PRESS RELEASE

Revenue increased to $167.0 (C$217.4) million, up 287.2% compared to last year. The increase in revenue was driven by significant growth in sales for the Canadian adult-use market, international medical markets as well as the acquisition of Manitoba Harvest.

Cannabis

Adult-use

Canada - medical

International - medical

Bulk

Total cannabis revenue

Hemp

Total revenue

Excise tax included in revenue

PRESS RELEASE

Total cannabis kilogram equivalents sold increased over 446% to 35,380 kilograms from 6,478 kilograms in the prior year.

Average cannabis net selling price per gram decreased to $3.01 (C$3.90) compared to $6.63 (C$8.63) in the prior year.

Net loss for the year was $321.2 million, or $3.20 per share, compared to $67.7 million, or $0.82 per share, for 2018. In 2019, the Company recorded non-cash charges of $112.1 million related to impairment of the Authentic Brands Group LLC (“ABG”) agreement as well as $68.6 million in inventory reserves. Adjusted EBITDA was a loss of $89.8 million compared to a loss of $28.3 million the prior year.

Revenue increased 202.2% to $46.9 million (C$61.0 million), compared to the fourth quarter of last year, driven by the Canadian adult-use market, the Manitoba Harvest acquisition, and growth in international medical markets. The Company recorded reserves of $4.2 million related to discounts and returns.

Cannabis

Adult-use

Canada - medical

International - medical

Bulk

Total cannabis revenue

Hemp

Total revenue

Excise tax included in revenue

Total cannabis kilogram equivalents sold increased over seven-fold to 15,039 kilograms from 2,053 kilograms in the prior year period.

Average cannabis net selling price per gram decreased to $1.87 (C$2.43) compared to $7.52 (C$10.05) in the prior year period. The average net selling price excluding excise taxes for adult-use was $3.19 (C$4.16) per gram for the fourth quarter of 2019. The decrease was due to a shift in product and channel mix.

Gross margin, excluding non-cash return and inventory reserves, decreased sequentially to 29% from 31% in the prior quarter and increased compared to the fourth quarter of 2018 gross margin of 20%. Including non-cash charges, gross margin in the fourth quarter of 2019 was negative 120%.

Net loss for the quarter was $219.1 million or $2.14 per share compared to a loss of $31.0 million or $0.33 per share for the prior year period. Adjusted EBITDA was a loss of $35.3 million compared to a loss of $13.3 million in the prior year period. The increased net loss

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and Adjusted EBITDA declines were primarily due to increases in operating expenses related to growth initiatives, expansion of international teams, and the addition of Manitoba Harvest and Natura Naturals businesses.

Canadian adult-use brand portfolio expansion:

High Park^™, a subsidiary of Tilray, launched the second phase of its adult-use product portfolio including vape, edible and beverage products, across Canada where regulations allow. New brand and product additions include:

Canaca – pure cannabis oil, all-in-one vape pens and cartridges;

Marley Natural – pure cannabis oil vape cartridges;

Chowie Wowie – cannabis-infused chocolates and gummies in THC and CBD varieties;

Everie – non-alcoholic, CBD-infused ready-to-brew teas and sparkling beverages with all natural flavors. Everie is the debut brand for Fluent, Tilray’s joint venture with AB InBev, facilitated through High Park and Labatt Breweries of Canada.

Addition of Hemp products business:

Tilray completed its acquisition of Manitoba Harvest. The Company now has hemp products available in over 17,000 retail doors and 20 countries around the world.

Key international market developments:

Tilray Portugal received two Good Manufacturing Practice (GMP) certifications in accordance with European Union standards, for its manufacturing facility in Cantanhede, Portugal. These certifications permit the Company to manufacture and export GMP-certified bulk and finished medical cannabis products, including dried flower and oils, from Portugal to Germany and other European and international markets with legal medical cannabis regulations. Tilray remains the only licensed producer to be GMP certified in two countries, Canada and Portugal.

Successfully resupplied a bulk amount of medical cannabis in the U.K. and exported medical cannabis to Ireland.

Successfully exported medical cannabis to Germany and Israel from Portugal, and to Switzerland from Germany. In total, Tilray’s medical cannabis products have been made available in 15 countries on 5 continents across the world.

Executive leadership team expansion:

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Jon Levin, formerly of Revlon, joined the Company as Chief Operating Officer.

Michael Kruteck, formerly of Molson Coors and Pharmaca, joined the Company as Chief Financial Officer. Mark Castaneda, the Company’s Chief Financial Officer, will transition to a strategic business development role after the 10-K has been filed for the fiscal year ended December 31, 2019.¹

Katy Dickson, formerly of Mattel and General Mills, joined the Company as President of Manitoba Harvest.

Clinical research developments:

Imported medical cannabis into the United States from Canada for a new clinical trial evaluating the efficacy of medical cannabis as a treatment for taxane-induced peripheral neuropathy (TIPN) secondary to treatment with paclitaxel or docetaxel. TIPN affects more than 67% of women undergoing breast cancer treatment.

Announced support for additional global clinical trials; studying the efficacy of medical cannabis as treatment in reducing severe behavioral problems in children with intellectual disabilities; and another trial examining the safety, tolerability and effectiveness of medical cannabis on immune activation in people living with HIV.

Tilray closed its merger with Privateer Holdings, Inc. in December.

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Revenue (inclusive of excise duties of $4,429, $1,203, $13,136, and $1,200, respectively)

Cost of sales

Product costs

Inventory valuation adjustments

Gross (loss) profit

General and administrative expenses

Sales and marketing expenses

Research and development expenses

Stock-based compensation

Depreciation and amortization expenses

Impairment of assets

Acquisition-related (income) expenses, net

Loss from equity method investments

Operating loss

Foreign exchange (gain) loss, net

Interest expenses, net

Finance income from ABG

Loss on disposal of property and equipment

Other income, net

Loss before income taxes

Deferred income tax recoveries

Current income tax (recoveries) expenses

Net loss

Net loss per share - basic and diluted

Weighted average shares used in computation of net loss per share - basic and diluted

Net loss

Foreign currency translation gain, net

Unrealized loss on investments

Other comprehensive income (loss)

Comprehensive loss

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Assets

Current assets:

Cash and cash equivalents

Short-term investments

Accounts receivable, net of allowance for doubtful accounts of $2,015 and $292, respectively

Inventory

Prepayments and other current assets

Total current assets

Property and equipment, net

Operating lease, right-of-use assets

Intangible assets, net

Goodwill

Equity method investments

Other investments

ABG finance receivable and other assets

Total assets

Liabilities

Current liabilities

Accounts payable

Accrued expenses and other current liabilities

Accrued obligations under finance lease

Accrued obligations under operating lease

Total current liabilities

Accrued obligations under finance lease

Accrued obligations under operating lease

ABG finance liability

Deferred tax liability

Convertible notes, net of issuance costs

Other liabilities

Total liabilities

Commitments and contingent liabilities

Stockholders’ equity

Class 1 common stock ($0.0001 par value, 250,000,000 shares authorized; 16,666,667 shares issued and outstanding)

Class 2 common stock ($0.0001 par value; 500,000,000 shares authorized; 86,114,558 and 76,504,200 shares issued and outstanding, respectively)

Additional paid-in capital

Accumulated other comprehensive income

Accumulated deficit

Total stockholders’ equity

Total liabilities and stockholders’ equity

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Adjusted EBITDA reconciliation:

Net loss

Inventory valuation adjustments

Depreciation and amortization expenses

Stock-based compensation expenses

Other stock-based compensation related expenses

Impairment of assets

Acquisition-related (income) expenses, net

Loss from equity method investments

Foreign exchange (gain) loss, net

Interest expenses, net

Finance income from ABG

Loss on disposal of property and equipment

Other income, net

Amortization of inventory step-up

Deferred income tax (recoveries) expenses

Current income tax expenses

Adjusted EBITDA

Adjusted net loss reconciliation:

Net loss

Inventory valuation adjustments

Impairment of assets

Acquisition-related (income) expenses, net

Amortization of inventory step-up

Adjusted net loss

Adjusted net loss per share - basic and diluted

Weighted average shares used in computation of adjusted

Net loss per share - basic and diluted