This management discussion and analysis ("MD&A") of the financial condition and
results of operations of Green Thumb Industries Inc. (the "Company", "Green
Thumb", "we" or "us") is for the three and nine months ended September 30, 2022
and 2021. It is supplemental to, and should be read in conjunction with, the
Company's unaudited interim condensed consolidated financial statements as of
September 30, 2022 and the consolidated financial statements for the year ended
December 31, 2021 included in the Company's Annual Report on Form 10-K for the
year ended December 31, 2021 filed with the U.S. Securities and Exchange
Commission on March 1, 2022 (the "2021 Form 10-K") and the accompanying notes
for each respective period. The Company's financial statements are prepared in
accordance with accounting principles generally accepted in the United States
("GAAP"). Financial information presented in this MD&A is presented in United
States dollars ("$" or "US$"), unless otherwise indicated.

This MD&A contains certain "forward-looking statements" and certain
"forward-looking information" as defined under applicable United States
securities laws. Please refer to the discussion of forward-looking statements
and information set out under the heading "Disclosure Regarding Forward-Looking
Statements," identified in the ''Risks and Uncertainties'' section of this MD&A
and in Part II, Item 1A, "Risk Factors" of the 2021 Form 10-K. As a result of
many factors, the Company's actual results may differ materially from those
anticipated in these forward-looking statements and information.

COVID-19 Considerations



In March 2020, the World Health Organization categorized coronavirus disease
2019 (together with its variants "COVID-19") as a pandemic. COVID-19 continues
to spread throughout the U.S. and other countries across the world, and the
duration, and severity of its effects are currently unknown. The Company
continues to implement and evaluate actions to strengthen its financial position
and support the continuity of its business and operations in the face of this
pandemic and other events.

The Company's priority during the COVID-19 pandemic is protecting the health and
safety of its employees and its customers, following the recommended actions of
government and health authorities. In the future, the pandemic may cause reduced
demand for the Company's products and services if, for example, the pandemic
results in a recessionary economic environment or potential new restrictions on
business operations or the movement of individuals.

During the first nine months of 2022, the Company's revenue, gross profit and
operating income were not negatively impacted by COVID-19 and the Company
generally maintained the consistency of its operations. However, the effects of
COVID-19 may impact its business operations for reasons including the potential
quarantine of Green Thumb employees or those of its supply chain partners.



                                       33
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OVERVIEW OF THE COMPANY



Established in 2014 and headquartered in Chicago, Illinois, Green Thumb, a
national cannabis consumer packaged goods company and retailer, promotes
well-being through the power of cannabis while being committed to community and
sustainable profitable growth. As of September 30, 2022, Green Thumb has
operations in 15 U.S. markets, employs approximately 3,800 people and serves
hundreds of thousands of patients and customers annually.

Green Thumb's core business is manufacturing, distributing and marketing a
portfolio of owned cannabis consumer packaged goods brands (which we refer to as
our Consumer Packaged Goods business), including &Shine, Beboe, Dogwalkers, Dr.
Solomon's, Good Green, incredibles and RYTHM. The Company distributes and
markets these products primarily to third-party licensed retail cannabis stores
across the United States as well as to Green Thumb-owned Retail stores (which we
refer to as our Retail business).

The Company's Consumer Packaged Goods portfolio is primarily generated from
plant material that Green Thumb grows and processes itself, which we use to
produce our consumer packaged goods in 17 manufacturing facilities. This
portfolio consists of stock keeping units ("SKUs") across a range of our
Consumer Packaged Goods products, including flower, pre-rolls, concentrates,
vape, capsules, tinctures, edibles, topicals and other cannabis-related products
(none of which are individually material to the Company). These Consumer
Packaged Goods products are sold in Retail locations throughout the U.S.
including at Green Thumb's own RISE and other Retail stores.

Green Thumb owns and operates a national cannabis retail chain called RISE which
are relationship-centric retail experiences aimed to deliver a superior level of
customer service through high-engagement consumer interaction, a consultative,
transparent and education-forward selling approach and a consistently available
assortment of cannabis products. In addition, Green Thumb owns Retail stores
under other names, primarily where naming is subject to licensing or similar
restrictions. The income from Green Thumb's Retail stores is primarily from the
sale of cannabis-related products, which includes the sale of Green Thumb
produced products as well as those produced by third parties, with an immaterial
(under 10%) portion of this income resulting from the sale of other merchandise
(such as t-shirts and accessories for cannabis use). The RISE stores are
currently located in ten of the states in which we operate. As of September 30,
2022, the Company had 77 open and operating Retail locations. The Company's new
store opening plans will remain fluid depending on market conditions, obtaining
local licensing, construction and other permissions and are subject to the
Company's capital allocation plans and the evolving situation with respect to
COVID-19.




                                       34

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Results of Operations - Consolidated



The following table sets forth the Company's selected consolidated financial
results for the periods, and as of the dates, indicated. The (i) unaudited
interim condensed consolidated statements of operations for the three and nine
months ended September 30, 2022 and 2021 and (ii) unaudited interim condensed
consolidated balance sheet as of September 30, 2022 and December 31, 2021 have
been derived from, and should be read in conjunction with, the unaudited interim
condensed consolidated financial statements and accompanying notes presented in
Part I, Item 1 of this Report.


The Company's unaudited interim condensed consolidated financial statements have
been prepared in accordance with GAAP and on a going-concern basis that
contemplates continuity of operations and realization of assets and liquidation
of liabilities in the ordinary course of business.

                                        Three Months Ended September 30,       Nine Months Ended September 30,         QTD Change         YTD Change
                                             2022              2021                2022              2021               $       %          $        %
                                                            (in thousands, except share and per share amounts)
Revenues, Net of Discounts           $          261,194 $         233,677   $         758,105 $         649,979   $    27,517    12% $    108,126    17%
Cost of Goods Sold, Net                       (129,954)         (104,159)           (378,127)         (286,685)      (25,795)  (25)%     (91,442)    32%
Gross Profit                                    131,240           129,518             379,978           363,294         1,722     1%       16,684     5%
Total Expenses                                   82,479            71,449             214,402           202,836        11,030    15%       11,566     6%
Income From Operations                           48,761            58,069             165,576           160,458       (9,308)  (16)%        5,118     3%
Total Other Income (Expense)                    (5,644)               837               1,429           (5,940)       (6,481) (774)%        7,369   

124%


Income Before Provision for Income
Taxes And Non-Controlling Interest               43,117            58,906             167,005           154,518      (15,789)  (27)%       12,487     8%
Provision for Income Taxes                       32,969            37,320             102,440            98,203       (4,351)  (12)%        4,237     4%
Net Income Before Non-Controlling
Interest                                         10,148            21,586              64,565            56,315      (11,438)  (53)%        8,250    15%
Net Income Attributable to
Non-Controlling Interest                            319             1,376               1,360             3,685       (1,057)  (77)%      (2,325)  (63)%
Net Income Attributable To Green
Thumb Industries Inc.                $            9,829 $          20,210   

$ 63,205 $ 52,630 $ (10,381) (51)% $ 10,575 20% Net Income Per Share - Basic $

             0.04 $            0.09   $            0.27 $            0.24   $    (0.05)  (56)% $       0.03

13%


Net Income Per Share - Diluted       $             0.04 $            0.08   $            0.26 $            0.23   $     (0.0)  (50)% $       0.03

13%


Weighted Average Number of Shares
Outstanding - Basic                         237,002,873       226,529,671         236,546,078       221,059,870
Weighted Average Number of Shares
Outstanding - Diluted                       237,804,799       230,879,437         237,872,595       225,411,773



                        September 30, 2022   December 31, 2021
                                    (in thousands)
Total Assets          $          2,455,880 $         2,385,851
Long-Term Liabilities $            619,634 $           561,994

Three Months Ended September 30, 2022 Compared to the Three Months Ended September 30, 2021

Revenues, Net of Discounts



Revenue for the three months ended September 30, 2022 was $261,194 thousand, up
12% from $233,677 thousand for the three months ended September 30, 2021, driven
by contributions from both Retail and Consumer Packaged Goods. Key performance
drivers for the Retail business for the quarter were: legalization of adult use
sales in New Jersey, which began on April 21, 2022, as well as new store
openings including acquired Retail stores, particularly in Illinois, Maryland,
Massachusetts, Minnesota, Rhode Island and Virginia and increased store traffic
to Green Thumb's open and operating Retail stores, particularly in Illinois. The
Company generated revenue from 77 Retail locations during the quarter compared
to 65 in the same quarter of the prior year. Since September 30, 2021, the
Company acquired one Retail store in Illinois, one in Maryland, five in
Minnesota and opened five new Retail stores in Massachusetts, Nevada, Virginia
and Minnesota that contributed to the increase in Retail revenues.

                                       35
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The key drivers for the increase in Consumer Packaged Goods revenues was
increased sales in New Jersey due to legalization of adult use sales, which
began on April 21, 2022, and growth in Illinois. In addition, the Company also
acquired one cultivation and processing facility in Minnesota since September
30, 2021.

Cost of Goods Sold, Net

Cost of goods sold are derived from Retail purchases made by the Company from
its third-party licensed producers operating within our state markets and costs
related to the internal cultivation and production of cannabis. Cost of goods
sold for the three months ended September 30, 2022 was $129,954 thousand, up 25%
from $104,159 thousand for the three months ended September 30, 2021, driven by
increased volume from open and operating Retail stores, new and acquired Retail
store openings in Illinois, Maryland, Massachusetts, Minnesota, Nevada and
Virginia, and expansion of the consumer products sales primarily in Illinois and
New Jersey as described above.

Gross Profit



Gross profit for the three months ended September 30, 2022 was $131,240
thousand, representing a gross margin on the sale of branded cannabis flower and
processed and packaged products including concentrates, edibles, topicals and
other cannabis products of 50%. This is compared to gross profit for the three
months ended September 30, 2021 of $129,518 thousand, or a 55% gross margin. The
increase in gross profit (dollars) was directly attributable to the revenue
increase as described above.

Total Expenses



Total expenses for the three months ended September 30, 2022 were $82,479
thousand, or 32% of revenues, net of discounts, resulting in a increase of
$11,030 thousand over the same period in the prior year. Total expenses for the
three months ended September 30, 2021 were $71,449 thousand or 31% of revenues,
net of discounts. The increase in total expenses was attributable to Retail
salaries and benefits, depreciation expense and other operational and facility
expenses mainly as a result of the Company's addition of five new and seven
acquired Retail stores over the prior year period. In addition, an increase in
intangible amortization expense and corporate staff salaries also contributed to
the overall increase in total expenses.

Total Other Income (Expense)



Total other income (expense) for the three months ended September 30, 2022 was
$(5,644) thousand, a change of $(6,481) thousand, primarily due to unfavorable
fair value adjustments associated with the Company's warrant liability offset by
a reduction in interest expense associated with the Company's contingent
consideration arrangements during the three months ended September 30, 2022.

Income (Loss) Before Provision for Income Taxes and Non-Controlling Interest

Income before provision for income taxes and non-controlling interest for the three months ended September 30, 2022 was $43,117 thousand, an decrease of $(15,789) thousand compared to the three months ended September 30, 2021.



As presented under the heading "Non-GAAP Measures" below, after adjusting for
non-cash equity incentive compensation of $7,878 thousand and $4,995 thousand
and other nonoperating (income) expenses, of $3,306 thousand and $944 thousand
in the three months ended September 30, 2022 and 2021, respectively, adjusted
operating earnings before interest, depreciation, and amortization ("EBITDA")
was $84,463 thousand and $81,181 thousand, in the three months ended September
30, 2022 and 2021, respectively.

Provision for Income Taxes

Income tax expense is recognized based on the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at year-end. For the three months ended September 30, 2022, federal and state income tax expense totaled $32,969 thousand compared to expense of $37,320 thousand for the three months ended September 30, 2021.


                                       36
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Net Income Attributable to Green Thumb Industries



Net income attributable to the Green Thumb Industries for the three months ended
September 30, 2022 was $9,829 thousand or $0.04 per basic and diluted share,
compared to a net income of $20,210 thousand, or $0.09 per basic and $0.08 per
diluted share in the same period in the prior year. The reduction in net income
of $10,381 thousand was primarily due to favorable fair value adjustments to the
Company's warrant liability as reflected within other income (expense), net
during the comparable period in the prior year.


Nine Months Ended September 30, 2022 Compared to the Nine Months Ended September 30, 2021



Revenues, Net of Discounts

Revenue for the nine months ended September 30, 2022 was $758,105 thousand, up
17% from $649,979 for the nine months ended September 30, 2021, driven by
contributions from both Retail and Consumer Packaged Goods largely due to
legalization of adult use sales in New Jersey, which began on April 21, 2022,
continued growth in Illinois, and new and acquired store openings, particularly
in Maryland, Massachusetts, Minnesota, Rhode Island and Virginia. The Company
generated revenue from 77 Retail locations during the period compared to 65 in
the same period of the prior year. During the nine months ended September 30,
2022, the Company opened three new Retail stores. Since September 30, 2021, the
Company acquired one Retail store in Illinois, one in Maryland, five in
Minnesota, and opened five new Retail stores in Massachusetts, Nevada, Virginia
and Minnesota that contributed to the increase in Retail revenues.

The key drivers for the increase in Consumer Packaged Goods revenues was
increased sales in New Jersey due to legalization of adult use sales which began
on April 21, 2022, and growth in Illinois and Virginia. In addition, the Company
also acquired a cultivation and processing facility in Minnesota since September
30, 2021.

Cost of Goods Sold, Net

Cost of goods sold are derived from Retail purchases made by the Company from
its third-party licensed producers operating within our state markets and costs
related to the internal cultivation and production of cannabis. Cost of goods
sold for the nine months ended September 30, 2022 was $378,127 thousand, up 32%
from $286,685 thousand for the nine months ended September 30, 2021, driven by
increased volume from open and operating Retail stores, new and acquired Retail
store openings in Illinois, Maryland, Massachusetts, Minnesota, Nevada, and
Virginia, and expansion of the consumer products sales primarily in Illinois and
New Jersey as described above.

Gross Profit



Gross profit for the nine months ended September 30, 2022 was $379,978 thousand,
representing a gross margin on the sale of branded cannabis flower and processed
and packaged products including concentrates, edibles, topicals and other
cannabis products of 50%. This is compared to gross profit for the nine months
ended September 30, 2021 of $363,294 thousand or a 56% gross margin. The
increase in gross profit (dollars) was directly attributable to the revenue
increase as described above.

Total Expenses



Total expenses for the nine months ended September 30, 2022 were $214,402
thousand, or 28% of revenues, net of discounts, resulting in an increase of
$11,566 thousand over the same period in the prior year. Total expenses for the
nine months ended September 30, 2021 were $202,836 thousand or 31% of revenues,
net of discounts. The increase in total expenses was attributable to Retail
salaries and benefits, depreciation expense and other operational and facility
expenses mainly as a result of the Company's addition of five new and seven
acquired retail stores over the prior year period. In addition, an increase in
intangible amortization expense and corporate staff salaries contributed to the
overall increase in total expenses which was partially offset by the
remeasurement of the Company's contingent consideration arrangements associated
with two acquisitions that occurred in 2021.

Total Other Income (Expense)



Total other income (expense) for the nine months ended September 30, 2022 was
$1,429 thousand, a change of $7,369 thousand, mainly due to favorable fair value
adjustments associated with the Company's acquisition of ILDISP as well as the
change in the fair value of the Company's warrant liability, offset by
unfavorable fair value adjustments on the Company's equity investments during
the nine months ended September 30, 2022.


                                       37
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Income (Loss) Before Provision for Income Taxes and Non-Controlling Interest



Net operating income before provision for income taxes and non-controlling
interest for the nine months ended September 30, 2022 was $167,005 thousand, an
increase of $12,487 thousand compared to the nine months ended September 30,
2021.

As presented under the heading "Non-GAAP Measures" below, after adjusting for
non-cash equity incentive compensation of $19,362 thousand and $14,698 thousand,
and other nonoperating (income) expenses, of $(26,405) thousand and $9,425
thousand in the nine months ended September 30, 2022 and 2021, respectively,
Adjusted Operating EBITDA was $230,239 thousand and $231,820 thousand, in the
nine months ended September 30, 2022 and 2021, respectively.

Provision for Income Taxes



Income tax expense is recognized based on the expected tax payable on the
taxable income for the year, using tax rates enacted or substantively enacted at
year-end. For the nine months ended September 30, 2022, federal and state income
tax expense totaled $102,440 thousand compared to expense of $98,203 thousand
for the nine months ended September 30, 2021.

Net Income Attributable to Green Thumb Industries



Net income attributable to the Green Thumb Industries for the nine months ended
September 30, 2022 was $63,205 thousand or $0.27 per basic and $0.26 per diluted
share, compared to a net income of $52,630 thousand, or $0.24 per basic and
$0.23 per diluted share in the same period in the prior year. The increase in
net income of $10,575 thousand was primarily due to favorable fair value
adjustments as reflected within other income (expense), net during the current
year.

Results of Operations by Segment

The following table summarizes revenues net of sales discounts by segment for the three and nine months ended September 30, 2022 and 2021:




                                    Three Months Ended September 30,
                                        2022              2021               $           %
                                                                          Change      Change
                                             (in thousands)
Retail                           $        199,632 $           161,016 $      38,616         24%
Consumer Packaged Goods                   127,676             121,074         6,602          5%
Intersegment Eliminations                (66,114)            (48,413)      (17,701)         37%
Total Revenues, Net of Discounts $        261,194 $           233,677 $      27,517         12%

                                    Nine Months Ended September 30,
                                        2022              2021               $           %
                                                                          Change      Change
                                             (in thousands)
Retail                           $        564,951 $           441,241 $     123,710         28%
Consumer Packaged Goods                   368,692             343,014        25,678          7%
Intersegment Eliminations               (175,538)           (134,276)      (41,262)         31%
Total Revenues, Net of Discounts $        758,105 $           649,979 $     

108,126 17%

Three Months Ended September 30, 2022 Compared with the Three Months Ended September 30, 2021



Revenues, Net of Discounts, for the Retail segment were $199,632 thousand, an
increase of $38,616 thousand or 24% compared to the three months ended September
30, 2021. The increase in Retail revenues, net of discounts, was primarily
driven by legalization of adult use in New Jersey, which began on April 21,
2022, as well as new store openings including acquired Retail stores in
Illinois, Maryland, Massachusetts, Minnesota, Nevada and Virginia and increased
store traffic to Green Thumb's open and operating Retail stores, particularly in
Illinois.

Revenues, Net of Discounts, for the Consumer Packaged Goods segment were
$127,676 thousand, an increase of $6,602 thousand or 5% compared to the three
months ended September 30, 2021. The key drivers for the increase in Consumer
Packaged Goods revenues was increased sales in New Jersey due to legalization of
adult use sales, which began on April 21, 2022, and continued growth in
Illinois. In addition, the Company also acquired a cultivation and processing
facility in Minnesota since September 30, 2021.

                                       38
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Intersegment eliminations associated with the Consumer Packaged Goods segment
were $(66,114) thousand, an increase of $(17,701) thousand or 37% compared to
the three months ended September 30, 2021. The increase in intersegment
eliminations was driven by increased intercompany sales to Company-owned Retail
stores as well as to newly acquired Retail stores as discussed above. Consumer
Packaged Goods revenues, net of intersegment eliminations, made up 24% of total
revenues during the three months ended September 30, 2022 as compared to 31%
during the three months ended September 30, 2021.

Due to the vertically integrated nature of the business, the Company reviews its revenue at the Retail and Consumer Packaged Goods level while reviewing its operating results on a consolidated basis.

Nine Months Ended September 30, 2022 Compared with the Nine Months Ended September 30, 2021



Revenues, Net of Discounts, for the Retail segment were $564,951, an increase of
$123,710 or 28%, compared to the nine months ended September 30, 2021. The
increase in Retail revenues, net of discounts, was primarily driven by
legalization of adult use sales in New Jersey, which began on April 21, 2022,
continued growth in Illinois, and new and acquired store openings in Illinois,
Maryland, Massachusetts, Minnesota, Nevada and Virginia and increased store
traffic to Green Thumb's open and operating Retail stores, particularly in
Illinois.

Revenues, Net of Discounts, for the Consumer Packaged Goods segment were
$368,692 thousand, an increase of $25,678 thousand or 7%, compared to the nine
months ended September 30, 2021. The key drivers for the increase in Consumer
Packaged Goods revenues was increased sales in New Jersey due to legalization of
adult use sales, which began on April 21, 2022 and continued growth in Illinois.
In addition, the Company also acquired a cultivation and processing facility in
Minnesota since September 30, 2021.

Intersegment eliminations associated with the Consumer Packaged Goods segment
were $(175,538) thousand, an increase of $(41,262) thousand or 31% compared to
the nine months ended September 30, 2021. The increase in intersegment
eliminations was driven by increased intercompany sales to Company-owned Retail
stores as well as to newly acquired Retail stores as discussed above. Consumer
Packaged Goods revenues, net of intersegment eliminations, made up 25% of total
revenues during the nine months ended September 30, 2022 as compared to 32%
during the nine months ended September 30, 2021.

Due to the vertically integrated nature of the business, the Company reviews its revenue at the Retail and Consumer Packaged Goods level while reviewing its operating results on a consolidated basis.


                                       39
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Drivers of Results of Operations

Revenue



The Company derives its revenue from two revenue streams: a Consumer Packaged
Goods business in which it manufactures, sells and distributes its portfolio of
Consumer Packaged Goods brands including &Shine, Beboe, Dogwalkers, Dr.
Solomon's, Good Green, incredibles, and RYTHM, primarily to third-party
customers; and a Retail business in which it sells finished goods sourced
primarily from third-party cannabis manufacturers in addition to the Company's
own Consumer Packaged Goods products direct to the end consumer in its Retail
stores, as well as direct-to-consumer delivery where applicable by state law.

For the three and nine months ended September 30, 2022, revenue was contributed
from Consumer Packaged Goods and Retail sales across California, Colorado,
Connecticut, Florida, Illinois, Maryland, Massachusetts, Minnesota, Nevada, New
Jersey, New York, Ohio, Pennsylvania, Rhode Island and Virginia.

Gross Profit



Gross profit is revenue less cost of goods sold. Cost of goods sold includes the
costs directly attributable to product sales and includes amounts paid for
finished goods, such as flower, edibles, and concentrates, as well as packaging
and other supplies, fees for services and processing, and allocated overhead
which includes allocations of rent, utilities and related costs. Cannabis costs
are affected by various state regulations that limit the sourcing and
procurement of cannabis product, which may create fluctuations in gross profit
over comparative periods as the regulatory environment changes. Gross margin
measures our gross profit as a percentage of revenue.


During the nine months ended September 30, 2022, the Company continued to be
focused on creating sustainable, profitable growth of the Company's business
while pursuing expansion. Green Thumb expects to continue its growth strategy
for the foreseeable future as the Company expands its Consumer Packaged Goods
and Retail footprint within its current markets with acquisitions and
partnerships, and scales resources into new markets.

Total Expenses



Total expenses other than the cost of goods sold consist of selling costs to
support customer relationships and marketing and branding activities. It also
includes a significant investment in the corporate infrastructure required to
support the Company's ongoing business.

Retail selling costs generally correlate to revenue. As new locations begin
operations, these locations generally experience higher selling costs as a
percentage of revenue compared to more established locations, which experience a
more constant rate of selling costs. As a percentage of sales, the Company
expects selling costs to remain constant in the more established locations and
increase in the newer locations as the business continues to grow.

General and administrative expenses also include costs incurred at the Company's
corporate offices, primarily related to back office personnel costs, including
salaries, incentive compensation, benefits, stock-based compensation and other
professional service costs. The Company expects to continue to invest in this
area to support expansion plans and the business.

Provision for Income Taxes



The Company is subject to income taxes in the jurisdictions in which it operates
and, consequently, income tax expense is a function of the allocation of taxable
income by jurisdiction and the various activities that impact the timing of
taxable events. As the Company operates in the federally illegal cannabis
industry, it is subject to the limitations of the U.S. Internal Revenue Code of
1986, as amended ("IRC") Section 280E, under which taxpayers are only allowed to
deduct expenses directly related to sales of product. This results in permanent
differences between ordinary and necessary business expenses deemed
non-allowable under IRC Section 280E and a higher effective tax rate than most
industries. Therefore, the effective tax rate can be highly variable and may not
necessarily correlate to pre-tax income or loss.


                                       40
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Non-GAAP Measures



EBITDA, Adjusted Operating EBITDA, and Adjusted EBITDA are non-GAAP measures and
do not have standardized definitions under GAAP. The following information
provides reconciliations of the supplemental non-GAAP financial measures,
presented herein to the most directly comparable financial measures calculated
and presented in accordance with GAAP. The Company has provided the non-GAAP
financial measures, which are not calculated or presented in accordance with
GAAP, as supplemental information and in addition to the financial measures that
are calculated and presented in accordance with GAAP. These supplemental
non-GAAP financial measures are presented because management has evaluated the
financial results both including and excluding the adjusted items and believe
that the supplemental non-GAAP financial measures presented provide additional
perspective and insights when analyzing the core operating performance of the
business. These supplemental non-GAAP financial measures should not be
considered superior to, as a substitute for or as an alternative to, and should
be considered in conjunction with, the GAAP financial measures presented.


                                  Three Months Ended September 30,        

Nine Months Ended September 30,


                                       2022               2021                2022               2021
                                           (in thousands)                         (in thousands)
Net Income Before              $            10,148 $         21,586   $           64,565 $           56,315
Non-Controlling Interest
Interest Income, net                       (1,085)            (328)              (2,609)              (674)
Interest Expense, net                        4,644            7,616               16,113             16,419
Provision For Income Taxes                  32,969           37,320              102,440             98,203
Other Income (Expense), Net                  2,085          (8,125)             (14,933)            (9,805)
Depreciation and amortization               24,518           17,173               71,706             47,239
Earnings before interest,
taxes, depreciation and        $            73,279 $         75,242   $     

237,282 $ 207,697


  amortization (EBITDA)
(non-GAAP measure)
Stock-based compensation,                    7,878            4,995               19,362             14,698

non-cash


Acquisition, transaction and
other non-operating (income)                 3,306              944             (26,405)              9,425

costs


Adjusted Operating EBITDA      $            84,463 $         81,181   $          230,239 $          231,820
(non-GAAP measure)


Liquidity, Financing Activities During the Period, and Capital Resources



As of September 30, 2022 and December 31, 2021, the Company had total current
liabilities of $129,439 thousand and $204,379 thousand, respectively, and cash
and cash equivalents of $147,258 thousand and $230,420 thousand, respectively,
to meet its current obligations. The Company had working capital of $189,121
thousand as of September 30, 2022, an increase of $29,270 thousand as compared
to December 31, 2021. This increase in working capital was primarily driven by
an additional $55,000 thousand tenant improvement allowance provided as part of
the third amendment to the lease of one of the Company's cultivation and
processing facilities in Danville, Pennsylvania with Innovative Industrial
Properties, Inc. ("IIP").

The Company is an early-stage growth company generating cash from revenues,
deploying its capital reserves to acquire and develop assets capable of
producing additional revenues and earnings over both the immediate and long
term. Capital reserves are primarily being utilized for capital expenditures,
facility improvements, strategic investment opportunities, product development
and marketing, as well as customer, supplier, investor and industry relations.


While the Company's revenue, gross profit and operating income were not
materially impacted by COVID-19 and the Company maintained the consistency of
its operations during the first nine months of 2022, the effects of COVID-19 may
impact the Company's business operations for reasons including the potential
quarantine of employees or those of supply chain partners. The Company takes a
cautious approach in allocating its capital to maximize its returns while
ensuring appropriate liquidity. Given the current uncertainty of the future
economic environment, the Company has taken additional measures in monitoring
and deploying its capital to minimize the negative impact on its current
operations and expansion plans.

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Cash Flows

Cash Used in Operating Activities, Investing and Financing Activities

Net cash provided by (used in) operating, investing and financing activities for the nine months ended September 30, 2022 and 2021, were as follows:



                                              Nine Months Ended September 

30,


                                                2022                   2021
                                                      (in thousands)
Net Cash Provided by Operating         $             88,220   $             

82,767

Activities

Net Cash Used in Investing Activities $ (161,168) $ (148,280) Net Cash Provided by (Used in) $

           (10,214)   $            

267,547

Financing Activities

Off-Balance Sheet Arrangements



As of September 30, 2022, the Company does not have any off-balance-sheet
arrangements that have, or are reasonably likely to have, a current or future
effect on the results of operations or financial condition of the Company,
including, and without limitation, such considerations as liquidity and capital
resources.

Changes in or Adoption of Accounting Practices

Refer to the discussion of recently adopted/issued accounting pronouncements under Part I, Item 1, Notes to Unaudited Interim Condensed Consolidated Financial Statements, Note 1 - Overview and Basis of Presentation of this Report.

Critical Accounting Policies and Significant Judgements and Estimates



There were no material changes to our critical accounting policies and estimates
from the information provided in Part II, Item 7, "Management's Discussion and
Analysis of Financial Condition and Results of Operations," included in the 2021
Form 10-K.




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