and the potential benefits thereof. Each forward-looking statement discussed in today's call is subject to risks and uncertainties that could cause actual results to differ materially from those projected in such statements. Actual results in the timing of certain events may differ materially from the results or timing predicted or implied by such forward-looking statements, and reported results should not be considered as an indication of future performance. Additional information regarding these factors appears under the heading Risk Factors in the company's Form 10-K filed with the Securities and Exchange Commission, or the SEC, and other filings that the company makes with the SEC from time to time, which are available at www.sec.gov on Cedar Plus and on the company's website at www.terrasan.com. The forward-looking statements in this call speak only as of today's date and the company undertakes no obligation to update or revise any of these statements. Also, during the call, the company will present both GAAP and non-GAAP financial measures. A reconciliation of non-GAAP to GAAP measures is included in today's earnings press release and our quarterly report on Form 10Q for the quarterly ended September 30, 2024, which you can find on the company's Investor Relations website or on the S&T and Cedar Plus websites. I would now like to introduce Mr. Jason Wilde. Please go ahead, Mr. Wilde.
Good evening, everyone. Thank you for joining us. Our core business remained solid during the third quarter despite a challenging macroeconomic environment. We maintained market share leadership positions in our key markets, including the number one market share position in New Jersey. For the quarter, we reported net revenue of $74.2 million, gross profit margin of 48.8%, and adjusted EBITDA from continuing operations of $13.7 million. Importantly, the third quarter of 2024 marked our ninth consecutive quarter of positive cash flow from continuing operations and our fifth consecutive quarter of positive free cash flow. Our strategy includes both organic growth and aggressive pursuit of M&A. For the past several quarters, we have discussed our active pursuit of greenfield expansion opportunities and possible transformational deals. We believe that Terrasun's targeted approach puts us in a differentiated position to invest in the best geographies and assets at attractive valuations with minimal competitive tension. We are pleased to have announced today the signing of a definitive agreement to enter the Ohio market through the acquisition of a high-performing dispensary. We have spoken about the Midwest being a priority for us, and Ohio is a good example as the state is in the early days of implementing adult use. This acquisition is our first entry into our sixth state. Our intention is to assemble a leading retail footprint in Ohio by acquiring high-quality stores, just as we did in Maryland. We continue to have many other ongoing M&A conversations. With that being said, I want to remind everybody that we remain disciplined in our approach to deploying capital. To be clear, we do not chase deals. In each of our geographies, our goal is to be a market leader. Ohio and any other new markets we choose to enter are no exception. Building on our Michigan presence, our expansion into Ohio will allow us to leverage our existing Midwest infrastructure and SG&A, driving higher profitability across the region compared to operating in these two states independently. In addition to M&A, strengthening our balance sheet has been a priority. During the third quarter, we closed on our $140 million non-diluted debt financing. This loan matures in August 2028 and contains no warrants or prepayment penalties. This financing gives us the flexibility to pursue attractive M&A transactions that are consistent with our geographic expansion plans. We now have no other material debt maturing until late 2027. From a regulatory perspective, we remain encouraged by the upcoming DEA hearing concerning the proposed rescheduling of cannabis. Also, the U.S. Court of Appeals in the First Circuit has scheduled oral arguments for December 5th in the David Boies lawsuit against U.S. Attorney General Garland, which seeks equal treatment for legal state-regulated cannabis businesses. This is a very welcome development. The court does not always hold the oral arguments on an appeal, nor hold them this quickly. In August, we announced our first-ever stock buyback program for up to $10 million, demonstrating our confidence in Terrasense's future and our commitment to enhancing shareholder value. Given our solid core business, strengthened balance sheet, greenfield expansion opportunities, and potential cannabis reform on the horizon, we believe our equity is undervalued. Since August, we have purchased stock in the open market and will continue to do so opportunistically within the prescribed daily volume restrictions and outside of blackout periods. As the largest shareholder, I believe our equity has compelling value. In our key states, New Jersey, Maryland, and Pennsylvania, we have organic growth levers that we are very excited about. Dia will provide more details as he discusses our progress in each of these geographies. These growth levers, coupled with ample greenfield opportunity and no material debt maturing for the next several years, position us very well for the future. With that, I'll now turn the call over to Ziad to provide an update across our key markets.
Zi?
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