| 1. | \n Description of business | \n
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\nTilray Brands, Inc., and its wholly owned subsidiaries (collectively \u201cTilray\u201d, the \u201cCompany\u201d, \u201cwe\u201d, or \u201cus\u201d) is a leading global cannabis-lifestyle and consumer products company headquartered in Leamington, Ontario, Canada, and New York with operations in Canada, the United States, Europe, Australia, New Zealand and Latin America. Tilray\u2019s mission is to be the trusted partner for its patients and consumers by providing them with a cultivated experience and health and wellbeing through high-quality, differentiated brands and innovative products. A pioneer in cannabis research, cultivation and distribution, Tilray\u2019s production platform supports over 20 brands in over 20 countries, including alcoholic beverages, comprehensive cannabis offerings, and hemp-based foods.
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\nOn January 10, 2022, Tilray, Inc. changed its corporate name to Tilray Brands, Inc., pursuant to a second certificate of amendment of the amended and restated certificate of incorporation filed with the Delaware Secretary of State (the \u201cName Change\u201d), and amended and restated its bylaws on that same date to reflect the Name Change.
\n "}]},{"name":"rpt:f-884","factDimensions":{"xbrl:concept":"us-gaap:BasisOfAccounting","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 2. | \n Basis of preparation | \n
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\nThe policies applied in these consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (\u201cGAAP\u201d) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (\u201cSEC\u201d).
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\nThese consolidated financial statements have been prepared on the going concern basis which assumes that the Company will continue in operation for the foreseeable future and, accordingly, will be able to realize its assets and discharge its liabilities in the normal course of operations as they come due, under the historical cost convention except for certain financial instruments that are measured at fair value, as detailed in the Company\u2019s accounting policies.\u00a0
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\n \n \nForeign currency
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\nThese consolidated financial statements are presented in U.S. dollars (\u201cUSD\u201d), which is the Company\u2019s reporting currency; however, the functional currency of the entities in these financial statements are their respective local currencies, including Canadian dollar, USD, Euro, Australian dollar, and British Pound Sterling.
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\nForeign currency transactions are remeasured to the respective functional currencies of the Company\u2019s entities at the exchange rates in effect on the date of the transactions. Monetary assets and liabilities denominated in foreign currencies are remeasured to the functional currency at the foreign exchange rate applicable at the statement of financial position date. Non-monetary items carried at historical cost denominated in foreign currencies are remeasured to the functional currency at the date of the transactions. Non-monetary items carried at fair value denominated in foreign currencies are remeasured to the functional currency at the date when the fair value was determined. Realized and unrealized exchange gains and losses are recognized through profit and loss.
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\nOn consolidation, the assets and liabilities of foreign operations reported in their functional currencies are translated into USD, the Group\u2019s presentation currency, at period-end exchange rates. Income and expenses, and cash flows of foreign operations are translated into USD using average exchange rates. Exchange differences resulting from translating foreign operations are recognized in other comprehensive income (loss) and accumulated in equity.
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\nBasis of consolidation
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\nSubsidiaries are entities controlled by the Company. Control exists when the Company either has a controlling voting interest or is the primary beneficiary of a variable interest entity. The financial statements of all subsidiaries are included in the\u00a0consolidated financial statements from the date that control commences until the date that control ceases. All intercompany balances and transactions have been eliminated on consolidation.\u00a0
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\nEquity method investments
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\nIn accordance with ASC 323, Investments \u2013 Equity Method and Joint Ventures, investments in entities over which the Company does not have a controlling financial interest but has significant influence are accounted for using the equity method, with the Company\u2019s share of earnings or losses reported in earnings or losses from equity method investments on the statements of net loss and comprehensive loss.\u00a0\u00a0Equity method investments are recognized initially at cost, which includes transaction costs. After initial recognition, the consolidated financial statements include the Company\u2019s share of undistributed earnings or losses, and impairment, if any, until the date on which significant influence ceases.
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\nIf the Company\u2019s share of losses in an equity investment equals or exceeds its interest in the entity, including any net advances, the group does not recognize further losses, unless it has guaranteed obligations of the investee or is otherwise committed to provide further financial support for the investee.
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\nUnrealized gains on transactions between the Company and its equity-method investees are eliminated only to the extent of the Company\u2019s interest in these entities. Unrealized losses are also eliminated, except to the extent that the underlying asset is impaired. \u00a0
\n "}]},{"name":"rpt:f-885","factDimensions":{"xbrl:concept":"us-gaap:SignificantAccountingPoliciesTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 3. | Significant accounting policies |
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\nThe significant accounting policies used by the Company are as follows:
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\nCash and cash equivalents
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\nCash and cash equivalents are comprised of cash and highly liquid investments that are both readily convertible into known amounts of cash with original maturities of three months or less. Cash and cash equivalents include amounts held in United States dollar, Canadian dollar, Euro, Australian dollar,\u00a0Colombian peso, Argentine peso, and corporate bonds, commercial paper, treasury bills and money market funds.
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\n \n \nMarketable Securities
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\nWe classify term deposits and other investments that have maturities of greater than\u00a0\u00a0months but less than\u00a0one\u00a0year as marketable securities. The fair value of marketable securities is based on quoted market prices for publicly traded securities. Marketable securities are carried at fair value with changes in fair value recorded in the statement of net loss and comprehensive loss\u00a0within the line\u00a0\u201cNon-operating income (expense), net\u201d.
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\nRestricted cash
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\nWe classify cash that is\u00a0legally or contractually restricted as to withdrawal or usage\u00a0as restricted cash.\u00a0As of\u00a0\u00a0 May 31, 2024, and\u00a0 May\u00a031,\u00a02023,\u00a0the Company reported\u00a0\u00a0restricted cash.\u00a0During the year\u00a0ended\u00a0 May 31, 2024,\u00a0the Company acquired $1,656\u00a0of restricted cash related\u00a0to letters of credit and collateral from the acquisition of HEXO Corp. as described in Note 9\u00a0(Business acquisitions). During the year ended\u00a0 May 31, 2024,\u00a0all of the restricted cash was released and transferred to cash and cash equivalents.
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\nAccounts receivable
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\nThe Company maintains an allowance for credit losses at an amount sufficient to absorb losses inherent in its accounts receivable portfolio as of the reporting dates based on the projection of expected credit losses. The Company applies the aging method to estimate the allowance for expected credit losses. The aging method is applied to accounts receivables at the business unit level to reflect shared risk characteristics, such as receivable type, customer type and geographical location. The aging method assigns accounts receivables to a level of delinquency and applies loss rates to each class based on historical loss experience. The Company also considers relevant qualitative and quantitative factors to assess whether historical loss experience should be adjusted to better reflect the risk characteristics of the current classes and the expected future loss. This assessment incorporates all available information relevant to considering the collectability of its current classes, including considering economic and business conditions, default trends, changes in its class composition, among other internal and external factors. The expected credit loss estimates are adjusted for current conditions and reasonable supportable forecasts.
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\nAs part of the Company\u2019s analysis of expected credit losses, it may analyze contracts on an individual basis in situations where such accounts receivables exhibit unique risk characteristics and are not expected to experience similar losses to the rest of their class.
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\nInventory
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\nInventory is valued at the lower of cost and net realizable value, determined using weighted average cost. All direct and indirect costs related to inventory are capitalized as they are incurred, and they are subsequently recorded in cost of goods sold on the statements of loss and comprehensive loss at the time inventory is sold. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. At the end of each reporting period, the Company performs an assessment of inventory and records write-downs for excess and obsolete inventories based on the Company\u2019s estimated forecast of product demand, production requirements, market conditions, regulatory environment, and spoilage. Actual inventory losses may differ from management\u2019s estimates and such differences could be material to the Company\u2019s statements of financial position, statements of loss and comprehensive loss and statements of cash flows.
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\nCapital assets
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\nCapital assets are recorded at cost and amortized on a straight-line basis over the estimated useful lives or lease term, whichever is shorter. The Company\u2019s capital assets are reviewed when impairment indicators are present by analyzing underlying cash flow projections. Maintenance and repairs are charged to expenses as incurred. The Company uses the following ranges of asset lives:
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\n \n| Asset type | Depreciation method | Depreciation term (estimated useful life) |
| Production facility | Straight-line | \u2013\u00a0 years |
| Equipment | Straight-line | \u2013\u00a0 years |
| Leasehold improvements | Straight-line | Lesser of estimated useful life or lease term |
| Finance lease right-of-use assets | Straight-line | Lesser of the lease term and the useful life of the leased asset |
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\n \n \nAssets held for sale\u00a0
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\nWe classify capital assets that are available\u00a0for\u00a0immediate sale in their present condition, which the Company has approved the action or\u00a0plan to sell, and the sale\u00a0is probable within\u00a0one\u00a0year, as\u00a0assets held for sale.\u00a0As of\u00a0 May 31, 2024,\u00a0the Company reported $32,074\u00a0assets held for sale related to Broken Coast's former Duncan facility, the Quebec cultivation facility and the Fort Collins facility, see Note 6\u00a0(Capital assets). Assets held for sale are to be measured at the lower of carrying amount and the fair value less costs to sell, and are no longer depreciated. Disposition of assets held for sale are recorded in the statement of net loss and comprehensive loss, within the line, \u201cNon-operating income (expense)\u201d.
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\nWhen there are changes in circumstances that were previously considered unlikely to occur, and it is decided\u00a0not\u00a0to proceed with a sale, an asset that was previously classified as\u00a0assets held for sale is reclassified as held and used. The asset is then remeasured at the lower of its carrying amount before being classified as held for sale less the amortization that would have occurred and the fair value on the date the decision\u00a0not\u00a0to proceed with a sale was made. Changes in the carrying amount are\u00a0recorded in the statement of net loss and comprehensive loss.\u00a0
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\nIntangible assets
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\nIntangible assets are recorded at cost and amortized on a straight-line basis over the estimated useful lives. The Company uses the following ranges of asset lives:
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\n \n| Asset type | Amortization term |
| Customer relationships & distribution channel | \u2013\u00a0 years |
| Licences, permits & applications | months \u2013\u00a0indefinite |
| Intellectual property, trademarks & brands | months \u2013\u00a0 years |
| Non-compete agreements | Over term of non-compete |
| Know how | years |
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\nImpairment of long-lived assets
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\nThe Company reviews long-lived assets, including capital assets and definite life intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. In order to determine if assets have been impaired, assets are grouped and tested at the lowest level for which identifiable independent cash flows are available (\u201casset group\u201d). An impairment loss is recognized when the sum of projected undiscounted cash flows is less than the carrying value of the asset group. The measurement of the impairment loss to be recognized is based on the difference between the fair value and the carrying value of the asset group. Fair value may be determined using a market approach or income approach.
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\nBusiness combinations and goodwill
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\nThe Company accounts for business combinations using the acquisition method in accordance with Accounting Standards Codification, ASC 805, Business Combinations which requires recognition of assets acquired and liabilities assumed, including contingent assets and liabilities, at their respective fair values on the date of acquisition.
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\nContingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Contingent consideration that is classified as a liability is remeasured at subsequent reporting dates, with the corresponding gain or loss recognized in profit or loss.
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\nNon-controlling interests in the acquiree are measured at fair value on acquisition date. Acquisition-related costs are recognized as expenses in the periods in which the costs are incurred and the services are received (except for the costs to issue debt or equity securities which are recognized according to specific requirements).
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\nPurchase price allocations may be preliminary and, during the measurement period not to exceed one year from the date of acquisition, changes in assumptions and estimates that result in adjustments to the fair value of assets acquired and liabilities assumed are recorded in the period the adjustments are determined.
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\nGoodwill represents the excess of the consideration transferred for the acquisition of subsidiaries over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses.
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\n \n \nImpairment of goodwill and indefinite-lived intangible assets
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\nGoodwill is allocated to the reporting unit in which the business that created the goodwill resides. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by segment management. We operate in operating segments which are our reporting units, and goodwill is allocated at the operating segment level. The Company reviews goodwill and indefinite-lived intangible assets annually for impairment in the fourth quarter, or more frequently, if events or circumstances indicate that the carrying amount of an asset may not be recoverable.
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\nLeases
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\nArrangements containing leases are evaluated as an operating or finance lease at lease inception. For operating leases, the Company recognizes an operating lease right-of-use (\"ROU\") asset and operating lease liability at lease commencement based on the present value of lease payments over the lease term. With the exception of certain finance leases, an implicit rate of return is not readily determinable for the Company's leases. For these leases, an incremental borrowing rate is used in determining the present value of lease payments and is calculated based on information available at the lease commencement date.
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\nThe incremental borrowing rate is determined using a portfolio approach based on the rate of interest the Company would have to pay to borrow funds on a collateralized basis over a similar term. The Company references market yield curves which are risk-adjusted to approximate a collateralized rate in the currency of the lease. These rates are updated on a quarterly basis for measurement of new lease obligations.
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\nThe Company\u2019s lease terms may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Leases with an initial term of 12 months or less are not recognized on the Company's consolidated statements of financial position. Operating lease assets are presented as right-of-use assets, and corresponding operating lease liabilities are presented within lease liabilities, on the Company\u2019s consolidated statements of financial position. Finance lease assets are included in capital assets, and corresponding finance lease liabilities are included within current lease liabilities, on the Company\u2019s consolidated statements of financial position.
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\nConvertible notes receivable
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\nConvertible notes receivable\u00a0includes various investments in which the Company has the right, or potential right to convert the indenture into common stock of the investee and are classified as available-for-sale and are recorded at fair value. Unrealized gains and losses during the year, net of the related tax effect, are excluded from income and reflected in other comprehensive income (loss), and the cumulative effect is reported as a separate component of shareholders' equity until realized. We use judgement to assess convertible notes receivables for impairment at each measurement date. Convertible notes receivables are impaired when a decline in fair value is determined to be other-than-temporary, an impairment charge is recorded in the consolidated statements of loss and comprehensive loss and a new cost basis for the investment is established. We also evaluate whether there is a plan to sell the security, or it is more likely than\u00a0not\u00a0that we will be required to sell the security before recovery. If neither of the conditions exist, then only the portion of the impairment loss attributable to credit loss is recorded in the statements of loss and the remaining amount is recorded in other comprehensive income (loss).
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\nLong-term investments
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\nInvestments in equity securities of entities over which the Company does\u00a0not\u00a0have a controlling financial interest or significant influence are classified as an equity investment and accounted for at fair value. Equity investments without readily determinable fair values are measured at cost with adjustments for observable changes in price or impairments (referred to as the \u201cmeasurement alternative\u201d). In applying the measurement alternative, the Company performs a qualitative assessment on a quarterly basis and recognizes an impairment if there are sufficient indicators that the fair value of an individual equity investment\u00a0is less than its carrying value. Changes in value are recorded in the statement of net loss and comprehensive loss, within the line, \u201cNon-operating income (expense), net\u201d.
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\n \n \nInvestments in entities over which the Company does\u00a0not\u00a0have a controlling financial interest but has significant influence, are accounted for using the equity method, with the Company\u2019s share of earnings or losses reported in earnings or losses from equity method investments on the consolidated statements of\u00a0loss and comprehensive loss. Equity method investments are recorded at cost, adjusted for\u00a0the Company\u2019s share of undistributed earnings or losses, and impairment, if any, within \u201cInterest in equity investees\u201d on the balance sheets. The Company assesses investments in equity method investments when events or circumstances indicate that the carrying amount of the investment\u00a0 may\u00a0be impaired. If it is determined that the current fair value of an equity method investment is less than the carrying value of the investment, the Company will assess if the shortfall is other than temporary (\"OTTI\"). Evidence of a loss in value might include, but would\u00a0not\u00a0necessarily be limited to, the absence of an ability to recover the carrying amount of the investment or inability of the equity investee to sustain an earnings capacity that would justify the carrying amount of the investment. Once a determination is made that an OTTI exists, the investment is written down to its fair value in accordance with ASC\u00a0820\u00a0Fair Value Measurement\u00a0at the reporting date, which establishes a new cost basis.
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\nEquity method investments
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\nInvestments in entities over which the Company does not have a controlling financial interest but has significant influence, are accounted for using the equity method, with the Company\u2019s share of losses reported in loss from equity method investments on the statements of loss and comprehensive loss in \"Other non-operating (losses) gains, net\". Equity method investments are recorded at cost, plus the Company\u2019s share of undistributed earnings or losses, and impairment, if any, within interest in equity investees on the statements of financial position.
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\nConvertible debentures
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\nThe Company accounts for its convertible debentures in accordance with ASC 470-20 Debt with Conversion and Other Options, whereby the convertible instrument is initially accounted for as a single unit of account, unless it contains a derivative that must be bifurcated from the host contract in accordance with ASC 815-15 Derivatives and Hedging \u2013 Embedded Derivatives or the substantial premium model in ASC 470-20 Debt \u2013 Debt with Conversion and Other Options applies. Where the substantial premium model applies, the premium is recorded in additional paid-in capital. The resulting debt discount is amortized over the period during which the convertible notes are expected to be outstanding as additional non-cash interest expenses.
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\nUpon repurchase of convertible debt instruments, ASC 470-20 requires the issuer to allocate total settlement consideration, inclusive of transaction costs, amongst the liability and equity components of the instrument based on the fair value of the liability component immediately prior to repurchase. The difference between the settlement consideration allocated to the liability component and the net carrying value of the liability component, including unamortized debt issuance costs, would be recognized as gain (loss) on extinguishment of debt in the statements of loss and comprehensive loss. The remaining settlement consideration allocated to the equity component would be recognized as a reduction of additional paid-in capital in the statements of financial position.
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\nFor convertible debentures with an embedded conversion feature that did not meet the equity scope exception from derivative accounting pursuant to ASC 815-15, the Company elected the fair value option under ASC 825 Fair Value Measurements. When the fair value option is elected, the convertible debenture is initially recognized at fair value on the statements of financial position and all subsequent changes in fair value, excluding the impact of the change in fair value related to instrument-specific credit risk are recorded in non-operating income (loss). The changes in fair value related to instrument-specific credit risk is recorded through other comprehensive income (loss). Transaction costs directly attributable to the issuance of the convertible debenture is immediately expensed in the statements of loss and comprehensive loss.
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\nWarrants
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\nWarrants are accounted for in accordance with applicable accounting guidance provided in ASC 815 Derivatives and Hedging \u2013 Contracts in Entity's Own Equity, as either liabilities or as equity instruments depending on the specific terms of the warrant agreement. Warrants classified as liabilities are recorded at fair value and are remeasured at each reporting date until settlement. Changes in fair value is recognized as a component of change in fair value of warrant liability in the statements of loss and comprehensive loss. Transaction costs allocated to warrants that are presented as a liability are immediately expensed in the statements of loss and comprehensive loss. Warrants classified as equity instruments are initially recognized at fair value and are not subsequently remeasured.
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\n \n \nFair value measurements
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\nFair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying values of accounts receivable, prepaids and other current assets, bank indebtedness and accounts payable and accrued liabilities approximate their fair values due to their short periods to maturity. The Company calculates the estimated fair value of financial instruments, including convertible notes receivable, long-term investments, warrant liability, contingent consideration, and convertible debentures, using quoted market prices when available. When quoted market prices are not available, fair value is determined based on valuation techniques using the best information available and may include quoted market prices, market comparable, and discounted cash flow projections.
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\nIncome taxes
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\nIncome taxes are recognized in the consolidated statements of loss and comprehensive loss and are comprised of current and deferred taxes. Current tax is recognized in connection with income for tax purposes, unrealized tax benefits and the recovery of tax paid in a prior period and measured using enacted tax rates and laws applicable to the taxation period during which the income for tax purposes arose. Deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Management makes an assessment of the likelihood that a deferred tax asset will be realized, and a valuation allowance is provided to the extent that it is more likely than not that all or a portion of a deferred tax asset will not be realized.\u00a0\u00a0
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\nThe Company recognizes uncertain income tax positions at the largest amount that is more likely than not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. A change in the recognition or measurement of an unrealized tax benefit is reflected in the period during which the change occurs.
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\nRevenue
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\nRevenue is recognized when the control of the promised goods or services, through performance obligation, is transferred or provided to the customer in an amount that reflects the consideration we expect to be entitled to in exchange for the performance obligations.
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\nExcise taxes\u00a0remitted\u00a0to tax authorities are government-imposed excise taxes on cannabis and beer. Excise taxes are recorded as a reduction of sales in net revenue in the consolidated statements of loss and comprehensive loss\u00a0and recognized as a current liability within accounts payable and accrued liabilities on the consolidated balance sheets, with the liability subsequently reduced when the taxes are remitted to the tax authority.
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\nIn addition, amounts disclosed as net revenue are net of excise taxes, sales tax, duty tax, allowances, discounts and rebates.
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\nIn determining the transaction price for the sale of goods or services, the Company considers the effects of variable consideration and the existence of significant financing components, if any.
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\nWe\u00a0 may\u00a0enter into certain contracts for the sale of goods or services, which provide customers with rights of return, volume discounts, bonuses for volume/quality achievement, and/or sales allowances. In addition, the Company\u00a0 may\u00a0provide in certain circumstances, a retrospective price reduction to a customer based primarily on inventory movement. The inclusion of these items\u00a0 may\u00a0give rise to variable consideration. The Company uses the expected value method to estimate the variable consideration because\u00a0this method provides the most accurate estimation of the amount of variable consideration to which the Company will be entitled. The Company uses historical evidence, current information and forecasts to estimate the variable consideration. The Company reduces revenue and recognizes a contract liability, recorded in accounts receivable, net, equal to the amount expected to be refunded to the customer in the form of a future rebate or credit for a retrospective price reduction, representing its obligation to return the customer\u2019s consideration. The estimate is updated at each reporting period date.
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\nOn\u00a0 July 12, 2022,\u00a0the Company\u00a0and HEXO Corp. (\"HEXO\") entered into various commercial transaction agreements, as described in\u00a0Note 30\u00a0(Segment reporting), which included\u00a0an advisory services arrangement. The fees associated with the advisory services arrangement were recognized as revenue when such services were provided to HEXO. Any payments that were received for such services in advance of performance were recognized as a contract liability. On\u00a0 June 22, 2023,\u00a0the Company completed the acquisition of HEXO, as described in\u00a0Note 9\u00a0(Business acquisitions), simultaneously terminating the advisory services arrangement and other commercial transactions.
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\n \n \nCost of goods sold
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\nCost of goods sold represents costs directly related to manufacturing and distribution of the Company\u2019s products. Primary costs include raw materials, packaging, direct labor, overhead, shipping and handling, the amortization of manufacturing equipment and production facilities and tariffs. Manufacturing overhead and related expenses include salaries, wages, employee benefits, utilities, maintenance and property taxes. Cost of goods sold also includes inventory valuation adjustments.
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\nGeneral and administrative
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\nGeneral and administrative expenses are comprised primarily of (i) personnel related costs such as salaries, benefits, annual employee bonus expense and stock-based \u2018compensation costs; (ii) legal, accounting, consulting and other professional fees; and (iii) corporate insurance and other facilities costs associated with our corporate and administrative locations.
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\nSelling
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\nSelling expenses are comprised of direct selling costs which primarily consist of (i) commissions paid to our third-party workforce, (ii) patient acquisition and maintenance fees, (iii) Health Canada\u2019s cannabis fees and (iv) freight.
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\nMarketing and promotion
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\nMarketing and promotion expenses are comprised primarily of marketing and advertising expenses.
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\nResearch and development
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\nResearch and development costs are expensed as incurred. Research and development are comprised primarily of costs for\u00a0clinical study costs, contracted research, consulting services, materials, supplies\u00a0and other expenses incurred to sustain our overall research and development programs.\u00a0\u00a0
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\nStock-based compensation
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\nThe Company has an omnibus plan which includes issuances of stock options, restricted stock units (\u201cRSUs\u201d) and stock appreciation rights (\u201cSARs\u201d). The Company estimates the fair value of stock options on the date of grant using the Black-Scholes option pricing model. The fair value of RSUs is based on the share price as at date of grant and no SARs were issued to date. The share-based compensation expense is based on the fair value of the stock-based awards at the grant date and the expense is recognized over the related service period following a straight-line vesting expense schedule. The Company estimates forfeitures at the time of grant and revises these estimates in subsequent periods if actual forfeitures differ from those estimates. Any revisions are recognized in the consolidated statements of loss and comprehensive loss such that the cumulative expense reflects the revised estimate.
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\nFor performance-based stock options and RSUs, the Company records compensation expense over the estimated service period adjusted for a probability factor of achieving the performance-based milestones. At each reporting date, the Company assesses the probability factor and records compensation expense accordingly, net of estimated forfeitures.
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\nTransaction (income) costs, net\u00a0
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\nThe Company expenses costs net of any gains directly attributable to business acquisitions and classifies these items as transaction (income) costs, net. These items\u00a0include among other things, legal fees to complete the acquisition, financial advisor and due diligence costs, and transaction related compensation. These items are recognized\u00a0as incurred.
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\n \n \nEarnings (loss) per share
\n\u00a0
\nBasic earnings (loss) per share is computed by dividing reported net income (loss) attributable to stockholders of Tilray Brands, Inc. by the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per share is computed by dividing reported net income (loss) attributable to stockholders of Tilray Brands, Inc. by the sum of the weighted average number of common shares and the number of dilutive potential common share equivalents outstanding during the period. Potential dilutive common share equivalents consist of the incremental common shares issuable upon the exercise of vested share options, warrants, and RSUs and the incremental shares issuable upon conversion of the convertible debentures and similar instruments. Shares of common stock outstanding under the\u00a0share lending\u00a0arrangement entered into in conjunction with the TLRY\u00a027\u00a0Notes, see Note\u00a017\u00a0(Convertible debentures payable) are excluded from the calculation of basic and diluted earnings per share\u00a0because the borrower of the shares is required under the share lending arrangement to refund any dividends paid on the shares lent.\u00a0
\n\u00a0
\nIn computing diluted earnings (loss) per share, common share equivalents are\u00a0not\u00a0considered in periods in which a net loss is reported, as the inclusion of the common share equivalents would be anti-dilutive. For the\u00a0year ended\u00a0\u00a0 May 31, 2024\u00a0and\u00a0\u00a0 May 31, 2023, the dilutive potential common share equivalents outstanding consisted of the following: 20,167,017 and 15,595,390 common shares from RSUs, 4,425,383 and 4,566,801 common shares from share options, 6,210,000 and\u00a06,210,000 common shares for warrants and 65,001,591 and\u00a081,874,568 common shares for convertible debentures, respectively.
\n\u00a0
\nCritical accounting estimates and judgments
\n\u00a0
\nThe preparation of the Company\u2019s financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, revenues and expenses. These estimates and judgements are subject to change based on experience and new information which could result in outcomes that require a material adjustment to the carrying amounts of assets or liabilities affecting future periods. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized prospectively.
\n\u00a0
\nFinancial statement areas that require significant judgement and estimates are as follows:
\n\u00a0
\nConvertible notes receivable \u2013 The determination of fair value of the Company\u2019s convertible notes receivable at other than initial cost is subject to certain limitations. Financial information for certain companies in which the Company has investments may not be available and, even if available, that information may be limited and/or unreliable.
\n\u00a0
\nUse of the valuation approach described below may involve uncertainties and determinations based on the Company\u2019s judgment and any value estimated from these techniques may not be realized or realizable.
\n\u00a0
\nCompany-specific information is considered when determining whether the fair value of convertible notes receivable should be adjusted upward or downward at the end of each reporting period. In addition to company-specific information, the Company will consider trends in general market conditions\u00a0in relation to the convertible notes receivable.
\n\u00a0
\nThe fair value of convertible notes receivable may need to be adjusted if:
\n\u00a0
\n| \u00a0 | \u2022 | There has been a significant subsequent equity financing provided by outside investors at a valuation different than the current value of the investee company, in which case the fair value of the investment is set to the value at which that financing took place; |
\u00a0
\n| \u00a0 | \u2022 | There have been significant corporate, political, or operating events affecting the investee company that, in management\u2019s opinion, have a material impact on the investee company\u2019s prospects and therefore its fair value. In these circumstances, the adjustment to the fair value of the investment will be based on management\u2019s judgment and any value estimated may not be realized or realizable; |
\u00a0
\n| \u00a0 | \u2022 | The investee company is placed into receivership or bankruptcy; |
\u00a0
\n \n \n| \u00a0 | \u2022 | Based on financial information received from the investee company, it is apparent to the Company that the investee company is unlikely to be able to continue as a going concern; |
\u00a0
\n| \u00a0 | \u2022 | Important positive or negative management changes by the investee company that the Company\u2019s management believes will have a positive or negative impact on the investee company\u2019s ability to achieve its objectives and build value for shareholders. |
\u00a0
\nAdjustment to the fair value of convertible notes receivable will be based upon management\u2019s judgment and any value estimated may not be realized or realizable.\u00a0
\n\u00a0
\nEstimated useful lives, impairment considerations and amortization of capital and intangible assets \u2013 Amortization of capital and intangible assets is dependent upon estimates of useful lives based on management\u2019s judgment.\u00a0\u00a0
\n\u00a0
\nGoodwill and indefinite-lived intangible asset impairment testing require management to make estimates in the impairment testing model. On at least an annual basis, the Company tests whether goodwill and indefinite-lived intangible assets are impaired. Impairment of definite long-lived assets is influenced by judgment in defining a reporting unit and determining the indicators of impairment, and estimates used to measure impairment losses.
\n\u00a0
\nThe reporting unit\u2019s fair value is determined using discounted future cash flow models, which incorporate assumptions regarding future events, specifically future cash flows, growth rates and discount rates.
\n\u00a0
\nBusiness combinations \u2013 Judgement is used in determining a) whether an acquisition is a business combination or an asset acquisition. We use judgement in applying the acquisition method of accounting for business combinations and estimates to value identifiable assets and liabilities at the acquisition date. Estimates are used to determine cash flow projections, including the period of future benefit, and future growth and discount rates, among other factors. The values allocated to the acquired assets and liabilities assumed affect the amount of goodwill recorded on acquisition. Fair value of assets acquired and liabilities assumed is typically estimated using an income approach, which is based on the present value of future discounted cash flows. Significant estimates in the discounted cash flow model include the discount rate, rate of future revenue growth and profitability of the acquired business and working capital effects. The discount rate considers the relevant risk associated with the business-specific characteristics and the uncertainty related to the ability to achieve projected cash flows. These estimates and the resulting valuations require significant judgment. Management engages third party experts to assist in the valuation of material acquisitions.
\n\u00a0
\nConvertible debentures \u2013 The fair value of Convertible Debentures where the Company had elected the fair value option are determined using the Black-Scholes option pricing model. Assumptions and estimates are made in determining an appropriate conversion price, volatility, dividend yield, and the fair value of common stock. There is judgement in assessing what portion of the gain or loss, if any, relates to the change in the instrument-specific credit risk.
\n\u00a0
\n \n \nNew accounting pronouncements not yet adopted
\n\u00a0
\nIn\u00a0 August 2023,\u00a0the Financial Accounting Standards Board (\"FASB\") issued Accounting Standards Update (\"ASU\")\u00a02023-05,\u00a0Business Combination - Joint Venture Formations\u00a0(Subtopic\u00a0805-60) Recognition and Initial Measurement (\u201cASU\u00a02023-05\u201d), which is intended to address the accounting for contributions made to a joint venture. ASU\u00a02023-05\u00a0is effective for the Company beginning\u00a0 June 1, 2026.\u00a0This update will be applied prospectively on or after the effective date of the amendments. The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn\u00a0 October\u00a02023,\u00a0the FASB issued ASU\u00a02023-06,\u00a0Disclosure Improvements: Codification Amendments in Response to the SEC\u2019s Disclosure Update and Simplification Initiative,\u00a0which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the \u201cCodification\u201d). The effective date for each amendment will be the date on which the SEC\u2019s removal of that related disclosure from Regulation S-X\u00a0or Regulation S-K becomes effective, with early adoption prohibited. If by\u00a0 June 30, 2027,\u00a0the SEC has\u00a0not\u00a0removed the applicable requirement from Regulation S-X\u00a0or Regulation S-K, the pending content of the related amendment will be removed from the Codification and will\u00a0not\u00a0become effective for any entity.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn\u00a0 November\u00a02023,\u00a0the FASB issued ASU\u00a02023-07,\u00a0Segment Reporting (Topic\u00a0280) Improvements to Reportable Segment Disclosures,\u00a0which requires public entities to disclose information about their reportable segments\u2019 significant expenses on an interim and annual basis.\u00a0ASU\u00a02023-07\u00a0is effective for the Company beginning the year ended\u00a0 May 31, 2025.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn\u00a0 December 2023,\u00a0the FASB issued ASU\u00a02023-09,\u00a0Income Taxes (Topic\u00a0740)\u00a0Improvements to Income Tax Disclosures,\u00a0which requires public entities to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold on an annual basis. ASU\u00a02023-09\u00a0is effective for the Company\u00a0beginning the year ended\u00a0 June 01, 2024.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn March 21, 2024,\u00a0the FASB issued ASU 2024-01,\u00a0Compensation\u2014Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards, which adds illustrative examples that demonstrate how the scoping guidance in ASC 718-10-15-3 applies to profits interest or similar awards. ASU 2024-01 is effective for the Company beginning the year ended June 01, 2024.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nNew accounting pronouncements recently adopted
\n\u00a0
\nIn\u00a0 October 2021,\u00a0the FASB issued ASU\u00a02021-08,\u00a0Business Combinations (Subtopic\u00a0805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers\u00a0(\u201cASU\u00a02021-08\u201d), which is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency. The Company adopted the ASU\u00a02021-08\u00a0beginning\u00a0 June 1, 2023,\u00a0however, it\u00a0did\u00a0not\u00a0have any impact on our consolidated financial statements.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-886","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Cash and cash equivalents
\n\u00a0
\nCash and cash equivalents are comprised of cash and highly liquid investments that are both readily convertible into known amounts of cash with original maturities of three months or less. Cash and cash equivalents include amounts held in United States dollar, Canadian dollar, Euro, Australian dollar,\u00a0Colombian peso, Argentine peso, and corporate bonds, commercial paper, treasury bills and money market funds.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-887","factDimensions":{"xbrl:concept":"us-gaap:MarketableSecuritiesPolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Marketable Securities
\n\u00a0
\nWe classify term deposits and other investments that have maturities of greater than\u00a0\u00a0months but less than\u00a0one\u00a0year as marketable securities. The fair value of marketable securities is based on quoted market prices for publicly traded securities. Marketable securities are carried at fair value with changes in fair value recorded in the statement of net loss and comprehensive loss\u00a0within the line\u00a0\u201cNon-operating income (expense), net\u201d.
\n\u00a0
\n "}]},{"name":"rpt:f-888","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Restricted cash
\n\u00a0
\nWe classify cash that is\u00a0legally or contractually restricted as to withdrawal or usage\u00a0as restricted cash.\u00a0As of\u00a0\u00a0 May 31, 2024, and\u00a0 May\u00a031,\u00a02023,\u00a0the Company reported\u00a0\u00a0restricted cash.\u00a0During the year\u00a0ended\u00a0 May 31, 2024,\u00a0the Company acquired $1,656\u00a0of restricted cash related\u00a0to letters of credit and collateral from the acquisition of HEXO Corp. as described in Note 9\u00a0(Business acquisitions). During the year ended\u00a0 May 31, 2024,\u00a0all of the restricted cash was released and transferred to cash and cash equivalents.
\n\u00a0
\n "}]},{"name":"rpt:f-889","factDimensions":{"xbrl:concept":"us-gaap:RestrictedCashCurrent","xbrl:period":"2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestrictedCashAndCashEquivalentsCashAndCashEquivalentsAxis":"tlry:RestrictedCashReservedForLettersOfCreditAndAcquisitionrelatedCollateralMember"},"factValues":[{"value":"1656000","decimals":-3}]},{"name":"rpt:f-890","factDimensions":{"xbrl:concept":"us-gaap:TradeAndOtherAccountsReceivablePolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Accounts receivable
\n\u00a0
\nThe Company maintains an allowance for credit losses at an amount sufficient to absorb losses inherent in its accounts receivable portfolio as of the reporting dates based on the projection of expected credit losses. The Company applies the aging method to estimate the allowance for expected credit losses. The aging method is applied to accounts receivables at the business unit level to reflect shared risk characteristics, such as receivable type, customer type and geographical location. The aging method assigns accounts receivables to a level of delinquency and applies loss rates to each class based on historical loss experience. The Company also considers relevant qualitative and quantitative factors to assess whether historical loss experience should be adjusted to better reflect the risk characteristics of the current classes and the expected future loss. This assessment incorporates all available information relevant to considering the collectability of its current classes, including considering economic and business conditions, default trends, changes in its class composition, among other internal and external factors. The expected credit loss estimates are adjusted for current conditions and reasonable supportable forecasts.
\n\u00a0
\nAs part of the Company\u2019s analysis of expected credit losses, it may analyze contracts on an individual basis in situations where such accounts receivables exhibit unique risk characteristics and are not expected to experience similar losses to the rest of their class.
\n\u00a0
\n "}]},{"name":"rpt:f-891","factDimensions":{"xbrl:concept":"us-gaap:InventoryPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Inventory
\n\u00a0
\nInventory is valued at the lower of cost and net realizable value, determined using weighted average cost. All direct and indirect costs related to inventory are capitalized as they are incurred, and they are subsequently recorded in cost of goods sold on the statements of loss and comprehensive loss at the time inventory is sold. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. At the end of each reporting period, the Company performs an assessment of inventory and records write-downs for excess and obsolete inventories based on the Company\u2019s estimated forecast of product demand, production requirements, market conditions, regulatory environment, and spoilage. Actual inventory losses may differ from management\u2019s estimates and such differences could be material to the Company\u2019s statements of financial position, statements of loss and comprehensive loss and statements of cash flows.
\n\u00a0
\n "}]},{"name":"rpt:f-892","factDimensions":{"xbrl:concept":"us-gaap:PropertyPlantAndEquipmentPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Capital assets
\n\u00a0
\nCapital assets are recorded at cost and amortized on a straight-line basis over the estimated useful lives or lease term, whichever is shorter. The Company\u2019s capital assets are reviewed when impairment indicators are present by analyzing underlying cash flow projections. Maintenance and repairs are charged to expenses as incurred. The Company uses the following ranges of asset lives:
\n\u00a0
\n \n| Asset type | Depreciation method | Depreciation term (estimated useful life) |
| Production facility | Straight-line | \u2013\u00a0 years |
| Equipment | Straight-line | \u2013\u00a0 years |
| Leasehold improvements | Straight-line | Lesser of estimated useful life or lease term |
| Finance lease right-of-use assets | Straight-line | Lesser of the lease term and the useful life of the leased asset |
\u00a0
\n \n \n "}]},{"name":"rpt:f-893","factDimensions":{"xbrl:concept":"tlry:PropertyPlantAndEquipmentUsefulLifeTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| Asset type | Depreciation method | Depreciation term (estimated useful life) |
| Production facility | Straight-line | \u2013\u00a0 years |
| Equipment | Straight-line | \u2013\u00a0 years |
| Leasehold improvements | Straight-line | Lesser of estimated useful life or lease term |
| Finance lease right-of-use assets | Straight-line | Lesser of the lease term and the useful life of the leased asset |
Assets held for sale\u00a0
\n\u00a0
\nWe classify capital assets that are available\u00a0for\u00a0immediate sale in their present condition, which the Company has approved the action or\u00a0plan to sell, and the sale\u00a0is probable within\u00a0one\u00a0year, as\u00a0assets held for sale.\u00a0As of\u00a0 May 31, 2024,\u00a0the Company reported $32,074\u00a0assets held for sale related to Broken Coast's former Duncan facility, the Quebec cultivation facility and the Fort Collins facility, see Note 6\u00a0(Capital assets). Assets held for sale are to be measured at the lower of carrying amount and the fair value less costs to sell, and are no longer depreciated. Disposition of assets held for sale are recorded in the statement of net loss and comprehensive loss, within the line, \u201cNon-operating income (expense)\u201d.
\n\u00a0
\nWhen there are changes in circumstances that were previously considered unlikely to occur, and it is decided\u00a0not\u00a0to proceed with a sale, an asset that was previously classified as\u00a0assets held for sale is reclassified as held and used. The asset is then remeasured at the lower of its carrying amount before being classified as held for sale less the amortization that would have occurred and the fair value on the date the decision\u00a0not\u00a0to proceed with a sale was made. Changes in the carrying amount are\u00a0recorded in the statement of net loss and comprehensive loss.\u00a0
\n\u00a0
\n "}]},{"name":"rpt:f-895","factDimensions":{"xbrl:concept":"us-gaap:AssetsHeldForSaleNotPartOfDisposalGroup","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","srt:RealEstateAndAccumulatedDepreciationDescriptionOfPropertyAxis":"tlry:DuncanQuebecAndFortCollinsFacilitiesMember","us-gaap:RealEstatePropertiesAxis":"tlry:BrokenCoastCannabisLtdMember"},"factValues":[{"value":"32074000","decimals":-3}]},{"name":"rpt:f-896","factDimensions":{"xbrl:concept":"us-gaap:GoodwillAndIntangibleAssetsIntangibleAssetsPolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Intangible assets
\n\u00a0
\nIntangible assets are recorded at cost and amortized on a straight-line basis over the estimated useful lives. The Company uses the following ranges of asset lives:
\n\u00a0
\n \n| Asset type | Amortization term |
| Customer relationships & distribution channel | \u2013\u00a0 years |
| Licences, permits & applications | months \u2013\u00a0indefinite |
| Intellectual property, trademarks & brands | months \u2013\u00a0 years |
| Non-compete agreements | Over term of non-compete |
| Know how | years |
\u00a0
\n "}]},{"name":"rpt:f-897","factDimensions":{"xbrl:concept":"tlry:IntangibleAssetsAmortizationTermTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"\n| Asset type | Amortization term |
| Customer relationships & distribution channel | \u2013\u00a0 years |
| Licences, permits & applications | months \u2013\u00a0indefinite |
| Intellectual property, trademarks & brands | months \u2013\u00a0 years |
| Non-compete agreements | Over term of non-compete |
| Know how | years |
Impairment of long-lived assets
\n\u00a0
\nThe Company reviews long-lived assets, including capital assets and definite life intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. In order to determine if assets have been impaired, assets are grouped and tested at the lowest level for which identifiable independent cash flows are available (\u201casset group\u201d). An impairment loss is recognized when the sum of projected undiscounted cash flows is less than the carrying value of the asset group. The measurement of the impairment loss to be recognized is based on the difference between the fair value and the carrying value of the asset group. Fair value may be determined using a market approach or income approach.
\n\u00a0
\n "}]},{"name":"rpt:f-899","factDimensions":{"xbrl:concept":"tlry:BusinessCombinationsAndGoodwillPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Business combinations and goodwill
\n\u00a0
\nThe Company accounts for business combinations using the acquisition method in accordance with Accounting Standards Codification, ASC 805, Business Combinations which requires recognition of assets acquired and liabilities assumed, including contingent assets and liabilities, at their respective fair values on the date of acquisition.
\n\u00a0
\nContingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Contingent consideration that is classified as a liability is remeasured at subsequent reporting dates, with the corresponding gain or loss recognized in profit or loss.
\n\u00a0
\nNon-controlling interests in the acquiree are measured at fair value on acquisition date. Acquisition-related costs are recognized as expenses in the periods in which the costs are incurred and the services are received (except for the costs to issue debt or equity securities which are recognized according to specific requirements).
\n\u00a0
\nPurchase price allocations may be preliminary and, during the measurement period not to exceed one year from the date of acquisition, changes in assumptions and estimates that result in adjustments to the fair value of assets acquired and liabilities assumed are recorded in the period the adjustments are determined.
\n\u00a0
\nGoodwill represents the excess of the consideration transferred for the acquisition of subsidiaries over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-900","factDimensions":{"xbrl:concept":"us-gaap:ImpairmentOrDisposalOfLongLivedAssetsIncludingIntangibleAssetsPolicyPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Impairment of goodwill and indefinite-lived intangible assets
\n\u00a0
\nGoodwill is allocated to the reporting unit in which the business that created the goodwill resides. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by segment management. We operate in operating segments which are our reporting units, and goodwill is allocated at the operating segment level. The Company reviews goodwill and indefinite-lived intangible assets annually for impairment in the fourth quarter, or more frequently, if events or circumstances indicate that the carrying amount of an asset may not be recoverable.
\n\u00a0
\n "}]},{"name":"rpt:f-901","factDimensions":{"xbrl:concept":"us-gaap:LesseeLeasesPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Leases
\n\u00a0
\nArrangements containing leases are evaluated as an operating or finance lease at lease inception. For operating leases, the Company recognizes an operating lease right-of-use (\"ROU\") asset and operating lease liability at lease commencement based on the present value of lease payments over the lease term. With the exception of certain finance leases, an implicit rate of return is not readily determinable for the Company's leases. For these leases, an incremental borrowing rate is used in determining the present value of lease payments and is calculated based on information available at the lease commencement date.
\n\u00a0
\nThe incremental borrowing rate is determined using a portfolio approach based on the rate of interest the Company would have to pay to borrow funds on a collateralized basis over a similar term. The Company references market yield curves which are risk-adjusted to approximate a collateralized rate in the currency of the lease. These rates are updated on a quarterly basis for measurement of new lease obligations.
\n\u00a0
\nThe Company\u2019s lease terms may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Leases with an initial term of 12 months or less are not recognized on the Company's consolidated statements of financial position. Operating lease assets are presented as right-of-use assets, and corresponding operating lease liabilities are presented within lease liabilities, on the Company\u2019s consolidated statements of financial position. Finance lease assets are included in capital assets, and corresponding finance lease liabilities are included within current lease liabilities, on the Company\u2019s consolidated statements of financial position.
\n\u00a0
\n "}]},{"name":"rpt:f-902","factDimensions":{"xbrl:concept":"us-gaap:FinanceLoansAndLeasesReceivablePolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Convertible notes receivable
\n\u00a0
\nConvertible notes receivable\u00a0includes various investments in which the Company has the right, or potential right to convert the indenture into common stock of the investee and are classified as available-for-sale and are recorded at fair value. Unrealized gains and losses during the year, net of the related tax effect, are excluded from income and reflected in other comprehensive income (loss), and the cumulative effect is reported as a separate component of shareholders' equity until realized. We use judgement to assess convertible notes receivables for impairment at each measurement date. Convertible notes receivables are impaired when a decline in fair value is determined to be other-than-temporary, an impairment charge is recorded in the consolidated statements of loss and comprehensive loss and a new cost basis for the investment is established. We also evaluate whether there is a plan to sell the security, or it is more likely than\u00a0not\u00a0that we will be required to sell the security before recovery. If neither of the conditions exist, then only the portion of the impairment loss attributable to credit loss is recorded in the statements of loss and the remaining amount is recorded in other comprehensive income (loss).
\n\u00a0
\n "}]},{"name":"rpt:f-903","factDimensions":{"xbrl:concept":"us-gaap:InvestmentPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Long-term investments
\n\u00a0
\nInvestments in equity securities of entities over which the Company does\u00a0not\u00a0have a controlling financial interest or significant influence are classified as an equity investment and accounted for at fair value. Equity investments without readily determinable fair values are measured at cost with adjustments for observable changes in price or impairments (referred to as the \u201cmeasurement alternative\u201d). In applying the measurement alternative, the Company performs a qualitative assessment on a quarterly basis and recognizes an impairment if there are sufficient indicators that the fair value of an individual equity investment\u00a0is less than its carrying value. Changes in value are recorded in the statement of net loss and comprehensive loss, within the line, \u201cNon-operating income (expense), net\u201d.
\n\u00a0
\n \n \nInvestments in entities over which the Company does\u00a0not\u00a0have a controlling financial interest but has significant influence, are accounted for using the equity method, with the Company\u2019s share of earnings or losses reported in earnings or losses from equity method investments on the consolidated statements of\u00a0loss and comprehensive loss. Equity method investments are recorded at cost, adjusted for\u00a0the Company\u2019s share of undistributed earnings or losses, and impairment, if any, within \u201cInterest in equity investees\u201d on the balance sheets. The Company assesses investments in equity method investments when events or circumstances indicate that the carrying amount of the investment\u00a0 may\u00a0be impaired. If it is determined that the current fair value of an equity method investment is less than the carrying value of the investment, the Company will assess if the shortfall is other than temporary (\"OTTI\"). Evidence of a loss in value might include, but would\u00a0not\u00a0necessarily be limited to, the absence of an ability to recover the carrying amount of the investment or inability of the equity investee to sustain an earnings capacity that would justify the carrying amount of the investment. Once a determination is made that an OTTI exists, the investment is written down to its fair value in accordance with ASC\u00a0820\u00a0Fair Value Measurement\u00a0at the reporting date, which establishes a new cost basis.
\n\u00a0
\n "}]},{"name":"rpt:f-904","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentsPolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Equity method investments
\n\u00a0
\nInvestments in entities over which the Company does not have a controlling financial interest but has significant influence, are accounted for using the equity method, with the Company\u2019s share of losses reported in loss from equity method investments on the statements of loss and comprehensive loss in \"Other non-operating (losses) gains, net\". Equity method investments are recorded at cost, plus the Company\u2019s share of undistributed earnings or losses, and impairment, if any, within interest in equity investees on the statements of financial position.
\n\u00a0
\n "}]},{"name":"rpt:f-905","factDimensions":{"xbrl:concept":"us-gaap:DebtPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Convertible debentures
\n\u00a0
\nThe Company accounts for its convertible debentures in accordance with ASC 470-20 Debt with Conversion and Other Options, whereby the convertible instrument is initially accounted for as a single unit of account, unless it contains a derivative that must be bifurcated from the host contract in accordance with ASC 815-15 Derivatives and Hedging \u2013 Embedded Derivatives or the substantial premium model in ASC 470-20 Debt \u2013 Debt with Conversion and Other Options applies. Where the substantial premium model applies, the premium is recorded in additional paid-in capital. The resulting debt discount is amortized over the period during which the convertible notes are expected to be outstanding as additional non-cash interest expenses.
\n\u00a0
\nUpon repurchase of convertible debt instruments, ASC 470-20 requires the issuer to allocate total settlement consideration, inclusive of transaction costs, amongst the liability and equity components of the instrument based on the fair value of the liability component immediately prior to repurchase. The difference between the settlement consideration allocated to the liability component and the net carrying value of the liability component, including unamortized debt issuance costs, would be recognized as gain (loss) on extinguishment of debt in the statements of loss and comprehensive loss. The remaining settlement consideration allocated to the equity component would be recognized as a reduction of additional paid-in capital in the statements of financial position.
\n\u00a0
\nFor convertible debentures with an embedded conversion feature that did not meet the equity scope exception from derivative accounting pursuant to ASC 815-15, the Company elected the fair value option under ASC 825 Fair Value Measurements. When the fair value option is elected, the convertible debenture is initially recognized at fair value on the statements of financial position and all subsequent changes in fair value, excluding the impact of the change in fair value related to instrument-specific credit risk are recorded in non-operating income (loss). The changes in fair value related to instrument-specific credit risk is recorded through other comprehensive income (loss). Transaction costs directly attributable to the issuance of the convertible debenture is immediately expensed in the statements of loss and comprehensive loss.
\n\u00a0
\n "}]},{"name":"rpt:f-906","factDimensions":{"xbrl:concept":"us-gaap:DerivativesPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Warrants
\n\u00a0
\nWarrants are accounted for in accordance with applicable accounting guidance provided in ASC 815 Derivatives and Hedging \u2013 Contracts in Entity's Own Equity, as either liabilities or as equity instruments depending on the specific terms of the warrant agreement. Warrants classified as liabilities are recorded at fair value and are remeasured at each reporting date until settlement. Changes in fair value is recognized as a component of change in fair value of warrant liability in the statements of loss and comprehensive loss. Transaction costs allocated to warrants that are presented as a liability are immediately expensed in the statements of loss and comprehensive loss. Warrants classified as equity instruments are initially recognized at fair value and are not subsequently remeasured.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-907","factDimensions":{"xbrl:concept":"us-gaap:FairValueMeasurementPolicyPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Fair value measurements
\n\u00a0
\nFair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying values of accounts receivable, prepaids and other current assets, bank indebtedness and accounts payable and accrued liabilities approximate their fair values due to their short periods to maturity. The Company calculates the estimated fair value of financial instruments, including convertible notes receivable, long-term investments, warrant liability, contingent consideration, and convertible debentures, using quoted market prices when available. When quoted market prices are not available, fair value is determined based on valuation techniques using the best information available and may include quoted market prices, market comparable, and discounted cash flow projections.
\n\u00a0
\n "}]},{"name":"rpt:f-908","factDimensions":{"xbrl:concept":"us-gaap:IncomeTaxPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Income taxes
\n\u00a0
\nIncome taxes are recognized in the consolidated statements of loss and comprehensive loss and are comprised of current and deferred taxes. Current tax is recognized in connection with income for tax purposes, unrealized tax benefits and the recovery of tax paid in a prior period and measured using enacted tax rates and laws applicable to the taxation period during which the income for tax purposes arose. Deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Management makes an assessment of the likelihood that a deferred tax asset will be realized, and a valuation allowance is provided to the extent that it is more likely than not that all or a portion of a deferred tax asset will not be realized.\u00a0\u00a0
\n\u00a0
\nThe Company recognizes uncertain income tax positions at the largest amount that is more likely than not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. A change in the recognition or measurement of an unrealized tax benefit is reflected in the period during which the change occurs.
\n\u00a0
\n "}]},{"name":"rpt:f-909","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Revenue
\n\u00a0
\nRevenue is recognized when the control of the promised goods or services, through performance obligation, is transferred or provided to the customer in an amount that reflects the consideration we expect to be entitled to in exchange for the performance obligations.
\n\u00a0
\nExcise taxes\u00a0remitted\u00a0to tax authorities are government-imposed excise taxes on cannabis and beer. Excise taxes are recorded as a reduction of sales in net revenue in the consolidated statements of loss and comprehensive loss\u00a0and recognized as a current liability within accounts payable and accrued liabilities on the consolidated balance sheets, with the liability subsequently reduced when the taxes are remitted to the tax authority.
\n\u00a0
\nIn addition, amounts disclosed as net revenue are net of excise taxes, sales tax, duty tax, allowances, discounts and rebates.
\n\u00a0
\nIn determining the transaction price for the sale of goods or services, the Company considers the effects of variable consideration and the existence of significant financing components, if any.
\n\u00a0
\nWe\u00a0 may\u00a0enter into certain contracts for the sale of goods or services, which provide customers with rights of return, volume discounts, bonuses for volume/quality achievement, and/or sales allowances. In addition, the Company\u00a0 may\u00a0provide in certain circumstances, a retrospective price reduction to a customer based primarily on inventory movement. The inclusion of these items\u00a0 may\u00a0give rise to variable consideration. The Company uses the expected value method to estimate the variable consideration because\u00a0this method provides the most accurate estimation of the amount of variable consideration to which the Company will be entitled. The Company uses historical evidence, current information and forecasts to estimate the variable consideration. The Company reduces revenue and recognizes a contract liability, recorded in accounts receivable, net, equal to the amount expected to be refunded to the customer in the form of a future rebate or credit for a retrospective price reduction, representing its obligation to return the customer\u2019s consideration. The estimate is updated at each reporting period date.
\n\u00a0
\nOn\u00a0 July 12, 2022,\u00a0the Company\u00a0and HEXO Corp. (\"HEXO\") entered into various commercial transaction agreements, as described in\u00a0Note 30\u00a0(Segment reporting), which included\u00a0an advisory services arrangement. The fees associated with the advisory services arrangement were recognized as revenue when such services were provided to HEXO. Any payments that were received for such services in advance of performance were recognized as a contract liability. On\u00a0 June 22, 2023,\u00a0the Company completed the acquisition of HEXO, as described in\u00a0Note 9\u00a0(Business acquisitions), simultaneously terminating the advisory services arrangement and other commercial transactions.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-910","factDimensions":{"xbrl:concept":"us-gaap:CostOfSalesPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Cost of goods sold
\n\u00a0
\nCost of goods sold represents costs directly related to manufacturing and distribution of the Company\u2019s products. Primary costs include raw materials, packaging, direct labor, overhead, shipping and handling, the amortization of manufacturing equipment and production facilities and tariffs. Manufacturing overhead and related expenses include salaries, wages, employee benefits, utilities, maintenance and property taxes. Cost of goods sold also includes inventory valuation adjustments.
\n\u00a0
\n "}]},{"name":"rpt:f-911","factDimensions":{"xbrl:concept":"tlry:GeneralAndAdministrativeExpensesPolicyPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"General and administrative
\n\u00a0
\nGeneral and administrative expenses are comprised primarily of (i) personnel related costs such as salaries, benefits, annual employee bonus expense and stock-based \u2018compensation costs; (ii) legal, accounting, consulting and other professional fees; and (iii) corporate insurance and other facilities costs associated with our corporate and administrative locations.
\n\u00a0
\n "}]},{"name":"rpt:f-912","factDimensions":{"xbrl:concept":"tlry:SellingPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Selling
\n\u00a0
\nSelling expenses are comprised of direct selling costs which primarily consist of (i) commissions paid to our third-party workforce, (ii) patient acquisition and maintenance fees, (iii) Health Canada\u2019s cannabis fees and (iv) freight.
\n\u00a0
\n "}]},{"name":"rpt:f-913","factDimensions":{"xbrl:concept":"tlry:MarketingAndPromotionsPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Marketing and promotion
\n\u00a0
\nMarketing and promotion expenses are comprised primarily of marketing and advertising expenses.
\n\u00a0
\n "}]},{"name":"rpt:f-914","factDimensions":{"xbrl:concept":"us-gaap:ResearchAndDevelopmentExpensePolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Research and development
\n\u00a0
\nResearch and development costs are expensed as incurred. Research and development are comprised primarily of costs for\u00a0clinical study costs, contracted research, consulting services, materials, supplies\u00a0and other expenses incurred to sustain our overall research and development programs.\u00a0\u00a0
\n\u00a0
\n "}]},{"name":"rpt:f-915","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationOptionAndIncentivePlansPolicy","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Stock-based compensation
\n\u00a0
\nThe Company has an omnibus plan which includes issuances of stock options, restricted stock units (\u201cRSUs\u201d) and stock appreciation rights (\u201cSARs\u201d). The Company estimates the fair value of stock options on the date of grant using the Black-Scholes option pricing model. The fair value of RSUs is based on the share price as at date of grant and no SARs were issued to date. The share-based compensation expense is based on the fair value of the stock-based awards at the grant date and the expense is recognized over the related service period following a straight-line vesting expense schedule. The Company estimates forfeitures at the time of grant and revises these estimates in subsequent periods if actual forfeitures differ from those estimates. Any revisions are recognized in the consolidated statements of loss and comprehensive loss such that the cumulative expense reflects the revised estimate.
\n\u00a0
\nFor performance-based stock options and RSUs, the Company records compensation expense over the estimated service period adjusted for a probability factor of achieving the performance-based milestones. At each reporting date, the Company assesses the probability factor and records compensation expense accordingly, net of estimated forfeitures.
\n\u00a0
\n "}]},{"name":"rpt:f-916","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:StockAppreciationRightsSARSMember"},"factValues":[{"value":"0","decimals":-3}]},{"name":"rpt:f-917","factDimensions":{"xbrl:concept":"tlry:TransactionCostsPolicyPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Transaction (income) costs, net\u00a0
\n\u00a0
\nThe Company expenses costs net of any gains directly attributable to business acquisitions and classifies these items as transaction (income) costs, net. These items\u00a0include among other things, legal fees to complete the acquisition, financial advisor and due diligence costs, and transaction related compensation. These items are recognized\u00a0as incurred.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-918","factDimensions":{"xbrl:concept":"us-gaap:EarningsPerSharePolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Earnings (loss) per share
\n\u00a0
\nBasic earnings (loss) per share is computed by dividing reported net income (loss) attributable to stockholders of Tilray Brands, Inc. by the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per share is computed by dividing reported net income (loss) attributable to stockholders of Tilray Brands, Inc. by the sum of the weighted average number of common shares and the number of dilutive potential common share equivalents outstanding during the period. Potential dilutive common share equivalents consist of the incremental common shares issuable upon the exercise of vested share options, warrants, and RSUs and the incremental shares issuable upon conversion of the convertible debentures and similar instruments. Shares of common stock outstanding under the\u00a0share lending\u00a0arrangement entered into in conjunction with the TLRY\u00a027\u00a0Notes, see Note\u00a017\u00a0(Convertible debentures payable) are excluded from the calculation of basic and diluted earnings per share\u00a0because the borrower of the shares is required under the share lending arrangement to refund any dividends paid on the shares lent.\u00a0
\n\u00a0
\nIn computing diluted earnings (loss) per share, common share equivalents are\u00a0not\u00a0considered in periods in which a net loss is reported, as the inclusion of the common share equivalents would be anti-dilutive. For the\u00a0year ended\u00a0\u00a0 May 31, 2024\u00a0and\u00a0\u00a0 May 31, 2023, the dilutive potential common share equivalents outstanding consisted of the following: 20,167,017 and 15,595,390 common shares from RSUs, 4,425,383 and 4,566,801 common shares from share options, 6,210,000 and\u00a06,210,000 common shares for warrants and 65,001,591 and\u00a081,874,568 common shares for convertible debentures, respectively.
\n\u00a0
\n "}]},{"name":"rpt:f-919","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToShareBasedPaymentArrangements","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:RestrictedStockUnitsRSUMember"},"factValues":[{"value":"20167017"}]},{"name":"rpt:f-920","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToShareBasedPaymentArrangements","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:RestrictedStockUnitsRSUMember"},"factValues":[{"value":"15595390"}]},{"name":"rpt:f-921","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToShareBasedPaymentArrangements","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:EmployeeStockOptionMember"},"factValues":[{"value":"4425383"}]},{"name":"rpt:f-922","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToShareBasedPaymentArrangements","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"us-gaap:EmployeeStockOptionMember"},"factValues":[{"value":"4566801"}]},{"name":"rpt:f-923","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToCallOptionsAndWarrants","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"tlry:WarrantsMember"},"factValues":[{"value":"6210000"}]},{"name":"rpt:f-924","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToCallOptionsAndWarrants","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"tlry:WarrantsMember"},"factValues":[{"value":"6210000"}]},{"name":"rpt:f-925","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToConversionOfDebtSecurities","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"tlry:ConvertibleDebenturesMember"},"factValues":[{"value":"65001591"}]},{"name":"rpt:f-926","factDimensions":{"xbrl:concept":"us-gaap:IncrementalCommonSharesAttributableToConversionOfDebtSecurities","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:AwardTypeAxis":"tlry:ConvertibleDebenturesMember"},"factValues":[{"value":"81874568"}]},{"name":"rpt:f-927","factDimensions":{"xbrl:concept":"us-gaap:UseOfEstimates","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Critical accounting estimates and judgments
\n\u00a0
\nThe preparation of the Company\u2019s financial statements requires management to make judgments, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, revenues and expenses. These estimates and judgements are subject to change based on experience and new information which could result in outcomes that require a material adjustment to the carrying amounts of assets or liabilities affecting future periods. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized prospectively.
\n\u00a0
\nFinancial statement areas that require significant judgement and estimates are as follows:
\n\u00a0
\nConvertible notes receivable \u2013 The determination of fair value of the Company\u2019s convertible notes receivable at other than initial cost is subject to certain limitations. Financial information for certain companies in which the Company has investments may not be available and, even if available, that information may be limited and/or unreliable.
\n\u00a0
\nUse of the valuation approach described below may involve uncertainties and determinations based on the Company\u2019s judgment and any value estimated from these techniques may not be realized or realizable.
\n\u00a0
\nCompany-specific information is considered when determining whether the fair value of convertible notes receivable should be adjusted upward or downward at the end of each reporting period. In addition to company-specific information, the Company will consider trends in general market conditions\u00a0in relation to the convertible notes receivable.
\n\u00a0
\nThe fair value of convertible notes receivable may need to be adjusted if:
\n\u00a0
\n| \u00a0 | \u2022 | There has been a significant subsequent equity financing provided by outside investors at a valuation different than the current value of the investee company, in which case the fair value of the investment is set to the value at which that financing took place; |
\u00a0
\n| \u00a0 | \u2022 | There have been significant corporate, political, or operating events affecting the investee company that, in management\u2019s opinion, have a material impact on the investee company\u2019s prospects and therefore its fair value. In these circumstances, the adjustment to the fair value of the investment will be based on management\u2019s judgment and any value estimated may not be realized or realizable; |
\u00a0
\n| \u00a0 | \u2022 | The investee company is placed into receivership or bankruptcy; |
\u00a0
\n \n \n| \u00a0 | \u2022 | Based on financial information received from the investee company, it is apparent to the Company that the investee company is unlikely to be able to continue as a going concern; |
\u00a0
\n| \u00a0 | \u2022 | Important positive or negative management changes by the investee company that the Company\u2019s management believes will have a positive or negative impact on the investee company\u2019s ability to achieve its objectives and build value for shareholders. |
\u00a0
\nAdjustment to the fair value of convertible notes receivable will be based upon management\u2019s judgment and any value estimated may not be realized or realizable.\u00a0
\n\u00a0
\nEstimated useful lives, impairment considerations and amortization of capital and intangible assets \u2013 Amortization of capital and intangible assets is dependent upon estimates of useful lives based on management\u2019s judgment.\u00a0\u00a0
\n\u00a0
\nGoodwill and indefinite-lived intangible asset impairment testing require management to make estimates in the impairment testing model. On at least an annual basis, the Company tests whether goodwill and indefinite-lived intangible assets are impaired. Impairment of definite long-lived assets is influenced by judgment in defining a reporting unit and determining the indicators of impairment, and estimates used to measure impairment losses.
\n\u00a0
\nThe reporting unit\u2019s fair value is determined using discounted future cash flow models, which incorporate assumptions regarding future events, specifically future cash flows, growth rates and discount rates.
\n\u00a0
\nBusiness combinations \u2013 Judgement is used in determining a) whether an acquisition is a business combination or an asset acquisition. We use judgement in applying the acquisition method of accounting for business combinations and estimates to value identifiable assets and liabilities at the acquisition date. Estimates are used to determine cash flow projections, including the period of future benefit, and future growth and discount rates, among other factors. The values allocated to the acquired assets and liabilities assumed affect the amount of goodwill recorded on acquisition. Fair value of assets acquired and liabilities assumed is typically estimated using an income approach, which is based on the present value of future discounted cash flows. Significant estimates in the discounted cash flow model include the discount rate, rate of future revenue growth and profitability of the acquired business and working capital effects. The discount rate considers the relevant risk associated with the business-specific characteristics and the uncertainty related to the ability to achieve projected cash flows. These estimates and the resulting valuations require significant judgment. Management engages third party experts to assist in the valuation of material acquisitions.
\n\u00a0
\nConvertible debentures \u2013 The fair value of Convertible Debentures where the Company had elected the fair value option are determined using the Black-Scholes option pricing model. Assumptions and estimates are made in determining an appropriate conversion price, volatility, dividend yield, and the fair value of common stock. There is judgement in assessing what portion of the gain or loss, if any, relates to the change in the instrument-specific credit risk.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-928","factDimensions":{"xbrl:concept":"us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"New accounting pronouncements not yet adopted
\n\u00a0
\nIn\u00a0 August 2023,\u00a0the Financial Accounting Standards Board (\"FASB\") issued Accounting Standards Update (\"ASU\")\u00a02023-05,\u00a0Business Combination - Joint Venture Formations\u00a0(Subtopic\u00a0805-60) Recognition and Initial Measurement (\u201cASU\u00a02023-05\u201d), which is intended to address the accounting for contributions made to a joint venture. ASU\u00a02023-05\u00a0is effective for the Company beginning\u00a0 June 1, 2026.\u00a0This update will be applied prospectively on or after the effective date of the amendments. The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn\u00a0 October\u00a02023,\u00a0the FASB issued ASU\u00a02023-06,\u00a0Disclosure Improvements: Codification Amendments in Response to the SEC\u2019s Disclosure Update and Simplification Initiative,\u00a0which amends the disclosure or presentation requirements related to various subtopics in the FASB Accounting Standards Codification (the \u201cCodification\u201d). The effective date for each amendment will be the date on which the SEC\u2019s removal of that related disclosure from Regulation S-X\u00a0or Regulation S-K becomes effective, with early adoption prohibited. If by\u00a0 June 30, 2027,\u00a0the SEC has\u00a0not\u00a0removed the applicable requirement from Regulation S-X\u00a0or Regulation S-K, the pending content of the related amendment will be removed from the Codification and will\u00a0not\u00a0become effective for any entity.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn\u00a0 November\u00a02023,\u00a0the FASB issued ASU\u00a02023-07,\u00a0Segment Reporting (Topic\u00a0280) Improvements to Reportable Segment Disclosures,\u00a0which requires public entities to disclose information about their reportable segments\u2019 significant expenses on an interim and annual basis.\u00a0ASU\u00a02023-07\u00a0is effective for the Company beginning the year ended\u00a0 May 31, 2025.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn\u00a0 December 2023,\u00a0the FASB issued ASU\u00a02023-09,\u00a0Income Taxes (Topic\u00a0740)\u00a0Improvements to Income Tax Disclosures,\u00a0which requires public entities to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold on an annual basis. ASU\u00a02023-09\u00a0is effective for the Company\u00a0beginning the year ended\u00a0 June 01, 2024.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nIn March 21, 2024,\u00a0the FASB issued ASU 2024-01,\u00a0Compensation\u2014Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards, which adds illustrative examples that demonstrate how the scoping guidance in ASC 718-10-15-3 applies to profits interest or similar awards. ASU 2024-01 is effective for the Company beginning the year ended June 01, 2024.\u00a0The Company is currently evaluating the effect of adopting this ASU.
\n\u00a0
\nNew accounting pronouncements recently adopted
\n\u00a0
\nIn\u00a0 October 2021,\u00a0the FASB issued ASU\u00a02021-08,\u00a0Business Combinations (Subtopic\u00a0805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers\u00a0(\u201cASU\u00a02021-08\u201d), which is intended to improve the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency. The Company adopted the ASU\u00a02021-08\u00a0beginning\u00a0 June 1, 2023,\u00a0however, it\u00a0did\u00a0not\u00a0have any impact on our consolidated financial statements.
"}]},{"name":"rpt:f-929","factDimensions":{"xbrl:concept":"us-gaap:InventoryDisclosureTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 4. | Inventory |
\u00a0
\nInventory is comprised of:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Beverage alcohol inventory | \u00a0 | $ | 52,831 | \u00a0 | \u00a0 | $ | 27,837 | \u00a0 |
| Plants | \u00a0 | \u00a0 | 13,828 | \u00a0 | \u00a0 | \u00a0 | 10,884 | \u00a0 |
| Dried cannabis | \u00a0 | \u00a0 | 108,721 | \u00a0 | \u00a0 | \u00a0 | 89,801 | \u00a0 |
| Cannabis trim | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 322 | \u00a0 |
| Cannabis derivatives | \u00a0 | \u00a0 | 4,504 | \u00a0 | \u00a0 | \u00a0 | 9,229 | \u00a0 |
| Cannabis vapes | \u00a0 | \u00a0 | 4,132 | \u00a0 | \u00a0 | \u00a0 | 1,173 | \u00a0 |
| Packaging and other inventory items | \u00a0 | \u00a0 | 22,115 | \u00a0 | \u00a0 | \u00a0 | 19,997 | \u00a0 |
| Distribution inventory | \u00a0 | \u00a0 | 35,645 | \u00a0 | \u00a0 | \u00a0 | 30,144 | \u00a0 |
| Wellness inventory | \u00a0 | \u00a0 | 10,311 | \u00a0 | \u00a0 | \u00a0 | 11,164 | \u00a0 |
| Total | \u00a0 | $ | 252,087 | \u00a0 | \u00a0 | $ | 200,551 | \u00a0 |
\u00a0
\nInventory is written down for any obsolescence, spoilage and excess inventory or when the net realizable value of inventory is less than the carrying value. During the year ended May 31, 2024, the Company did have any\u00a0charges for inventory and inventory-related write downs outside of the normal course of business compared to the previous year\u00a0Cannabis inventory write down of $55,000. Included in cost of goods sold for the year ended May 31, 2024 are $4,602\u00a0and $7,628 fair value step up adjustment under purchase accounting (PPA) for beverage alcohol and cannabis inventory sold in the year respectively, and\u00a0$4,482\u00a0for beverage alcohol inventory for the year ended\u00a0 May 31,\u00a02023.
\n "}]},{"name":"rpt:f-930","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfInventoryCurrentTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Beverage alcohol inventory | \u00a0 | $ | 52,831 | \u00a0 | \u00a0 | $ | 27,837 | \u00a0 |
| Plants | \u00a0 | \u00a0 | 13,828 | \u00a0 | \u00a0 | \u00a0 | 10,884 | \u00a0 |
| Dried cannabis | \u00a0 | \u00a0 | 108,721 | \u00a0 | \u00a0 | \u00a0 | 89,801 | \u00a0 |
| Cannabis trim | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 322 | \u00a0 |
| Cannabis derivatives | \u00a0 | \u00a0 | 4,504 | \u00a0 | \u00a0 | \u00a0 | 9,229 | \u00a0 |
| Cannabis vapes | \u00a0 | \u00a0 | 4,132 | \u00a0 | \u00a0 | \u00a0 | 1,173 | \u00a0 |
| Packaging and other inventory items | \u00a0 | \u00a0 | 22,115 | \u00a0 | \u00a0 | \u00a0 | 19,997 | \u00a0 |
| Distribution inventory | \u00a0 | \u00a0 | 35,645 | \u00a0 | \u00a0 | \u00a0 | 30,144 | \u00a0 |
| Wellness inventory | \u00a0 | \u00a0 | 10,311 | \u00a0 | \u00a0 | \u00a0 | 11,164 | \u00a0 |
| Total | \u00a0 | $ | 252,087 | \u00a0 | \u00a0 | $ | 200,551 | \u00a0 |
| 5. | Related party transactions |
\u00a0
\nIn the normal course of business, the Company enters into related party transactions with certain entities under common control and joint ventures as detailed below.
\n\u00a0
\nRIKI Ventures, LLC
\n\u00a0
\nThe Company entered into a strategic partnership on December 12, 2022, with RIKI Ventures, LLC in which the Company has a joint venture arrangement with a 50% ownership and voting interest. This venture is held by our craft beverage company Breckenridge. During the year there were no transactions with this entity.
\n\u00a0
\n \n \nCannfections Group Inc. (\u201cCannfections\u201d)
\n\u00a0
\nThe Company previously had\u00a0a joint venture arrangement with a 50% ownership and voting interest in Cannfections through the Company's subsidiary, High Park Farms, LTD. (\"High Park Farms\"). During the year ended May 31, 2023, the Company terminated the Supply Agreement with Cannfections and did\u00a0not continue transacting with them. During the year ended May 31, 2024, the Company wrote off its investment in Cannfections and no longer is a party of the joint venture, see Note 28\u00a0(Commitments and contingencies). During the year ended May 31, 2024, 2023 and 2022, co-manufacturing fees on edible cannabis products were $1,377, and $2,560 respectively and were recorded within cannabis costs of goods sold in the statements of loss and comprehensive loss. While historically Cannfections was considered a related party, as of May 31, 2024, Cannfections\u00a0is no longer\u00a0defined as a related party.\u00a0On April 5, 2024, High Park Farms voluntarily commenced bankruptcy proceedings to ensure the orderly liquidation of its assets and liabilities.
\n "}]},{"name":"rpt:f-956","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2022-12-13T00:00:00","xbrl:entity":"cik:0001731348","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"tlry:JointVentureWithRikiVenturesLlcMember"},"factValues":[{"value":"0.50","decimals":1}]},{"name":"rpt:f-957","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"tlry:FluentAndCannfectionsMember"},"factValues":[{"value":"0.50","decimals":1}]},{"name":"rpt:f-958","factDimensions":{"xbrl:concept":"us-gaap:ManufacturingCosts","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"tlry:EdibleCannabisProductsMember","us-gaap:RelatedPartyTransactionsByRelatedPartyAxis":"tlry:FluentAndCannfectionsMember"},"factValues":[{"value":"1377000","decimals":-3}]},{"name":"rpt:f-959","factDimensions":{"xbrl:concept":"us-gaap:ManufacturingCosts","xbrl:period":"2021-06-01T00:00:00/2022-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","srt:ProductOrServiceAxis":"tlry:EdibleCannabisProductsMember","us-gaap:RelatedPartyTransactionsByRelatedPartyAxis":"tlry:FluentAndCannfectionsMember"},"factValues":[{"value":"2560000","decimals":-4}]},{"name":"rpt:f-960","factDimensions":{"xbrl:concept":"us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 6. | Capital assets |
\u00a0
\nCapital asset consisted of the following:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Land | \u00a0 | $ | 45,577 | \u00a0 | \u00a0 | $ | 30,635 | \u00a0 |
| Production facility | \u00a0 | \u00a0 | 369,630 | \u00a0 | \u00a0 | \u00a0 | 344,627 | \u00a0 |
| Equipment | \u00a0 | \u00a0 | 258,532 | \u00a0 | \u00a0 | \u00a0 | 185,422 | \u00a0 |
| Leasehold improvement | \u00a0 | \u00a0 | 19,377 | \u00a0 | \u00a0 | \u00a0 | 7,753 | \u00a0 |
| Finance lease, right-of-use assets | \u00a0 | \u00a0 | 43,993 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Construction in progress | \u00a0 | \u00a0 | 10,713 | \u00a0 | \u00a0 | \u00a0 | 8,048 | \u00a0 |
| \u00a0 | \u00a0 | $ | 747,822 | \u00a0 | \u00a0 | $ | 576,485 | \u00a0 |
| Less: accumulated amortization | \u00a0 | \u00a0 | (189,575 | ) | \u00a0 | \u00a0 | (146,818 | ) |
| Total | \u00a0 | $ | 558,247 | \u00a0 | \u00a0 | $ | 429,667 | \u00a0 |
\u00a0
\nThe Company performs\u00a0ongoing\u00a0assessments whenever events or changes in circumstances indicate that the carrying amount of an\u00a0asset group may not be recoverable. During the year ended May 31, 2024, there were no indicators that an asset group was not recoverable and as a result there\u00a0were \u00a0impairments\u00a0during the year ended May 31, 2024. During the year ended\u00a0 May 31, 2023, the Company recorded of\u00a0\u00a0$81,500\u00a0on its production facility in Canada and $22,500\u00a0on its equipment.
\n\u00a0
\nAssets held for sale\u00a0consisted of the following:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Land | \u00a0 | $ | 954 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Production facility | \u00a0 | \u00a0 | 24,682 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Equipment | \u00a0 | \u00a0 | 6,438 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| \u00a0 | \u00a0 | $ | 32,074 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
\u00a0
\n \n \nOn\u00a0 June 22, 2023,\u00a0the Company acquired HEXO\u00a0and recognized the Kirkland lake property as held for sale on the acquisition date, see Note 9\u00a0(Business combinations). The property was sold during the fiscal year ended\u00a0 May 31, 2024.
\n\u00a0
\nDuring the year ended May 31, 2024,\u00a0the Company classified the following assets from its Cannabis reporting segment, which includes\u00a0its\u00a0Quebec cultivation facility, the Fort Collins warehouse facility, and Broken Coast's former\u00a0Duncan cultivation facility\u00a0as held for sale. Through the assessment of facility capacity utilization, it was determined that these facilities would be exited and held for sale.\u00a0It is expected that the sale of these assets\u00a0will be completed within\u00a0twelve\u00a0months from the period they were classified as held for sale.
\n\u00a0
\n "}]},{"name":"rpt:f-961","factDimensions":{"xbrl:concept":"us-gaap:PropertyPlantAndEquipmentTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Land | \u00a0 | $ | 45,577 | \u00a0 | \u00a0 | $ | 30,635 | \u00a0 |
| Production facility | \u00a0 | \u00a0 | 369,630 | \u00a0 | \u00a0 | \u00a0 | 344,627 | \u00a0 |
| Equipment | \u00a0 | \u00a0 | 258,532 | \u00a0 | \u00a0 | \u00a0 | 185,422 | \u00a0 |
| Leasehold improvement | \u00a0 | \u00a0 | 19,377 | \u00a0 | \u00a0 | \u00a0 | 7,753 | \u00a0 |
| Finance lease, right-of-use assets | \u00a0 | \u00a0 | 43,993 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Construction in progress | \u00a0 | \u00a0 | 10,713 | \u00a0 | \u00a0 | \u00a0 | 8,048 | \u00a0 |
| \u00a0 | \u00a0 | $ | 747,822 | \u00a0 | \u00a0 | $ | 576,485 | \u00a0 |
| Less: accumulated amortization | \u00a0 | \u00a0 | (189,575 | ) | \u00a0 | \u00a0 | (146,818 | ) |
| Total | \u00a0 | $ | 558,247 | \u00a0 | \u00a0 | $ | 429,667 | \u00a0 |
| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Land | \u00a0 | $ | 954 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Production facility | \u00a0 | \u00a0 | 24,682 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Equipment | \u00a0 | \u00a0 | 6,438 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| \u00a0 | \u00a0 | $ | 32,074 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| 7. | Leases |
\u00a0
\nThe Company has operating leases for facilities, office spaces, production equipment and vehicles.
\n\u00a0
\nLeases have varying terms with remaining lease terms of up to approximately 20 years. Certain of our lease arrangements provide us with the option to extend or to terminate the lease early.
\n\u00a0
\nThe table below presents the lease-related assets and liabilities recorded on the balance sheet.
\n\u00a0
\n \n| \u00a0 | \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | Classification on Balance Sheet | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Finance lease, right-of-use assets | Capital assets | \u00a0 | $ | 43,993 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Operating lease, right-of-use assets | Operating lease, right-of-use assets | \u00a0 | \u00a0 | 16,101 | \u00a0 | \u00a0 | \u00a0 | 5,941 | \u00a0 |
| Total right-of-use asset | \u00a0 | $ | 60,094 | \u00a0 | \u00a0 | $ | 5,941 | \u00a0 | |
| Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current portion of finance lease liabilities |
| \u00a0 | $ | 1,092 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Current portion of operating lease liabilities |
| \u00a0 | \u00a0 | 3,999 | \u00a0 | \u00a0 | \u00a0 | 2,423 | \u00a0 |
| Non-current: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Finance lease liabilities |
| \u00a0 | \u00a0 | 43,948 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Operating lease liabilities |
| \u00a0 | \u00a0 | 16,474 | \u00a0 | \u00a0 | \u00a0 | 7,936 | \u00a0 |
| Total lease liabilities | \u00a0 | $ | 65,513 | \u00a0 | \u00a0 | $ | 10,359 | \u00a0 |
\u00a0
\n \n \nFor the year ended May 31, 2024 the Company had $4,582 of operating lease expenses which included an offset of $738 for sublease income compared to $3,140 and $662 respectively for the year ended May 31, 2023.\u00a0
\n\u00a0
\nThe following table presents the future undiscounted payments associated with lease liabilities as of May 31, 2024:
\n\u00a0
\n \n| \u00a0 | \u00a0 | Operating | \u00a0 | \u00a0 | Finance | \u00a0 | ||
| \u00a0 | \u00a0 | leases | \u00a0 | \u00a0 | leases | \u00a0 | ||
| 2025 | \u00a0 | $ | 5,821 | \u00a0 | \u00a0 | $ | 4,036 | \u00a0 |
| 2026 | \u00a0 | \u00a0 | 5,540 | \u00a0 | \u00a0 | \u00a0 | 4,036 | \u00a0 |
| 2027 | \u00a0 | \u00a0 | 4,893 | \u00a0 | \u00a0 | \u00a0 | 4,036 | \u00a0 |
| 2028 | \u00a0 | \u00a0 | 3,997 | \u00a0 | \u00a0 | \u00a0 | 4,036 | \u00a0 |
| Thereafter | \u00a0 | \u00a0 | 6,101 | \u00a0 | \u00a0 | \u00a0 | 79,993 | \u00a0 |
| Total minimum lease payments | \u00a0 | $ | 26,352 | \u00a0 | \u00a0 | $ | 96,137 | \u00a0 |
| Imputed interest | \u00a0 | \u00a0 | (5,879 | ) | \u00a0 | \u00a0 | (51,097 | ) |
| Obligations recognized | \u00a0 | $ | 20,473 | \u00a0 | \u00a0 | $ | 45,040 | \u00a0 |
\u00a0
\n "}]},{"name":"rpt:f-992","factDimensions":{"xbrl:concept":"tlry:LesseeRemainingLeaseTerm","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P20Y"}]},{"name":"rpt:f-993","factDimensions":{"xbrl:concept":"tlry:LeaseRelatedAssetsAndLiabilitiesTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | Classification on Balance Sheet | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Finance lease, right-of-use assets | Capital assets | \u00a0 | $ | 43,993 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Operating lease, right-of-use assets | Operating lease, right-of-use assets | \u00a0 | \u00a0 | 16,101 | \u00a0 | \u00a0 | \u00a0 | 5,941 | \u00a0 |
| Total right-of-use asset | \u00a0 | $ | 60,094 | \u00a0 | \u00a0 | $ | 5,941 | \u00a0 | |
| Liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current portion of finance lease liabilities |
| \u00a0 | $ | 1,092 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Current portion of operating lease liabilities |
| \u00a0 | \u00a0 | 3,999 | \u00a0 | \u00a0 | \u00a0 | 2,423 | \u00a0 |
| Non-current: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Finance lease liabilities |
| \u00a0 | \u00a0 | 43,948 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Operating lease liabilities |
| \u00a0 | \u00a0 | 16,474 | \u00a0 | \u00a0 | \u00a0 | 7,936 | \u00a0 |
| Total lease liabilities | \u00a0 | $ | 65,513 | \u00a0 | \u00a0 | $ | 10,359 | \u00a0 |
| \u00a0 | \u00a0 | Operating | \u00a0 | \u00a0 | Finance | \u00a0 | ||
| \u00a0 | \u00a0 | leases | \u00a0 | \u00a0 | leases | \u00a0 | ||
| 2025 | \u00a0 | $ | 5,821 | \u00a0 | \u00a0 | $ | 4,036 | \u00a0 |
| 2026 | \u00a0 | \u00a0 | 5,540 | \u00a0 | \u00a0 | \u00a0 | 4,036 | \u00a0 |
| 2027 | \u00a0 | \u00a0 | 4,893 | \u00a0 | \u00a0 | \u00a0 | 4,036 | \u00a0 |
| 2028 | \u00a0 | \u00a0 | 3,997 | \u00a0 | \u00a0 | \u00a0 | 4,036 | \u00a0 |
| Thereafter | \u00a0 | \u00a0 | 6,101 | \u00a0 | \u00a0 | \u00a0 | 79,993 | \u00a0 |
| Total minimum lease payments | \u00a0 | $ | 26,352 | \u00a0 | \u00a0 | $ | 96,137 | \u00a0 |
| Imputed interest | \u00a0 | \u00a0 | (5,879 | ) | \u00a0 | \u00a0 | (51,097 | ) |
| Obligations recognized | \u00a0 | $ | 20,473 | \u00a0 | \u00a0 | $ | 45,040 | \u00a0 |
| 8. | Intangible assets |
\u00a0
\nIntangible assets are comprised of the following items
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Customer relationships & distribution channel | \u00a0 | $ | 603,939 | \u00a0 | \u00a0 | $ | 614,062 | \u00a0 |
| Licenses, permits & applications | \u00a0 | \u00a0 | 368,057 | \u00a0 | \u00a0 | \u00a0 | 366,793 | \u00a0 |
| Non-compete agreements | \u00a0 | \u00a0 | 12,403 | \u00a0 | \u00a0 | \u00a0 | 12,394 | \u00a0 |
| Intellectual property, trademarks, knowhow & brands | \u00a0 | \u00a0 | 608,672 | \u00a0 | \u00a0 | \u00a0 | 583,468 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | 1,593,071 | \u00a0 | \u00a0 | $ | 1,576,717 | \u00a0 |
| Less: accumulated amortization | \u00a0 | \u00a0 | (261,758 | ) | \u00a0 | \u00a0 | (187,088 | ) |
| Less: impairments | \u00a0 | \u00a0 | (415,844 | ) | \u00a0 | \u00a0 | (415,844 | ) |
| Total | \u00a0 | $ | 915,469 | \u00a0 | \u00a0 | $ | 973,785 | \u00a0 |
\u00a0
\nThe Company performed the annual impairment test during the fourth quarter ended May 31, 2024, and determined there were\u00a0no impairments to indefinite-lived intangible assets during the year ended May 31, 2024.\u00a0A reasonably possible change in any of the inputs within the determination of fair value would not result in a material change to this determination of no\u00a0impairment expense recognized during the year ended May 31, 2024.\u00a0
\n\u00a0
\nIn the\u00a0year\u00a0ended May 31, 2023, the Company recorded of\u00a0$110,000\u00a0of its customer relationships & distribution channel, $55,000\u00a0of its licenses, permits & applications, which were considered indefinite-lived intangible assets and $40,000\u00a0of its intellectual property, trademarks, knowhow & brands as a result of the decline in market share in its Canadian cannabis business with certain product lines and customers.\u00a0In calculating the\u00a02023\u00a0impairment amount, using an income approach, the Company\u00a0used a discount rate of\u00a013.50%, increased from\u00a011.21% used in the\u00a0 May 31, 2022\u00a0annual assessment, a terminal growth rate of\u00a02%-5% consistent with the rate used in the\u00a0 May 31, 2022\u00a0annual assessment, and an average revenue growth rate of\u00a00%-40% over\u00a05\u00a0years to correlate with the cash flows anticipated with the individual intangible assets that were assessed, while these assets have\u00a0not\u00a0been assessed individually in the past the associated cash flows were included in the\u00a0 May 31, 2022\u00a0goodwill annual assessment which used an average growth rate of\u00a046%.\u00a0A reasonably possible change in any of the inputs within the determination of fair value would\u00a0not\u00a0result in a material change to the impairment recorded.
\n\u00a0
\nDuring the year ended May 31, 2022, there were\u00a0impairments of $110,033\u00a0on\u00a0licenses, permits and applications and $85,471\u00a0on\u00a0intellectual property, trademarks, knowhow & brands.\u00a0
\n\u00a0
\nAs of May 31, 2024, included in licenses, permits & applications is $182,851 of indefinite-lived intangible assets. As of\u00a0 May 31, 2023, there was $181,093 of indefinite-lived intangible assets included in Licenses, permits & applications.
\n\u00a0
\n \n \nEstimated amortization expense for each of the five succeeding fiscal years and thereafter is as follows:
\n\u00a0
\n \n| \u00a0 | \u00a0 | Amortization | \u00a0 | |
| 2025 | \u00a0 | $ | 75,988 | \u00a0 |
| 2026 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| 2027 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| 2028 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| 2029 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| Thereafter | \u00a0 | \u00a0 | 352,678 | \u00a0 |
| Total | \u00a0 | $ | 732,618 | \u00a0 |
\u00a0
\n "}]},{"name":"rpt:f-1032","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfFiniteLivedIntangibleAssetsTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Customer relationships & distribution channel | \u00a0 | $ | 603,939 | \u00a0 | \u00a0 | $ | 614,062 | \u00a0 |
| Licenses, permits & applications | \u00a0 | \u00a0 | 368,057 | \u00a0 | \u00a0 | \u00a0 | 366,793 | \u00a0 |
| Non-compete agreements | \u00a0 | \u00a0 | 12,403 | \u00a0 | \u00a0 | \u00a0 | 12,394 | \u00a0 |
| Intellectual property, trademarks, knowhow & brands | \u00a0 | \u00a0 | 608,672 | \u00a0 | \u00a0 | \u00a0 | 583,468 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | 1,593,071 | \u00a0 | \u00a0 | $ | 1,576,717 | \u00a0 |
| Less: accumulated amortization | \u00a0 | \u00a0 | (261,758 | ) | \u00a0 | \u00a0 | (187,088 | ) |
| Less: impairments | \u00a0 | \u00a0 | (415,844 | ) | \u00a0 | \u00a0 | (415,844 | ) |
| Total | \u00a0 | $ | 915,469 | \u00a0 | \u00a0 | $ | 973,785 | \u00a0 |
| \u00a0 | \u00a0 | Amortization | \u00a0 | |
| 2025 | \u00a0 | $ | 75,988 | \u00a0 |
| 2026 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| 2027 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| 2028 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| 2029 | \u00a0 | \u00a0 | 75,988 | \u00a0 |
| Thereafter | \u00a0 | \u00a0 | 352,678 | \u00a0 |
| Total | \u00a0 | $ | 732,618 | \u00a0 |
\u00a0
\n| 9. | Business Acquisitions |
\u00a0
\nAcquisition of\u00a0Montauk Brewing Company, Inc.
\n\u00a0
\nOn\u00a0\u00a0\u00a0 November 7, 2022,\u00a0Tilray acquired Montauk Brewing Company, Inc. (\u201cMontauk\u201d), a leading craft brewer based in Montauk, New York, which expanded our distribution network with a strong brand in the tri-state region of the U.S.\u00a0In consideration for the acquisition of Montauk, and after giving effect to post-closing adjustments, the Company paid an aggregate purchase price equal to\u00a0$35,123, which was comprised\u00a0of $\u00a028,701\u00a0in cash and\u00a0the remainder through\u00a0the issuance of\u00a01,708,521\u00a0shares of Tilray's common stock (having a value of $6,422\u00a0at closing). In the event that Montauk\u00a0achieves certain volume and/or EBITDA targets on or before\u00a0\u00a0 December 31, 2025,\u00a0the stockholders of Montauk shall be eligible to receive additional contingent\u00a0cash consideration of up to $18,000. The Company determined that the closing date fair\u00a0value\u00a0of this contingent consideration was $10,245\u00a0based on the inputs disclosed in Note 29\u00a0(Financial risk management and financial instruments).\u00a0
\n\u00a0
\nThe table below summarizes the fair value of the assets acquired and liabilities assumed at the acquisition date:\u00a0
\n\u00a0
\n \n| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash | \u00a0 | $ | 28,701 | \u00a0 |
| Shares | \u00a0 | \u00a0 | 6,422 | \u00a0 |
| Contingent consideration | \u00a0 | \u00a0 | 10,245 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 1,983 | \u00a0 |
| Accounts receivable | \u00a0 | \u00a0 | 1,116 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 467 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 1,570 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Capital assets | \u00a0 | \u00a0 | 420 | \u00a0 |
| Customer relationships (15 years) | \u00a0 | \u00a0 | 18,540 | \u00a0 |
| Intellectual property, trademarks & brands (15 years) | \u00a0 | \u00a0 | 13,650 | \u00a0 |
| Goodwill | \u00a0 | \u00a0 | 17,803 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 55,549 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 1,580 | \u00a0 |
| Long-term liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Deferred tax liability | \u00a0 | \u00a0 | 4,851 | \u00a0 |
| Other liabilities | \u00a0 | \u00a0 | 3,750 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 10,181 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 45,368 | \u00a0 |
\u00a0
\n \n \nIn the event that the Montauk acquisition had occurred on\u00a0 June 1, 2022,\u00a0the Company would have had additional net\u00a0revenue of approximately and $12,100 for the year ended\u00a0 May 31,\u00a02024 and 2023\u00a0respectively, and its consolidated net loss and comprehensive net loss would have increased by approximately\u00a0 and $1,100\u00a0for the\u00a0year\u00a0ended\u00a0 May 31,\u00a02024 and 2023,\u00a0respectively, primarily as a result of amortization of the intangible assets acquired. This unaudited pro forma financial information does\u00a0not\u00a0reflect the realization of any expected ongoing synergies relating to the integration of Montauk.
\n\u00a0
\nAcquisition of HEXO Corp.
\n\u00a0
\nOn\u00a0 June 22, 2023,\u00a0Tilray acquired\u00a0HEXO, a cannabis\u00a0company in Canada (the \u201cHEXO Acquisition\u201d) for the purpose of expanding the Company\u2019s revenue base, production capabilities around certain form factors and growth opportunities with the Redecan brand. In consideration for the HEXO Acquisition, the Company paid a total purchase price equivalent of $93,882, which\u00a0consisted of stock consideration of\u00a0$63,927, settlement of convertible notes receivable of $28,720, the fair value of HEXO stock-based compensation of $1,188\u00a0and the assumption of warrants with exercise prices that are out-of-the-money. In connection with the HEXO Acquisition, each outstanding HEXO common share was exchanged for\u00a00.4352\u00a0of a share of Tilray common stock and each outstanding HEXO preferred share was\u00a0exchanged for\u00a00.7805\u00a0of a share of Tilray common stock. In the aggregate, the Company issued\u00a039,705,962\u00a0shares of Tilray common stock, at a share price of $1.61\u00a0per share,\u00a0in connection with the HEXO Acquisition.\u00a0The Company intends to sell HEXO's\u00a0Kirkland lake property and the Quebec cultivation facility, and has recorded the value of the associated capital assets as\u00a0assets held for sale, see Note 6\u00a0(Capital assets).
\n\u00a0
\nThe table below summarizes the fair value of the assets acquired and liabilities assumed at the acquisition date:
\n\u00a0
\n \n| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Shares | \u00a0 | $ | 63,927 | \u00a0 |
| Settlement of convertible notes receivable | \u00a0 | \u00a0 | 28,720 | \u00a0 |
| Warrants assumed | \u00a0 | \u00a0 | 47 | \u00a0 |
| Estimated fair value of HEXO stock-based compensation | \u00a0 | \u00a0 | 1,188 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 14,634 | \u00a0 |
| Restricted cash | \u00a0 | \u00a0 | 1,656 | \u00a0 |
| Accounts receivable | \u00a0 | \u00a0 | 7,855 | \u00a0 |
| Asset held for sale | \u00a0 | \u00a0 | 755 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 2,709 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 24,122 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Prepaid expenses | \u00a0 | \u00a0 | 8,384 | \u00a0 |
| Capital assets | \u00a0 | \u00a0 | 70,634 | \u00a0 |
| Intellectual property, trademarks & brands (15 years) | \u00a0 | \u00a0 | 4,505 | \u00a0 |
| Interest in equity investee | \u00a0 | \u00a0 | 3,145 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 138,399 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 44,517 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 44,517 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 93,882 | \u00a0 |
\u00a0
\n \n \nIncluded in accounts payable and accrued liabilities was\u00a0$12,253\u00a0of litigation settlement accruals as of\u00a0 June 22, 2023.\u00a0
\n\u00a0
\nIn the event the HEXO Acquisition had occurred on\u00a0 June 1, 2022,\u00a0the Company would have had, on an unaudited proforma basis,\u00a0additional net\u00a0revenue of approximately\u00a0$7,000\u00a0for the year ended May 31, 2024\u00a0and $78,000 for the year ended May 31, 2023, and its net loss and comprehensive net loss would have increased by approximately $1,800\u00a0for the year ended May 31, 2024,\u00a0and\u00a0$199,000 for the year ended May 31, 2023,\u00a0respectively. This unaudited pro forma financial information does\u00a0not\u00a0reflect the realization of any expected ongoing synergies relating to the integration of HEXO.
\n\u00a0
\nAcquisition of\u00a0Truss Beverage Co.
\n\u00a0
\nOn\u00a0 August 3, 2023,\u00a0Tilray acquired the remaining\u00a057.5% equity interest in Truss Beverage Co. (\"Truss\"), a cannabis beverage company, from Molson Coors Canada (\"Molson\").\u00a0 This purchase represents the equity portion of Truss that had\u00a0not\u00a0been previously acquired as part of the HEXO Acquisition. The consideration paid by Tilray consisted of\u00a0$74\u00a0() in cash and\u00a0contingent consideration fair valued at $4,181. During the year ended May 31, 2024,\u00a0the contingent consideration liability was settled\u00a0in exchange for a final payment equal to $760\u00a0with the resultant gain of $3,683\u00a0recorded in change in fair value of contingent consideration, offset by $262\u00a0of foreign exchange. Tilray initially planned to divest Truss' assets and\u00a0recorded the value of the associated capital assets and lease obligations as an asset held for sale. During the quarter\u00a0ended\u00a0 November 30, 2023,\u00a0due to a change in circumstance in the Company's ability to sell these assets, they\u00a0were subsequently reclassified as capital assets as the Company has made alternative plans for their utilization. The Company subsequently shifted production of Truss beverages to one of our existing facilities to maximize existing capacity utilization rates\u00a0.The asset was\u00a0then remeasured at the lower of its carrying amount before being classified as held for sale less the amortization that would have occurred and the fair value on the date the decision\u00a0not\u00a0to proceed with a sale was made. Changes in the carrying amount were\u00a0recorded in the consolidated statement of net loss and comprehensive loss\u00a0as amortization in cost of goods sold.\u00a0During the quarter ended May 31, 2024, the Company sold Truss Beverage Co. to a third party but the Company continues to retain liability for all of Truss's pre-closing contingent obligations.
\n\u00a0
\nThe table below summarizes the fair value of the assets acquired and the liabilities assumed at the acquisition date:
\n\u00a0
\n \n| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash consideration | \u00a0 | $ | 74 | \u00a0 |
| Investment in equity investees | \u00a0 | \u00a0 | 3,145 | \u00a0 |
| Contingent consideration | \u00a0 | \u00a0 | 4,181 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 6,739 | \u00a0 |
| Accounts receivable | \u00a0 | \u00a0 | 1,038 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 78 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 2,573 | \u00a0 |
| Asset held for sale | \u00a0 | \u00a0 | 2,960 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Intangible assets | \u00a0 | \u00a0 | 296 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 13,684 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 5,408 | \u00a0 |
| Other liabilities | \u00a0 | \u00a0 | 876 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 6,284 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 7,400 | \u00a0 |
\u00a0
\n \n \nIn the event that the Truss acquisition had occurred on\u00a0 June 1, 2022\u00a0the Company would have had, on an unaudited proforma basis, additional net\u00a0revenue of approximately $3,000\u00a0for the year ended May 31, 2024, and $16,100 for the year ended May 31, 2023, and its consolidated net loss and comprehensive net loss would have increased by approximately $700\u00a0for the year ended May 31, 2024, and\u00a0$48,800 for the year ended May 31, 2023.\u00a0
\n\u00a0
\nAcquisition of Craft\u00a0Beverage\u00a0Business Portfolio
\n\u00a0
\nOn\u00a0 September 29, 2023,\u00a0Tilray acquired a portfolio of craft brands, assets and businesses comprising\u00a0\u00a0beer and beverage brands from Anheuser-Busch Companies, LLC, (\"AB\") including breweries and brewpubs associated with them (the \u201cCraft\u00a0Acquisition\u201d). The acquired businesses/brands\u00a0include\u00a0Shock Top,\u00a0Breckenridge Brewery,\u00a0Blue Point Brewing Company,\u00a010\u00a0Barrel Brewing Company,\u00a0Redhook Brewery, Widmer Brothers Brewing,\u00a0Square Mile Cider Company, and HiBall Energy. The Company paid a total purchase price equivalent of $83,658\u00a0in cash, net of a preliminary working capital adjustment at closing of $1,342, which was\u00a0subject to a final working capital adjustment. As described in Note\u00a016\u00a0(Long-term debt),\u00a0$20,000\u00a0was borrowed under the ABC Group Delayed Draw Term Loan Agreement to fund part of the purchase price paid for the Craft\u00a0Acquisition.\u00a0
\n\u00a0
\nThe Company is in the process of assessing the fair value of the net assets acquired and, as a result, the fair value\u00a0 may\u00a0be subject to adjustments pending completion of final valuations and post-closing adjustments.\u00a0The table below summarizes the preliminary estimated fair value of the assets acquired and the liabilities assumed for the Craft Acquisition at the effective acquisition date\u00a0as follows:\u00a0
\n\u00a0
\n \n| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash consideration | \u00a0 | $ | 83,658 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 77 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 21,493 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 573 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Capital assets | \u00a0 | \u00a0 | 76,114 | \u00a0 |
| Finance lease, right-of-use assets | \u00a0 | \u00a0 | 45,496 | \u00a0 |
| Operating lease, right-of-use assets | \u00a0 | \u00a0 | 7,677 | \u00a0 |
| Other assets | \u00a0 | \u00a0 | 108 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 151,538 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 14,706 | \u00a0 |
| Current portion of finance lease liabilities | \u00a0 | \u00a0 | 1,031 | \u00a0 |
| Current portion of operating lease liabilities | \u00a0 | \u00a0 | 1,408 | \u00a0 |
| Long - term liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Finance lease liabilities | \u00a0 | \u00a0 | 44,465 | \u00a0 |
| Operating lease liabilities | \u00a0 | \u00a0 | 6,270 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 67,880 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 83,658 | \u00a0 |
\u00a0
\nIn the event that the Craft\u00a0Acquisition had occurred on\u00a0 June 1, 2022,\u00a0the Company would have had, on an unaudited proforma basis, additional revenue of approximately\u00a0$55,000\u00a0for the year ended May 31, 2024, and $155,000 for the year ended May 31, 2023, and its net loss and comprehensive net loss would have increased by approximately\u00a0$5,000\u00a0for the year ended May 31, 2024, and\u00a0$2,400 for the year ended May 31, 2023. This unaudited pro forma financial information does\u00a0not\u00a0reflect the realization of any expected ongoing synergies relating to the integration of the Craft\u00a0Acquisition.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-1073","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationConsiderationTransferred1","xbrl:period":"2022-11-07T00:00:00/2022-11-08T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:AcquisitionOfMontaukBrewingCompanyIncMember"},"factValues":[{"value":"35123000","decimals":-3}]},{"name":"rpt:f-1074","factDimensions":{"xbrl:concept":"us-gaap:PaymentsToAcquireBusinessesGross","xbrl:period":"2022-11-07T00:00:00/2022-11-08T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:AcquisitionOfMontaukBrewingCompanyIncMember"},"factValues":[{"value":"28701000","decimals":-3}]},{"name":"rpt:f-1075","factDimensions":{"xbrl:concept":"us-gaap:BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued","xbrl:period":"2022-11-07T00:00:00/2022-11-08T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:BusinessAcquisitionAxis":"tlry:AcquisitionOfMontaukBrewingCompanyIncMember","us-gaap:StatementClassOfStockAxis":"tlry:CommonClass2Member"},"factValues":[{"value":"1708521"}]},{"name":"rpt:f-1076","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable","xbrl:period":"2022-11-07T00:00:00/2022-11-08T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:AcquisitionOfMontaukBrewingCompanyIncMember","us-gaap:StatementClassOfStockAxis":"tlry:CommonClass2Member"},"factValues":[{"value":"6422000","decimals":-3}]},{"name":"rpt:f-1077","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh","xbrl:period":"2022-11-08T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:AcquisitionOfMontaukBrewingCompanyIncMember"},"factValues":[{"value":"18000000","decimals":-6}]},{"name":"rpt:f-1078","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationContingentConsiderationLiability","xbrl:period":"2022-11-08T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:AcquisitionOfMontaukBrewingCompanyIncMember"},"factValues":[{"value":"10245000","decimals":-3}]},{"name":"rpt:f-1079","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash | \u00a0 | $ | 28,701 | \u00a0 |
| Shares | \u00a0 | \u00a0 | 6,422 | \u00a0 |
| Contingent consideration | \u00a0 | \u00a0 | 10,245 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 1,983 | \u00a0 |
| Accounts receivable | \u00a0 | \u00a0 | 1,116 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 467 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 1,570 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Capital assets | \u00a0 | \u00a0 | 420 | \u00a0 |
| Customer relationships (15 years) | \u00a0 | \u00a0 | 18,540 | \u00a0 |
| Intellectual property, trademarks & brands (15 years) | \u00a0 | \u00a0 | 13,650 | \u00a0 |
| Goodwill | \u00a0 | \u00a0 | 17,803 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 55,549 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 1,580 | \u00a0 |
| Long-term liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Deferred tax liability | \u00a0 | \u00a0 | 4,851 | \u00a0 |
| Other liabilities | \u00a0 | \u00a0 | 3,750 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 10,181 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 45,368 | \u00a0 |
| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Shares | \u00a0 | $ | 63,927 | \u00a0 |
| Settlement of convertible notes receivable | \u00a0 | \u00a0 | 28,720 | \u00a0 |
| Warrants assumed | \u00a0 | \u00a0 | 47 | \u00a0 |
| Estimated fair value of HEXO stock-based compensation | \u00a0 | \u00a0 | 1,188 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 14,634 | \u00a0 |
| Restricted cash | \u00a0 | \u00a0 | 1,656 | \u00a0 |
| Accounts receivable | \u00a0 | \u00a0 | 7,855 | \u00a0 |
| Asset held for sale | \u00a0 | \u00a0 | 755 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 2,709 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 24,122 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Prepaid expenses | \u00a0 | \u00a0 | 8,384 | \u00a0 |
| Capital assets | \u00a0 | \u00a0 | 70,634 | \u00a0 |
| Intellectual property, trademarks & brands (15 years) | \u00a0 | \u00a0 | 4,505 | \u00a0 |
| Interest in equity investee | \u00a0 | \u00a0 | 3,145 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 138,399 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 44,517 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 44,517 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 93,882 | \u00a0 |
| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash consideration | \u00a0 | $ | 74 | \u00a0 |
| Investment in equity investees | \u00a0 | \u00a0 | 3,145 | \u00a0 |
| Contingent consideration | \u00a0 | \u00a0 | 4,181 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 6,739 | \u00a0 |
| Accounts receivable | \u00a0 | \u00a0 | 1,038 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 78 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 2,573 | \u00a0 |
| Asset held for sale | \u00a0 | \u00a0 | 2,960 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Intangible assets | \u00a0 | \u00a0 | 296 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 13,684 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 5,408 | \u00a0 |
| Other liabilities | \u00a0 | \u00a0 | 876 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 6,284 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 7,400 | \u00a0 |
| \u00a0 | \u00a0 | Amount | \u00a0 | |
| Consideration | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash consideration | \u00a0 | $ | 83,658 | \u00a0 |
| Net assets acquired | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Current assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | \u00a0 | 77 | \u00a0 |
| Inventory | \u00a0 | \u00a0 | 21,493 | \u00a0 |
| Prepaids and other current assets | \u00a0 | \u00a0 | 573 | \u00a0 |
| Long-term assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Capital assets | \u00a0 | \u00a0 | 76,114 | \u00a0 |
| Finance lease, right-of-use assets | \u00a0 | \u00a0 | 45,496 | \u00a0 |
| Operating lease, right-of-use assets | \u00a0 | \u00a0 | 7,677 | \u00a0 |
| Other assets | \u00a0 | \u00a0 | 108 | \u00a0 |
| Total assets | \u00a0 | \u00a0 | 151,538 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Accounts payable and accrued liabilities | \u00a0 | \u00a0 | 14,706 | \u00a0 |
| Current portion of finance lease liabilities | \u00a0 | \u00a0 | 1,031 | \u00a0 |
| Current portion of operating lease liabilities | \u00a0 | \u00a0 | 1,408 | \u00a0 |
| Long - term liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Finance lease liabilities | \u00a0 | \u00a0 | 44,465 | \u00a0 |
| Operating lease liabilities | \u00a0 | \u00a0 | 6,270 | \u00a0 |
| Total liabilities | \u00a0 | \u00a0 | 67,880 | \u00a0 |
| Total net assets acquired | \u00a0 | $ | 83,658 | \u00a0 |
| 10. | Goodwill |
\u00a0
\nThe following table shows the carrying amount of goodwill:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| Reporting Unit | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Cannabis | \u00a0 | $ | 2,640,669 | \u00a0 | \u00a0 | $ | 2,640,669 | \u00a0 |
| Distribution | \u00a0 | \u00a0 | 4,458 | \u00a0 | \u00a0 | \u00a0 | 4,458 | \u00a0 |
| Beverage alcohol | \u00a0 | \u00a0 | 120,802 | \u00a0 | \u00a0 | \u00a0 | 120,802 | \u00a0 |
| Wellness | \u00a0 | \u00a0 | 77,470 | \u00a0 | \u00a0 | \u00a0 | 77,470 | \u00a0 |
| Effect of foreign exchange | \u00a0 | \u00a0 | 7,916 | \u00a0 | \u00a0 | \u00a0 | 7,875 | \u00a0 |
| Impairments | \u00a0 | \u00a0 | (842,431 | ) | \u00a0 | \u00a0 | (842,431 | ) |
| Total | \u00a0 | $ | 2,008,884 | \u00a0 | \u00a0 | $ | 2,008,843 | \u00a0 |
\u00a0
\nThe Company performed the annual impairment test during the fourth quarter ended May 31, 2024, and determined\u00a0that it is more likely than\u00a0not,\u00a0that the fair value of our reporting units was greater than their carrying amounts and thus impairment expense was recognized. A reasonably possible change in any of the inputs within the determination of fair value would\u00a0not\u00a0result in a material change to this determination of no\u00a0impairment expense recognized during the year ended May 31, 2024.\u00a0
\n\u00a0
\nFor the year ended May 31, 2023, the Company recognized the non-cash impairment charges of\u00a0$603,500\u00a0of cannabis goodwill and\u00a0$15,000\u00a0of wellness goodwill. This impairment charge was related to the increased borrowing rates and the decline of the company\u2019s market capitalization. The non-cash charge had\u00a0no\u00a0impact on the Company\u2019s compliance with debt covenants, its cash flows or available liquidity. In the Company's cannabis goodwill assessment the Company\u00a0used a discount rate of\u00a013.50%, increased from\u00a011.21% used in the\u00a0 May 31, 2022\u00a0annual assessment, a terminal growth rate of\u00a05% consistent with the rate used in the\u00a0\u00a0 May 31, 2022\u00a0annual assessment, and an average revenue growth rate of\u00a040% over\u00a05\u00a0years as a result of anticipated federal legalization in various countries, decreased from\u00a046% used in the\u00a0\u00a0 May 31, 2022\u00a0annual assessment. A\u00a01%\u00a0increase in the discount rate would result in an additional $300,000\u00a0in impairment, a\u00a01%\u00a0decrease in the terminal growth rate would result in an additional $250,000\u00a0in impairment and a\u00a05%\u00a0decrease in the average growth rate would result in an additional $200,000\u00a0in impairment. In the Company's wellness\u00a0goodwill assessment the Company\u00a0used a discount rate of\u00a011.80%, increased from\u00a010% used in the\u00a0\u00a0 May 31, 2022\u00a0annual assessment, a terminal growth rate of\u00a03% consistent with the rate used in the\u00a0 May 31, 2022\u00a0annual assessment, and an average revenue growth rate of\u00a010% over\u00a05\u00a0years, consistent with the rate\u00a0used in the\u00a0\u00a0 May 31, 2022\u00a0annual assessment. A\u00a01%\u00a0increase in the discount rate would result in an additional $14,000\u00a0in impairment, a\u00a01%\u00a0decrease in the terminal growth rate would result in an additional $10,000\u00a0in impairment and a\u00a05%\u00a0decrease in the average growth rate would result in an additional $5,000\u00a0in impairment.
\n\u00a0
\nFor the year ended\u00a0 May 31, 2022,\u00a0the Company recognized impairment charges of $182,736\u00a0in cannabis goodwill. This impairment charge was related to changes in market opportunities, causing a shift in our strategic priorities, and market conditions inclusive of higher rates of borrowing and lower foreign exchange rates.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-1178","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfGoodwillTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| Reporting Unit | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Cannabis | \u00a0 | $ | 2,640,669 | \u00a0 | \u00a0 | $ | 2,640,669 | \u00a0 |
| Distribution | \u00a0 | \u00a0 | 4,458 | \u00a0 | \u00a0 | \u00a0 | 4,458 | \u00a0 |
| Beverage alcohol | \u00a0 | \u00a0 | 120,802 | \u00a0 | \u00a0 | \u00a0 | 120,802 | \u00a0 |
| Wellness | \u00a0 | \u00a0 | 77,470 | \u00a0 | \u00a0 | \u00a0 | 77,470 | \u00a0 |
| Effect of foreign exchange | \u00a0 | \u00a0 | 7,916 | \u00a0 | \u00a0 | \u00a0 | 7,875 | \u00a0 |
| Impairments | \u00a0 | \u00a0 | (842,431 | ) | \u00a0 | \u00a0 | (842,431 | ) |
| Total | \u00a0 | $ | 2,008,884 | \u00a0 | \u00a0 | $ | 2,008,843 | \u00a0 |
| 11. | Convertible notes receivable |
\u00a0
\nConvertible notes receivable is comprised of the following investments:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| HEXO Convertible Note | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 28,720 | \u00a0 |
| MedMen Convertible Note | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | 74,681 | \u00a0 |
| Total convertible notes receivable | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | 103,401 | \u00a0 |
| Deduct - current portion | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Total convertible notes receivable, non current portion | \u00a0 | $ | 32,000 | \u00a0 | \u00a0 | $ | 103,401 | \u00a0 |
\u00a0
\n\u00a0
\nHEXO Convertible Note
\n\u00a0
\nOn\u00a0 June\u00a022,\u00a02023,\u00a0the Company completed the HEXO Acquisition as described in Note 9\u00a0(Business acquisitions). Concurrently with the closing of the HEXO Acquisition, the HEXO convertible note was converted into shares of HEXO.
\n\u00a0
\nMedMen Convertible Note
\n\u00a0
\nOn\u00a0 August 31, 2021,\u00a0the Company issued\u00a09,817,061\u00a0shares valued at $117,804\u00a0to acquire\u00a068% interest in Superhero Acquisition L.P. (\u201cSH Acquisition\u201d), which purchased a senior secured convertible note issued by MedMen (the \"MedMen Convertible Note\"), together with certain associated warrants to acquire Class B subordinate voting shares of MedMen, in the principal amount of $165,799. The MedMen Convertible Note bears interest at the Secured Overnight Financing Rate (\"SOFR\") plus\u00a06%, with a SOFR floor of\u00a02.5% with any accrued interest being added to the outstanding principal amount. The outstanding principal amount, together with accrued interest\u00a0is to be paid on\u00a0 August 17, 2028,\u00a0the\u00a0maturity date of the MedMen Convertible Note. SH Acquisition was also granted \u201ctop-up\u201d rights enabling it (and its limited partners) to maintain its percentage ownership (on an \u201cas-converted\u201d basis) in the event that MedMen issues equity securities.\u00a0SH Acquisition\u2019s ability to convert the MedMen Convertible Note\u00a0and exercise the Warrants is dependent upon U.S. federal legalization of cannabis or Tilray\u2019s waiver of such requirement as well as any additional regulatory approvals.\u00a0
\n\u00a0
\nDuring the year ended May 31, 2024,\u00a0the Company recognized an other-than-temporary change in fair value, which resulted in a non-cash expense of $42,681. The\u00a0MedMen Convertible Note was valued based upon the fair value of the\u00a0collateral assets net of disposal costs and has been reduced to reflect recent events, including the appointment of a chief restructuring officer on\u00a0 January 23, 2024, filing for insolvency protection\u00a0in Canada and in California and pending asset sales.\u00a0In the prior year, the Company used the\u00a0Black-Scholes model using the following assumptions: the risk-free rate of\u00a0\u00a0expected life of the convertible note; volatility of\u00a070% based on comparable companies; forfeiture rate of\u00a0\u00a0dividend yield of\u00a0\u00a0probability of legalization between\u00a00% and\u00a0\u00a0and, the exercise price of the respective conversion feature.\u00a0
\n\u00a0
\nThe Company\u00a0did\u00a0not\u00a0derive any revenue or cash from MedMen's operations, and fully complies with all limitations imposed by applicable U.S. law and regulations in connection with its ownership of the MedMen Convertible Note.\u00a0In addition, the Company did\u00a0\u00a0recognize any\u00a0interest income on the MedMen Convertible Note\u00a0for the year ended May 31, 2024, which would have\u00a0increased\u00a0its value.\u00a0
\n\u00a0
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-1214","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfAccountsNotesLoansAndFinancingReceivableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| HEXO Convertible Note | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 28,720 | \u00a0 |
| MedMen Convertible Note | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | 74,681 | \u00a0 |
| Total convertible notes receivable | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | 103,401 | \u00a0 |
| Deduct - current portion | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Total convertible notes receivable, non current portion | \u00a0 | $ | 32,000 | \u00a0 | \u00a0 | $ | 103,401 | \u00a0 |
| 12. | Long-term investments |
\u00a0
\nLong-term investments are comprised of the following items:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Equity investments measured at fair value | \u00a0 | $ | 2,359 | \u00a0 | \u00a0 | $ | 2,144 | \u00a0 |
| Equity investments under measurement alternative | \u00a0 | \u00a0 | 5,500 | \u00a0 | \u00a0 | \u00a0 | 5,651 | \u00a0 |
| Total | \u00a0 | $ | 7,859 | \u00a0 | \u00a0 | $ | 7,795 | \u00a0 |
\u00a0
\nThe Company\u2019s equity investments at fair value consist of publicly traded shares, equity interest in non-traded companies and warrants held by the Company. The Company\u2019s equity investments under measurement alternative include equity investments without readily determinable fair values. For the year ended May 31, 2024 the Company received proceeds of on the sale of investments (2023- 2022-) and recognized $217 in unrealized losses due to the change in fair value of investments (2023-$2,366\u00a02022-$6,731), the remaining change in long-term investments is a result of currency translation recognized in other comprehensive income.
\n "}]},{"name":"rpt:f-1235","factDimensions":{"xbrl:concept":"us-gaap:TradingSecuritiesAndCertainTradingAssetsTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Equity investments measured at fair value | \u00a0 | $ | 2,359 | \u00a0 | \u00a0 | $ | 2,144 | \u00a0 |
| Equity investments under measurement alternative | \u00a0 | \u00a0 | 5,500 | \u00a0 | \u00a0 | \u00a0 | 5,651 | \u00a0 |
| Total | \u00a0 | $ | 7,859 | \u00a0 | \u00a0 | $ | 7,795 | \u00a0 |
| 13. | Income taxes and deferred income taxes |
\u00a0
\nLoss before income taxes includes the following components:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| United States | \u00a0 | $ | (126,735 | ) | \u00a0 | $ | (506,984 | ) | \u00a0 | $ | (233,697 | ) |
| Canada | \u00a0 | \u00a0 | (106,822 | ) | \u00a0 | \u00a0 | (912,717 | ) | \u00a0 | \u00a0 | (81,772 | ) |
| Other countries | \u00a0 | \u00a0 | (15,463 | ) | \u00a0 | \u00a0 | (30,480 | ) | \u00a0 | \u00a0 | (125,205 | ) |
| \u00a0 | \u00a0 | $ | (249,020 | ) | \u00a0 | $ | (1,450,181 | ) | \u00a0 | $ | (440,674 | ) |
\u00a0
\nThe (recoveries) expense for income taxes consists of:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Current: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| United States | \u00a0 | $ | 497 | \u00a0 | \u00a0 | $ | 226 | \u00a0 | \u00a0 | $ | 262 | \u00a0 |
| Canada | \u00a0 | \u00a0 | 10,819 | \u00a0 | \u00a0 | \u00a0 | 26,290 | \u00a0 | \u00a0 | \u00a0 | 23,268 | \u00a0 |
| Other countries | \u00a0 | \u00a0 | 940 | \u00a0 | \u00a0 | \u00a0 | (62 | ) | \u00a0 | \u00a0 | 479 | \u00a0 |
| \u00a0 | \u00a0 | $ | 12,256 | \u00a0 | \u00a0 | $ | 26,454 | \u00a0 | \u00a0 | $ | 24,009 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Deferred: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| United States | \u00a0 | $ | (723 | ) | \u00a0 | $ | (4,055 | ) | \u00a0 | $ | 520 | \u00a0 |
| Canada | \u00a0 | \u00a0 | (33,422 | ) | \u00a0 | \u00a0 | (24,364 | ) | \u00a0 | \u00a0 | (17,154 | ) |
| Other countries | \u00a0 | \u00a0 | (4,727 | ) | \u00a0 | \u00a0 | (5,216 | ) | \u00a0 | \u00a0 | (13,917 | ) |
| \u00a0 | \u00a0 | $ | (38,872 | ) | \u00a0 | $ | (33,635 | ) | \u00a0 | $ | (30,551 | ) |
| Income tax benefits, net | \u00a0 | $ | (26,616 | ) | \u00a0 | $ | (7,181 | ) | \u00a0 | $ | (6,542 | ) |
\u00a0
\n \n \nA reconciliation of income taxes at the statutory rate with the reported taxes is as follows:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Loss before net income taxes: | \u00a0 | $ | (249,020 | ) | \u00a0 | $ | (1,450,181 | ) | \u00a0 | $ | (440,674 | ) |
| Income tax benefits at statutory rate | \u00a0 | \u00a0 | (51,325 | ) | \u00a0 | \u00a0 | (304,538 | ) | \u00a0 | \u00a0 | (92,542 | ) |
| Tax impact of foreign operations | \u00a0 | \u00a0 | (5,661 | ) | \u00a0 | \u00a0 | (25,857 | ) | \u00a0 | \u00a0 | 81,316 | \u00a0 |
| Foreign exchange and other | \u00a0 | \u00a0 | 1,959 | \u00a0 | \u00a0 | \u00a0 | 13,434 | \u00a0 | \u00a0 | \u00a0 | 14,941 | \u00a0 |
| Non-deductible expenses | \u00a0 | \u00a0 | 6,147 | \u00a0 | \u00a0 | \u00a0 | 3,982 | \u00a0 | \u00a0 | \u00a0 | 6,404 | \u00a0 |
| Non-deductible (taxable) losses | \u00a0 | \u00a0 | (682 | ) | \u00a0 | \u00a0 | 23,150 | \u00a0 | \u00a0 | \u00a0 | 748 | \u00a0 |
| Changes in enacted rates | \u00a0 | \u00a0 | 2,394 | \u00a0 | \u00a0 | \u00a0 | (816 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Change in fair value of warrant liability | \u00a0 | \u00a0 | 302 | \u00a0 | \u00a0 | \u00a0 | (2,612 | ) | \u00a0 | \u00a0 | (13,359 | ) |
| Stock based and other compensation | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 994 | \u00a0 |
| Change in valuation allowance | \u00a0 | \u00a0 | 20,250 | \u00a0 | \u00a0 | \u00a0 | 285,698 | \u00a0 | \u00a0 | \u00a0 | 17,255 | \u00a0 |
| Impact on convertible debenture and other differences | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 378 | \u00a0 | \u00a0 | \u00a0 | (22,299 | ) |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Income tax benefits, net | \u00a0 | $ | (26,616 | ) | \u00a0 | $ | (7,181 | ) | \u00a0 | $ | (6,542 | ) |
\u00a0
\nThe following table summarizes the components of deferred tax:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Deferred assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Operating loss carryforwards - United States | \u00a0 | $ | 104,377 | \u00a0 | \u00a0 | $ | 85,259 | \u00a0 |
| Operating loss carryforwards - Canada | \u00a0 | \u00a0 | 366,720 | \u00a0 | \u00a0 | \u00a0 | 145,111 | \u00a0 |
| Operating loss carryforwards - Other Countries | \u00a0 | \u00a0 | 18,518 | \u00a0 | \u00a0 | \u00a0 | 18,787 | \u00a0 |
| Capital loss carryforwards | \u00a0 | \u00a0 | 34,355 | \u00a0 | \u00a0 | \u00a0 | 34,355 | \u00a0 |
| Intangible assets | \u00a0 | \u00a0 | 229,953 | \u00a0 | \u00a0 | \u00a0 | 244,227 | \u00a0 |
| Property and equipment | \u00a0 | \u00a0 | 34,578 | \u00a0 | \u00a0 | \u00a0 | 46,400 | \u00a0 |
| Currently nondeductible interest | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 2,812 | \u00a0 |
| Investments and convertible notes receivable | \u00a0 | \u00a0 | 45,685 | \u00a0 | \u00a0 | \u00a0 | 66,718 | \u00a0 |
| Investment tax credits and related pool balance | \u00a0 | \u00a0 | 23,132 | \u00a0 | \u00a0 | \u00a0 | 22,054 | \u00a0 |
| Other | \u00a0 | \u00a0 | 46,151 | \u00a0 | \u00a0 | \u00a0 | 50,074 | \u00a0 |
| Total Deferred tax assets | \u00a0 | \u00a0 | 903,469 | \u00a0 | \u00a0 | \u00a0 | 715,797 | \u00a0 |
| Less valuation allowance | \u00a0 | \u00a0 | (789,839 | ) | \u00a0 | \u00a0 | (625,368 | ) |
| Net deferred tax assets | \u00a0 | \u00a0 | 113,630 | \u00a0 | \u00a0 | \u00a0 | 90,429 | \u00a0 |
| Deferred tax liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Property and equipment | \u00a0 | \u00a0 | (18,814 | ) | \u00a0 | \u00a0 | (18,129 | ) |
| Intangible assets | \u00a0 | \u00a0 | (218,020 | ) | \u00a0 | \u00a0 | (225,460 | ) |
| Convertible Senior Notes Due 2023 | \u00a0 | \u00a0 | (2,229 | ) | \u00a0 | \u00a0 | (14,204 | ) |
| Other Deferred Items | \u00a0 | \u00a0 | (5,437 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Total deferred tax liabilities | \u00a0 | \u00a0 | (244,500 | ) | \u00a0 | \u00a0 | (257,793 | ) |
| Net deferred tax liability | \u00a0 | $ | (130,870 | ) | \u00a0 | $ | (167,364 | ) |
\u00a0
\n \n \nThe Tax Cuts and Jobs Act (2017 Tax Act) was enacted on December 22, 2017 and reduced the U.S. statutory federal corporate tax rate from 35% to 21%. The Tax Act also contains additional provisions that are effective for the company in 2018, including a new tax on Global Intangible Low-Taxed Income (\u201cGILTI\u201d). Under GAAP, there is an accounting policy choice to either (i) treat taxes due on future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred (the \"period cost method\"); or (ii) factor in such amounts into the measurement of our deferred taxes (the \"deferred method\"). The Company has made a policy decision to record GILTI tax as a current-period expense when incurred.
\n\u00a0
\nDeferred income taxes have not been recorded on the basis differences for investments in consolidated subsidiaries as these basis differences are indefinitely reinvested or will reverse in a non-taxable manner.\u00a0Quantification of the deferred income tax liability, if any, associated with indefinitely reinvested basis differences is not practicable.\u00a0\u00a0Deferred income taxes have been recorded on the basis differences for investments in nonconsolidated entities.\u00a0\u00a0
\n\u00a0
\nAt May 31, 2024, the Company had United States net operating loss carry-forwards of approximately $497,033\u00a0that can be carried forward indefinitely and generally limited in annual use to 80% of the current year taxable income starting 2021. The Company has Canadian net operating loss carry-forwards of approximately $662,839 that can be carried forward 20 years and begin to expire in 2028. Management believes that it is more-likely-than-not that the benefit from certain United States and foreign net operating loss carry-forwards will not be realized. In recognition of this risk, the Company has provided a valuation allowance on the deferred tax assets relating to these carry-forwards. The net change in the total valuation allowance was an increase of $164,471\u00a0and $271,297\u00a0for the years ended May 31, 2024 and 2023, respectively. The net change in the total valuation allowance was primarily a result of finalization of the purchase accounting related to the reverse acquisition transaction with Aphria Inc. during the prior year and certain current year losses.
\n\u00a0
\nThe Company recognizes the financial statement impact of a tax position only after determining that the relevant tax authority would more-likely-than-not sustain the position following an audit. For tax positions meeting the more-likely-than-not threshold, the amount recognized in the financial statements is the largest impact that has a greater than fifty percent likelihood of being realized upon ultimate settlement with the relevant tax authority.
\n\u00a0
\nThe total amount of gross unrecognized tax benefits (\u201cGUTB\u201d) was and \u00a0as of May 31, 2024, 2023 and 2022 respectively. There is a reasonable possibility that the Company\u2019s unrecognized tax benefits will change within twelve months due to audit settlements or the expiration of statute of limitations, but the Company does not expect the change to be material to the financial statements.
\n\u00a0
\nThe Company recognizes interest and, if applicable, penalties for any uncertain tax positions. Interest and penalties are recorded as a component of income tax expenses. In the years ended May 31, 2024, 2023 and 2022, the Company recorded approximately \u00a0and respectively, of interest and penalty expenses related to uncertain tax positions. As of May 31, 2024, and\u00a02023, the Company had a cumulative balance of accrued interest and penalties on unrecognized tax positions of \u00a0and respectively.
\n\u00a0
\nThe Company and its subsidiaries are subject to United States federal income tax as well as the income tax of multiple state and foreign jurisdictions. Major jurisdictions where there are wholly owned subsidiaries of Tilray Brands, Inc. which require income tax filings include the Canada, Portugal, Germany, and Australia. The earliest periods open for review by local taxing authorities are fiscal years for Canada, \u00a0for Portugal, \u00a0for Germany, \u00a0for Australia, and \u00a0for United States.\u00a0
\n "}]},{"name":"rpt:f-1246","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| United States | \u00a0 | $ | (126,735 | ) | \u00a0 | $ | (506,984 | ) | \u00a0 | $ | (233,697 | ) |
| Canada | \u00a0 | \u00a0 | (106,822 | ) | \u00a0 | \u00a0 | (912,717 | ) | \u00a0 | \u00a0 | (81,772 | ) |
| Other countries | \u00a0 | \u00a0 | (15,463 | ) | \u00a0 | \u00a0 | (30,480 | ) | \u00a0 | \u00a0 | (125,205 | ) |
| \u00a0 | \u00a0 | $ | (249,020 | ) | \u00a0 | $ | (1,450,181 | ) | \u00a0 | $ | (440,674 | ) |
| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Current: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| United States | \u00a0 | $ | 497 | \u00a0 | \u00a0 | $ | 226 | \u00a0 | \u00a0 | $ | 262 | \u00a0 |
| Canada | \u00a0 | \u00a0 | 10,819 | \u00a0 | \u00a0 | \u00a0 | 26,290 | \u00a0 | \u00a0 | \u00a0 | 23,268 | \u00a0 |
| Other countries | \u00a0 | \u00a0 | 940 | \u00a0 | \u00a0 | \u00a0 | (62 | ) | \u00a0 | \u00a0 | 479 | \u00a0 |
| \u00a0 | \u00a0 | $ | 12,256 | \u00a0 | \u00a0 | $ | 26,454 | \u00a0 | \u00a0 | $ | 24,009 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Deferred: | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| United States | \u00a0 | $ | (723 | ) | \u00a0 | $ | (4,055 | ) | \u00a0 | $ | 520 | \u00a0 |
| Canada | \u00a0 | \u00a0 | (33,422 | ) | \u00a0 | \u00a0 | (24,364 | ) | \u00a0 | \u00a0 | (17,154 | ) |
| Other countries | \u00a0 | \u00a0 | (4,727 | ) | \u00a0 | \u00a0 | (5,216 | ) | \u00a0 | \u00a0 | (13,917 | ) |
| \u00a0 | \u00a0 | $ | (38,872 | ) | \u00a0 | $ | (33,635 | ) | \u00a0 | $ | (30,551 | ) |
| Income tax benefits, net | \u00a0 | $ | (26,616 | ) | \u00a0 | $ | (7,181 | ) | \u00a0 | $ | (6,542 | ) |
| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Loss before net income taxes: | \u00a0 | $ | (249,020 | ) | \u00a0 | $ | (1,450,181 | ) | \u00a0 | $ | (440,674 | ) |
| Income tax benefits at statutory rate | \u00a0 | \u00a0 | (51,325 | ) | \u00a0 | \u00a0 | (304,538 | ) | \u00a0 | \u00a0 | (92,542 | ) |
| Tax impact of foreign operations | \u00a0 | \u00a0 | (5,661 | ) | \u00a0 | \u00a0 | (25,857 | ) | \u00a0 | \u00a0 | 81,316 | \u00a0 |
| Foreign exchange and other | \u00a0 | \u00a0 | 1,959 | \u00a0 | \u00a0 | \u00a0 | 13,434 | \u00a0 | \u00a0 | \u00a0 | 14,941 | \u00a0 |
| Non-deductible expenses | \u00a0 | \u00a0 | 6,147 | \u00a0 | \u00a0 | \u00a0 | 3,982 | \u00a0 | \u00a0 | \u00a0 | 6,404 | \u00a0 |
| Non-deductible (taxable) losses | \u00a0 | \u00a0 | (682 | ) | \u00a0 | \u00a0 | 23,150 | \u00a0 | \u00a0 | \u00a0 | 748 | \u00a0 |
| Changes in enacted rates | \u00a0 | \u00a0 | 2,394 | \u00a0 | \u00a0 | \u00a0 | (816 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Change in fair value of warrant liability | \u00a0 | \u00a0 | 302 | \u00a0 | \u00a0 | \u00a0 | (2,612 | ) | \u00a0 | \u00a0 | (13,359 | ) |
| Stock based and other compensation | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 994 | \u00a0 |
| Change in valuation allowance | \u00a0 | \u00a0 | 20,250 | \u00a0 | \u00a0 | \u00a0 | 285,698 | \u00a0 | \u00a0 | \u00a0 | 17,255 | \u00a0 |
| Impact on convertible debenture and other differences | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 378 | \u00a0 | \u00a0 | \u00a0 | (22,299 | ) |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Income tax benefits, net | \u00a0 | $ | (26,616 | ) | \u00a0 | $ | (7,181 | ) | \u00a0 | $ | (6,542 | ) |
| \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Deferred assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Operating loss carryforwards - United States | \u00a0 | $ | 104,377 | \u00a0 | \u00a0 | $ | 85,259 | \u00a0 |
| Operating loss carryforwards - Canada | \u00a0 | \u00a0 | 366,720 | \u00a0 | \u00a0 | \u00a0 | 145,111 | \u00a0 |
| Operating loss carryforwards - Other Countries | \u00a0 | \u00a0 | 18,518 | \u00a0 | \u00a0 | \u00a0 | 18,787 | \u00a0 |
| Capital loss carryforwards | \u00a0 | \u00a0 | 34,355 | \u00a0 | \u00a0 | \u00a0 | 34,355 | \u00a0 |
| Intangible assets | \u00a0 | \u00a0 | 229,953 | \u00a0 | \u00a0 | \u00a0 | 244,227 | \u00a0 |
| Property and equipment | \u00a0 | \u00a0 | 34,578 | \u00a0 | \u00a0 | \u00a0 | 46,400 | \u00a0 |
| Currently nondeductible interest | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 2,812 | \u00a0 |
| Investments and convertible notes receivable | \u00a0 | \u00a0 | 45,685 | \u00a0 | \u00a0 | \u00a0 | 66,718 | \u00a0 |
| Investment tax credits and related pool balance | \u00a0 | \u00a0 | 23,132 | \u00a0 | \u00a0 | \u00a0 | 22,054 | \u00a0 |
| Other | \u00a0 | \u00a0 | 46,151 | \u00a0 | \u00a0 | \u00a0 | 50,074 | \u00a0 |
| Total Deferred tax assets | \u00a0 | \u00a0 | 903,469 | \u00a0 | \u00a0 | \u00a0 | 715,797 | \u00a0 |
| Less valuation allowance | \u00a0 | \u00a0 | (789,839 | ) | \u00a0 | \u00a0 | (625,368 | ) |
| Net deferred tax assets | \u00a0 | \u00a0 | 113,630 | \u00a0 | \u00a0 | \u00a0 | 90,429 | \u00a0 |
| Deferred tax liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Property and equipment | \u00a0 | \u00a0 | (18,814 | ) | \u00a0 | \u00a0 | (18,129 | ) |
| Intangible assets | \u00a0 | \u00a0 | (218,020 | ) | \u00a0 | \u00a0 | (225,460 | ) |
| Convertible Senior Notes Due 2023 | \u00a0 | \u00a0 | (2,229 | ) | \u00a0 | \u00a0 | (14,204 | ) |
| Other Deferred Items | \u00a0 | \u00a0 | (5,437 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Total deferred tax liabilities | \u00a0 | \u00a0 | (244,500 | ) | \u00a0 | \u00a0 | (257,793 | ) |
| Net deferred tax liability | \u00a0 | $ | (130,870 | ) | \u00a0 | $ | (167,364 | ) |
| 14. | Bank indebtedness |
\u00a0
\nAphria Inc., a subsidiary of the Company,\u00a0has an operating line of credit in the amount of\u00a0\u00a0which bears interest at the lender\u2019s prime rate plus\u00a075\u00a0basis points. As of\u00a0 May 31, 2024, the Company has\u00a0\u00a0drawn on the line of credit. The operating line of credit is secured by a security interest on certain real property located\u00a0at\u00a0265\u00a0Talbot St. West, Leamington, Ontario.
\n\u00a0
\nCC Pharma GmbH, a subsidiary of the Company, has\u00a0\u00a0operating lines of credit for\u00a0\u00a0and\u00a0\u00a0each, which bear interest at\u00a0Euro Short-Term Rate (\"ESTR\") plus\u00a02.50% and Euro Interbank Offered Rate (\"EURIBOR\") plus\u00a04.00%, respectively. As of\u00a0 May 31, 2024, a total of\u00a0\u00a0($8,033) was drawn down from the available credit of\u00a0\u00a0The operating line\u00a0of credit for\u00a0\u00a0is secured by an interest in the inventory of CC Pharma GmbH as well as\u00a0the Densborn facility and underlying real property. The operating line of credit for\u00a0\u00a0is unsecured.
\n\u00a0
\n \n \nAmerican Beverage Crafts Group Inc. (\"ABC Group\"), formerly known as\u00a0Four Twenty Corporation, a subsidiary of the Company, has a revolving credit facility of $30,000, which bears interest at SOFR plus an applicable margin. As of\u00a0 May 31, 2024, the Company has drawn $10,000\u00a0on the revolving line of credit. The revolving credit facility is secured by ABC Group's assets and includes a corporate guarantee by a subsidiary of the Company.\u00a0
\n\u00a0
\n "}]},{"name":"rpt:f-1371","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:ShortTermDebtTypeAxis":"us-gaap:LineOfCreditMember","us-gaap:VariableRateAxis":"us-gaap:PrimeRateMember"},"factValues":[{"value":"0.75","decimals":2}]},{"name":"rpt:f-1372","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:ConsolidatedEntitiesAxis":"tlry:CCPharmaGmbHMember","us-gaap:ShortTermDebtTypeAxis":"us-gaap:LineOfCreditMember","us-gaap:VariableRateAxis":"tlry:EuroShorttermRateMember"},"factValues":[{"value":"0.025","decimals":3}]},{"name":"rpt:f-1373","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentBasisSpreadOnVariableRate1","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:ConsolidatedEntitiesAxis":"tlry:CCPharmaGmbHMember","us-gaap:ShortTermDebtTypeAxis":"us-gaap:LineOfCreditMember","us-gaap:VariableRateAxis":"tlry:EuroInterbankOfferedRateMember"},"factValues":[{"value":"0.04","decimals":2}]},{"name":"rpt:f-1374","factDimensions":{"xbrl:concept":"us-gaap:LineOfCredit","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","srt:ConsolidatedEntitiesAxis":"tlry:CCPharmaGmbHMember","us-gaap:ShortTermDebtTypeAxis":"us-gaap:LineOfCreditMember"},"factValues":[{"value":"8033000","decimals":-3}]},{"name":"rpt:f-1375","factDimensions":{"xbrl:concept":"us-gaap:LineOfCreditFacilityMaximumBorrowingCapacity","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","srt:ConsolidatedEntitiesAxis":"tlry:FourTwentyCorporationMember","us-gaap:CreditFacilityAxis":"us-gaap:RevolvingCreditFacilityMember"},"factValues":[{"value":"30000000","decimals":-7}]},{"name":"rpt:f-1376","factDimensions":{"xbrl:concept":"us-gaap:LineOfCredit","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","srt:ConsolidatedEntitiesAxis":"tlry:FourTwentyCorporationMember","us-gaap:CreditFacilityAxis":"us-gaap:RevolvingCreditFacilityMember"},"factValues":[{"value":"10000000","decimals":-7}]},{"name":"rpt:f-1377","factDimensions":{"xbrl:concept":"us-gaap:AccountsPayableAndAccruedLiabilitiesDisclosureTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 15. | \n Accounts payable and accrued liabilities | \n
\u00a0
\nAccounts payable and accrued liabilities comprised of:
\n\u00a0
\n \n| \u00a0 | \n\u00a0 | \n May 31, | \n \u00a0 | \n\u00a0 | \n May 31, | \n \u00a0 | \n||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n||
| Trade payables | \n \u00a0 | \n$ | \n105,392 | \n\u00a0 | \n\u00a0 | \n$ | \n70,819 | \n\u00a0 | \n
| Accrued liabilities | \n \u00a0 | \n\u00a0 | \n92,424 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n48,394 | \n\u00a0 | \n
| Litigation accrual | \n \u00a0 | \n\u00a0 | \n24,378 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n25,000 | \n\u00a0 | \n
| Accrued payroll and employment related taxes | \n \u00a0 | \n\u00a0 | \n6,154 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n18,772 | \n\u00a0 | \n
| Income taxes payable | \n \u00a0 | \n\u00a0 | \n4,092 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n14,934 | \n\u00a0 | \n
| Accrued interest | \n \u00a0 | \n\u00a0 | \n4,217 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n8,102 | \n\u00a0 | \n
| Sales taxes payable | \n \u00a0 | \n\u00a0 | \n5,300 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n4,661 | \n\u00a0 | \n
| Total | \n \u00a0 | \n$ | \n241,957 | \n\u00a0 | \n\u00a0 | \n$ | \n190,682 | \n\u00a0 | \n
\u00a0
\n \n \n "}]},{"name":"rpt:f-1378","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfAccountsPayableAndAccruedLiabilitiesTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \n\u00a0 | \n May 31, | \n \u00a0 | \n\u00a0 | \n May 31, | \n \u00a0 | \n||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n||
| Trade payables | \n \u00a0 | \n$ | \n105,392 | \n\u00a0 | \n\u00a0 | \n$ | \n70,819 | \n\u00a0 | \n
| Accrued liabilities | \n \u00a0 | \n\u00a0 | \n92,424 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n48,394 | \n\u00a0 | \n
| Litigation accrual | \n \u00a0 | \n\u00a0 | \n24,378 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n25,000 | \n\u00a0 | \n
| Accrued payroll and employment related taxes | \n \u00a0 | \n\u00a0 | \n6,154 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n18,772 | \n\u00a0 | \n
| Income taxes payable | \n \u00a0 | \n\u00a0 | \n4,092 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n14,934 | \n\u00a0 | \n
| Accrued interest | \n \u00a0 | \n\u00a0 | \n4,217 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n8,102 | \n\u00a0 | \n
| Sales taxes payable | \n \u00a0 | \n\u00a0 | \n5,300 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n4,661 | \n\u00a0 | \n
| Total | \n \u00a0 | \n$ | \n241,957 | \n\u00a0 | \n\u00a0 | \n$ | \n190,682 | \n\u00a0 | \n
| 16. | Long-term debt |
\u00a0
\nThe following table sets forth the net carrying amount of long-term debt instruments:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Credit facility - C$ - Canadian prime interest rate plus an applicable margin, -year term, with a -year amortization, repayable in blended monthly payments, due in | \u00a0 | $ | 39,420 | \u00a0 | \u00a0 | $ | 45,260 | \u00a0 |
| Term loan - C$ - Canadian prime plus %, compounded monthly, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 10,212 | \u00a0 | \u00a0 | \u00a0 | 10,959 | \u00a0 |
| Term loan - C$ - Canadian prime plus %, compounded monthly, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 12,422 | \u00a0 | \u00a0 | \u00a0 | 13,092 | \u00a0 |
| Term loan - C$ - Canadian prime plus %, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 263 | \u00a0 | \u00a0 | \u00a0 | 346 | \u00a0 |
| Mortgage payable - C$ - Canadian prime plus %, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 2,089 | \u00a0 | \u00a0 | \u00a0 | 2,104 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 EURIBOR plus %, \u2010year term, repayable in quarterly installments of \u20ac plus interest, due in | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 803 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 at %, \u2010year term, repayable in monthly installments of \u20ac plus interest, due in | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 755 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 at %, \u2010year term, repayable in quarterly installments of \u20ac plus interest, due in | \u00a0 | \u00a0 | 417 | \u00a0 | \u00a0 | \u00a0 | 819 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 at %, \u2010year term, repayable in monthly installments of \u20ac including interest, due in | \u00a0 | \u00a0 | 3,151 | \u00a0 | \u00a0 | \u00a0 | 1,706 | \u00a0 |
| Mortgage payable - $ - EURIBOR rate plus %, -year term, repayable in monthly installments of $ including interest, due in | \u00a0 | \u00a0 | 20,066 | \u00a0 | \u00a0 | \u00a0 | 20,863 | \u00a0 |
| Term loan - $ - SOFR plus an applicable margin, -year term, repayable in quarterly installments of $ to $ due in | \u00a0 | \u00a0 | 86,626 | \u00a0 | \u00a0 | \u00a0 | 65,000 | \u00a0 |
| Carrying amount of long-term debt | \u00a0 | \u00a0 | 174,666 | \u00a0 | \u00a0 | \u00a0 | 161,707 | \u00a0 |
| Unamortized financing fees | \u00a0 | \u00a0 | (808 | ) | \u00a0 | \u00a0 | (738 | ) |
| Net carrying amount | \u00a0 | \u00a0 | 173,858 | \u00a0 | \u00a0 | \u00a0 | 160,969 | \u00a0 |
| Less principal portion included in current liabilities | \u00a0 | \u00a0 | (15,506 | ) | \u00a0 | \u00a0 | (24,080 | ) |
| Total noncurrent portion of long-term debt | \u00a0 | $ | 158,352 | \u00a0 | \u00a0 | $ | 136,889 | \u00a0 |
\u00a0
\nOn\u00a0 November 28, 2022,\u00a0the Company, through its 51% owned subsidiary Aphria Diamond,\u00a0entered into an Amended and Restated Credit Agreement (the \u201cAmended and Restated Credit Agreement\u201d) amending and restating the existing credit facility in the aggregate principal amount of\u00a0 The Amended and Restated Credit Agreement extended the term of the existing credit facility to\u00a0 November 28, 2025.\u00a0The principal amount of loans outstanding at the time of the amendment was\u00a0 and is secured by the property at 620 Country Road 14, Leamington, Ontario, owned by Aphria Diamond and a guarantee from Aphria Inc.
\n\u00a0
\nThe term loan of \u00a0was entered into on July 27, 2018 and is secured by the property at 223, 231, 239, 265, 269, 271 and 275 Talbot Street West, Leamington Ontario, a first position on a general security agreement, and an assignment of fire insurance to the lender.\u00a0
\n\u00a0
\n \n \nThe term loan of \u00a0was entered into on May 9, 2017 and is secured by the property at 265 Talbot Street West, Leamington Ontario, a first position on a general security agreement, and an assignment of fire insurance to the lender.
\n\u00a0
\nThe term loan of and mortgage payable of were entered into on July 22, 2016 and are secured by the property at 265 Talbot Street West, Leamington, Ontario and a first position on a general security agreement.
\n\u00a0
\nThe Company entered into term loans in May\u00a02020\u00a0and June 2023 for and\u00a0\u00a0through wholly owned subsidiary CC Pharma. These term loans are secured against the distribution inventory held by CC Pharma and by\u00a0the land where the facility is located and the building.
\n\u00a0
\nOn December 1, 2021, the Company acquired all the membership interests in Cheese Grits, LLC, a Georgia limited liability company that owns the SweetWater Brewing Company brewery and taproom in Atlanta, Georgia, which facility was previously leased to the Company. Cheese Grits, LLC, was owned by certain former equity holders of SweetWater and current employees. As part of this purchase, the Company through subsidiary Cheese Grits, LLC, acquired the mortgage payable which is secured against the Sweetwater brewery and taproom.
\n\u00a0
\nDuring the year\u00a0ended May 31, 2024, ABC Group, repaid its $100,000\u00a0term loan and entered\u202f into a new secured credit agreement, which is comprised of:\u202f(i) a $70,000\u00a0term loan facility, bearing interest at SOFR plus an applicable margin and having a maturity date of\u00a0 \u00a0(the \"ABC Group Term Loan\"), and (ii) a $20,000\u00a0delayed draw term loan facility, issued on the same terms as the $70,000\u00a0term loan facility (the \"ABC Group Delayed Draw Term Loan\" and, together with the ABC Group Term Loan the \"ABC Group Secured Credit Agreement\"). The ABC Group Term Loan was fully drawn on\u00a0 June 30, 2023.\u00a0The ABC Group Delayed Draw Term Loan was fully drawn on\u00a0 September 29,\u00a02023\u00a0to fund part of the purchase price for the Craft\u00a0Acquisition\u00a0as described in Note 9\u00a0(Business\u00a0acquisitions). Under the terms of the ABC Group Secured Credit Agreement, the Company pledged all of ABC Group and its subsidiaries'\u00a0assets and the related equity interests, and Tilray Brands, Inc. provided a limited guarantee, as well as requiring the lenders approval to transfer assets to Tilray Brands, Inc.\u00a0
\n\u00a0
\nThe Company maintains, certain financial covenants or minimum balances in certain cash operating accounts, as at May 31, 2024, the Company was in compliance with all the long-term debt covenants.
\n\u00a0
\n "}]},{"name":"rpt:f-1396","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfDebtInstrumentsTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| Credit facility - C$ - Canadian prime interest rate plus an applicable margin, -year term, with a -year amortization, repayable in blended monthly payments, due in | \u00a0 | $ | 39,420 | \u00a0 | \u00a0 | $ | 45,260 | \u00a0 |
| Term loan - C$ - Canadian prime plus %, compounded monthly, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 10,212 | \u00a0 | \u00a0 | \u00a0 | 10,959 | \u00a0 |
| Term loan - C$ - Canadian prime plus %, compounded monthly, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 12,422 | \u00a0 | \u00a0 | \u00a0 | 13,092 | \u00a0 |
| Term loan - C$ - Canadian prime plus %, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 263 | \u00a0 | \u00a0 | \u00a0 | 346 | \u00a0 |
| Mortgage payable - C$ - Canadian prime plus %, -year term, with a -year amortization, repayable in equal monthly installments of C$ including interest, due in | \u00a0 | \u00a0 | 2,089 | \u00a0 | \u00a0 | \u00a0 | 2,104 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 EURIBOR plus %, \u2010year term, repayable in quarterly installments of \u20ac plus interest, due in | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 803 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 at %, \u2010year term, repayable in monthly installments of \u20ac plus interest, due in | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 755 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 at %, \u2010year term, repayable in quarterly installments of \u20ac plus interest, due in | \u00a0 | \u00a0 | 417 | \u00a0 | \u00a0 | \u00a0 | 819 | \u00a0 |
| Term loan \u2010 \u20ac \u2010 at %, \u2010year term, repayable in monthly installments of \u20ac including interest, due in | \u00a0 | \u00a0 | 3,151 | \u00a0 | \u00a0 | \u00a0 | 1,706 | \u00a0 |
| Mortgage payable - $ - EURIBOR rate plus %, -year term, repayable in monthly installments of $ including interest, due in | \u00a0 | \u00a0 | 20,066 | \u00a0 | \u00a0 | \u00a0 | 20,863 | \u00a0 |
| Term loan - $ - SOFR plus an applicable margin, -year term, repayable in quarterly installments of $ to $ due in | \u00a0 | \u00a0 | 86,626 | \u00a0 | \u00a0 | \u00a0 | 65,000 | \u00a0 |
| Carrying amount of long-term debt | \u00a0 | \u00a0 | 174,666 | \u00a0 | \u00a0 | \u00a0 | 161,707 | \u00a0 |
| Unamortized financing fees | \u00a0 | \u00a0 | (808 | ) | \u00a0 | \u00a0 | (738 | ) |
| Net carrying amount | \u00a0 | \u00a0 | 173,858 | \u00a0 | \u00a0 | \u00a0 | 160,969 | \u00a0 |
| Less principal portion included in current liabilities | \u00a0 | \u00a0 | (15,506 | ) | \u00a0 | \u00a0 | (24,080 | ) |
| Total noncurrent portion of long-term debt | \u00a0 | $ | 158,352 | \u00a0 | \u00a0 | $ | 136,889 | \u00a0 |
| 17. | Convertible debentures payable |
\u00a0
\nThe following table sets forth the net carrying amount of the convertible debentures:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Convertible Notes (\"TLRY 27\") | \u00a0 | $ | 129,583 | \u00a0 | \u00a0 | $ | 100,476 | \u00a0 |
| HTI Convertible Note | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 47,834 | \u00a0 |
| % Convertible Notes (\"APHA 24\") | \u00a0 | \u00a0 | 330 | \u00a0 | \u00a0 | \u00a0 | 120,568 | \u00a0 |
| % Convertible Notes (\"TLRY 23\") | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 126,544 | \u00a0 |
| Total | \u00a0 | \u00a0 | 129,913 | \u00a0 | \u00a0 | \u00a0 | 395,422 | \u00a0 |
| Deduct - current portion | \u00a0 | \u00a0 | 330 | \u00a0 | \u00a0 | \u00a0 | 174,378 | \u00a0 |
| Total convertible debentures payable, non current portion | \u00a0 | $ | 129,583 | \u00a0 | \u00a0 | $ | 221,044 | \u00a0 |
\u00a0
\n \n \nHTI Convertible Note
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 50,000 | \u00a0 |
| Unamortized discount | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (2,166 | ) |
| Net carrying amount | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 47,834 | \u00a0 |
\u00a0
\nOn\u00a0 July 12, 2022,\u00a0the Company issued a $50,000\u00a0convertible promissory note to HTI (\"HTI Convertible Note\"), bearing a\u00a04% interest rate\u00a0payable on a quarterly basis and having a maturity date of\u00a0 September 1, 2023.\u00a0On\u00a0 August 31, 2023,\u00a0the Company settled in full the HTI Convertible Note through the issuance of shares as described in Note\u00a019\u00a0(Stockholders' equity).\u00a0\u00a0\u00a0\u00a0
\n\u00a0
\nDuring the year ended\u00a0 May 31, 2024, the Company recognized interest expense of $500\u00a0and accretion of amortized discount interest of $2,166. In the years ended May 31, 2023 and 2022 the Company recognized interest expense of $1,778 and accretion of amortized discount interest of $6,889 and respectively.
\n\u00a0
\nTLRY 27
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | 172,500 | \u00a0 | \u00a0 | $ | 150,000 | \u00a0 |
| Unamortized discount | \u00a0 | \u00a0 | (42,917 | ) | \u00a0 | \u00a0 | (49,524 | ) |
| Net carrying amount | \u00a0 | $ | 129,583 | \u00a0 | \u00a0 | $ | 100,476 | \u00a0 |
\u00a0
\nThe TLRY\u00a027\u00a0convertible debentures\u00a0were issued\u00a0on\u00a0 May 30, 2023\u00a0and on\u00a0 June 9, 2023\u00a0by way of overallotment,\u00a0in the principal amount of $172,500\u00a0(the \u201cTLRY\u00a027\u00a0Notes\u201d). The TLRY\u00a027\u00a0Notes\u00a0bear interest at a rate of\u00a05.20% per annum, payable semi-annually in arrears on\u00a0 June 15\u00a0and\u00a0 December 15\u00a0of each year, and mature on\u00a0 June 15, 2027,\u00a0unless earlier converted. The TLRY\u00a027\u00a0Notes are Tilray\u2019s general unsecured obligations and rank senior in right of payment to all of Tilray\u2019s indebtedness that is expressly subordinated in right of payment to the notes; equal in right of payment with any of Tilray\u2019s unsecured indebtedness that is\u00a0not\u00a0so subordinated, including TLRY\u00a023\u00a0and APHA\u00a024,\u00a0effectively junior in right of payment to any of Tilray\u2019s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables but excluding intercompany obligations) of Tilray\u2019s current or future subsidiaries.\u00a0Noteholders will have the right to convert their TLRY\u00a027\u00a0Notes into shares of Tilray\u2019s common stock at their option, at any time, until the close of business on the\u00a0second\u00a0scheduled trading day immediately before\u00a0\u00a0 June 15, 2027.\u00a0The initial conversion rate is\u00a0376.6478\u00a0shares per\u00a0$1,000\u00a0principal amount of TLRY\u00a027\u00a0Notes, which represents a conversion price of approximately\u00a0$2.66\u00a0per share. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events.
\n\u00a0
\nThe TLRY\u00a027\u00a0Notes will be redeemable, in whole and\u00a0not\u00a0in part, at Tilray\u2019s option at any time on or after June 20, 2025\u00a0at a cash redemption price equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, but only if the last reported sale price of Tilray\u2019s common stock exceeds\u00a0130% of the conversion price for a specified period of time. If certain corporate events that constitute a fundamental change occur, then, subject to a limited exception, noteholders\u00a0\u00a0 may\u00a0require\u00a0Tilray\u00a0to repurchase their TLRY\u00a027\u00a0Notes for cash. The repurchase price will be equal to the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the applicable repurchase date. In connection with the Company\u2019s offering of the TLRY\u00a027\u00a0Notes, the Company entered into a share lending agreement with an affiliate of\u00a0Jefferies LLC\u00a0(the \u201cShare Borrower\u201d), pursuant to which it lent\u00a0to the Share Borrower\u00a038,500,000\u00a0shares of the Company\u2019s common stock (the \"Borrowed Shares\"). The Borrowed Shares were newly-issued shares,\u00a0will be held as treasury shares until the expiration or early termination of the share lending agreement\u00a0and\u00a0 may\u00a0be used by purchasers of the TLRY\u00a027\u00a0Notes\u00a0to sell up to\u00a038,500,000\u00a0shares of the Company\u2019s common stock. The fair value of the share lending agreement has been recorded as part of the unamortized discount on the debenture. The Company expects that the selling stockholders will use their position created by such sales to establish their initial hedge with respect to their investments in the TLRY\u00a027\u00a0Notes. The Company did\u00a0not\u00a0receive any proceeds from the sale of the Borrowed Shares.\u00a0
\n\u00a0
\nDuring the year ended\u00a0 May 31, 2024, the Company recognized interest expense of $8,970 and accretion of amortized discount interest of $11,516. For the same periods in the prior year there was\u00a0no\u00a0interest or accretion of amortized discount.
\n\u00a0
\nAs at May 31, 2024, there was $ 172,500 principal outstanding ( May 31,\u00a02023 - $ 150,000).
\n\u00a0\u00a0\u00a0
\n \n \nAPHA 24
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | 350,000 | \u00a0 | \u00a0 | $ | 350,000 | \u00a0 |
| Debt settlement | \u00a0 | \u00a0 | (349,670 | ) | \u00a0 | \u00a0 | (213,260 | ) |
| Fair value adjustment | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (16,172 | ) |
| Net carrying amount | \u00a0 | $ | 330 | \u00a0 | \u00a0 | $ | 120,568 | \u00a0 |
\u00a0
\nThe APHA\u00a024\u00a0convertible debentures, were entered into in\u00a0 April 2019,\u00a0in the principal amount of $350,000, bear\u00a0interest at a rate of\u00a05.25% per annum, payable semi-annually in arrears on\u00a0 June 1\u00a0and\u00a0 December 1\u00a0of each year, and mature\u00a0on\u00a0 June 1, 2024,\u00a0unless earlier converted (the APHA\u00a024\u00a0Notes\"). The APHA\u00a024\u00a0Notes\u00a0are Tilray\u2019s general unsecured obligations and rank senior in right of payment to all of Tilray\u2019s indebtedness that is expressly subordinated in right of payment to the notes; equal in right of payment with any of Tilray\u2019s unsecured indebtedness that is\u00a0not\u00a0so subordinated, including TLRY\u00a027\u00a0effectively junior in right of payment to any of Tilray\u2019s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables but excluding intercompany obligations) of Tilray\u2019s current or future subsidiaries.\u00a0
\n\u00a0
\nHolders of the APHA\u00a024\u00a0Notes\u00a0 may\u00a0convert all or any portion of such note, in multiples of\u00a0$1\u00a0principal amount, at their option at any time between\u00a0 December 1, 2023\u00a0to the maturity date of\u00a0 June 1, 2024.\u00a0The initial conversion which the Company\u00a0 may\u00a0settle in cash, or common shares of Tilray, or a combination thereof, at Tilray's election,\u00a0is equivalent to an initial conversion price of approximately $11.20\u00a0per common share, subject to adjustments in certain events.\u00a0
\n\u00a0
\nThe Company\u00a0 may\u00a0redeem for cash all or part of the APHA\u00a024,\u00a0at its option, if the last reported sale price of the Company\u2019s common shares has been at least\u00a0130% of the conversion price then in effect for at least\u00a020\u00a0trading days during any\u00a030\u00a0consecutive trading day period ending on and including trading day immediately preceding the date on which the Company provides notice of redemption. The redemption of the APHA\u00a024\u00a0will be equal to\u00a0100% of the principal amount plus accrued and unpaid interest to, but excluding, the redemption date.
\n\u00a0
\nThe Company elected the fair value option under ASC\u00a0825\u00a0Financial Instruments\u00a0for the APHA\u00a024.\u00a0The APHA\u00a024\u00a0was initially recognized at fair value on the balance sheet. All subsequent changes in fair value, excluding the impact of the change in fair value related to instrument-specific credit risk are recorded in non-operating income. The changes in fair value related to instrument-specific credit risk is recorded through other comprehensive income (loss).
\n\u00a0
\nDuring the\u00a0year ended\u00a0 May 31, 2024,\u00a0the Company exchanged the\u00a0aggregate\u00a0principal of\u00a0$136,410 of APHA\u00a024\u00a0Notes for cancellation by issuing 73,484,147\u00a0shares.\u00a0
\n\u00a0
\nThe overall change in fair value of APHA\u00a024\u00a0during year ended\u00a0 May 31, 2024\u00a0decreased by $16,172, this was comprised of $19,735 of fair value changes and a foreign exchange loss of $3,563.\u00a0
\n\u00a0
\nThere was $330 principal outstanding as at\u00a0\u00a0 May 31, 2024\u00a0compared to\u00a0$136,740\u00a0as at\u00a0\u00a0 May 31, 2023. The remaining principal outstanding balance has been paid off in cash upon maturity.
\n\u00a0
\nDuring the\u00a0year ended\u00a0 May 31, 2024, the Company recognized interest expense of $5,803 ($13,610 and $13,600\u00a0for the periods ended May 31, 2023 and May 31, 2022 respectively).\u00a0
\n\u00a0
\n \n \nTLRY 23
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 277,856 | \u00a0 |
| Principal amount paid | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (150,526 | ) |
| Unamortized discount | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (786 | ) |
| Net carrying amount | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 126,544 | \u00a0 |
\u00a0
\nThe TLRY\u00a023\u00a0Notes bore interest at a rate of\u00a05.00% per annum, payable semi-annually in arrears on\u00a0 April 1\u00a0and\u00a0 October 1\u00a0of each year. On\u00a0\u00a0 September 12, 2023,\u00a0the Company repurchased $20,000\u00a0of its TLRY\u00a023\u00a0Notes for cancellation by issuing\u00a07,000,000\u00a0shares and paying $610\u00a0of cash to settle both principal and accrued interest. Upon repurchase of the TLRY\u00a023\u00a0Notes, a portion of the\u00a0settlement consideration was allocated to the equity component of the instrument and\u00a0was\u00a0recognized as a $1,672\u00a0reduction of additional paid-in capital in the Consolidated Statements of Changes in Equity. Additionally, this repurchase resulted in a loss of $1,062\u00a0which was recorded in other non-operating (losses) gains, net as shown in Note\u00a027\u00a0(Non-operating income (expense)). \u00a0
\n\u00a0
\nAfter cancellation, the outstanding principal balance of the TLRY\u00a023\u00a0Notes was $107,331. On\u00a0\u00a0 October 2, 2023,\u00a0the Company repaid the remaining principal\u00a0of the TLRY\u00a023\u00a0Notes in cash upon maturity.
\n\u00a0
\nDuring the\u00a0year ended\u00a0 May 31, 2024, the\u00a0Company recognized interest expense of $2,122\u00a0and accretion of amortized discount interest of $786. In the year ended May 31, 2023 and 2022 the Company recognized interest expense of $9,303\u00a0and $14,684 accretion of amortized discount interest of $2,817\u00a0and $4,176, respectively\u00a0.
\n\u00a0
\n "}]},{"name":"rpt:f-1435","factDimensions":{"xbrl:concept":"us-gaap:ConvertibleDebtTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Convertible Notes (\"TLRY 27\") | \u00a0 | $ | 129,583 | \u00a0 | \u00a0 | $ | 100,476 | \u00a0 |
| HTI Convertible Note | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 47,834 | \u00a0 |
| % Convertible Notes (\"APHA 24\") | \u00a0 | \u00a0 | 330 | \u00a0 | \u00a0 | \u00a0 | 120,568 | \u00a0 |
| % Convertible Notes (\"TLRY 23\") | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 126,544 | \u00a0 |
| Total | \u00a0 | \u00a0 | 129,913 | \u00a0 | \u00a0 | \u00a0 | 395,422 | \u00a0 |
| Deduct - current portion | \u00a0 | \u00a0 | 330 | \u00a0 | \u00a0 | \u00a0 | 174,378 | \u00a0 |
| Total convertible debentures payable, non current portion | \u00a0 | $ | 129,583 | \u00a0 | \u00a0 | $ | 221,044 | \u00a0 |
| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 50,000 | \u00a0 |
| Unamortized discount | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (2,166 | ) |
| Net carrying amount | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 47,834 | \u00a0 |
| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | 172,500 | \u00a0 | \u00a0 | $ | 150,000 | \u00a0 |
| Unamortized discount | \u00a0 | \u00a0 | (42,917 | ) | \u00a0 | \u00a0 | (49,524 | ) |
| Net carrying amount | \u00a0 | $ | 129,583 | \u00a0 | \u00a0 | $ | 100,476 | \u00a0 |
| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | 350,000 | \u00a0 | \u00a0 | $ | 350,000 | \u00a0 |
| Debt settlement | \u00a0 | \u00a0 | (349,670 | ) | \u00a0 | \u00a0 | (213,260 | ) |
| Fair value adjustment | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (16,172 | ) |
| Net carrying amount | \u00a0 | $ | 330 | \u00a0 | \u00a0 | $ | 120,568 | \u00a0 |
| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| % Contractual debenture | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 277,856 | \u00a0 |
| Principal amount paid | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (150,526 | ) |
| Unamortized discount | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (786 | ) |
| Net carrying amount | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 126,544 | \u00a0 |
| 18. | Warrant Liability |
\u00a0
\nAs of May 31, 2024\u00a0and May 31, 2023, there were warrants outstanding, with an original exercise price of $5.95 per warrant, expiring September 17, 2025. Each warrant is exercisable for common share of the Company.
\n\u00a0
\nThe warrants contain anti-dilution price protection features, which adjust the exercise price of the warrants if the Company subsequently issues common stock at a price lower than the exercise price of the warrants. In the event additional warrants or convertible debt are issued with a lower and/or variable exercise price, the exercise price of the warrants will be adjusted accordingly. During the year ended May 31, 2024, the Company issued shares which triggered the anti-dilution price protection feature lowering the exercise price to $1.61. These warrants are classified as liabilities as they are to be settled in registered shares, and the registration statement is required to be active, unless such shares may be subject to an applicable exemption from registration requirements. The holders, at their sole discretion, may elect to affect a cashless exercise, and be issued exempt securities in accordance with Section 3(a)(9) of the 1933 Act. In the event the Company does not maintain an effective registration statement, the Company may be required to pay a daily cash penalty equal to 1% of the number of shares of common stock due to be issued multiplied by any trading price of the common stock between the exercise date and the share delivery date, as selected by the holder. Alternatively, the Company may deliver registered common stock purchased by the Company in the open market. The Company may also be required to pay cash if it does not have sufficient authorized shares to deliver to the holders upon exercise.
\n\u00a0
\nThe Company estimated the fair value of the warrant liability at May 31, 2024 at $0.524\u00a0per warrant using the Black Scholes pricing model (Level 3) with the following assumptions: Risk-free interest rate of 4.04%, expected volatility of 50%, expected term of 1.3 years, strike price of $1.61 and fair value of common stock of $1.80.
\n\u00a0
\nExpected volatility is based on both historical and implied volatility of the Company\u2019s common stock.
\n\u00a0
\n "}]},{"name":"rpt:f-1527","factDimensions":{"xbrl:concept":"us-gaap:ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD/xbrla:shares"},"factValues":[{"value":"5.95"}]},{"name":"rpt:f-1528","factDimensions":{"xbrl:concept":"us-gaap:ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD/xbrla:shares","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"1.61"}]},{"name":"rpt:f-1529","factDimensions":{"xbrl:concept":"tlry:PercentageOfDailyCashPenalty","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"0.01","decimals":2}]},{"name":"rpt:f-1530","factDimensions":{"xbrl:concept":"tlry:EstimatedFairValueOfWarrantLiabilityPerWarrant","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD/xbrla:shares","us-gaap:FairValueByFairValueHierarchyLevelAxis":"us-gaap:FairValueInputsLevel3Member"},"factValues":[{"value":"0.524"}]},{"name":"rpt:f-1531","factDimensions":{"xbrl:concept":"us-gaap:WarrantsAndRightsOutstandingMeasurementInput","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:FairValueByFairValueHierarchyLevelAxis":"us-gaap:FairValueInputsLevel3Member","us-gaap:MeasurementInputTypeAxis":"us-gaap:MeasurementInputRiskFreeInterestRateMember"},"factValues":[{"value":"4.04"}]},{"name":"rpt:f-1532","factDimensions":{"xbrl:concept":"us-gaap:WarrantsAndRightsOutstandingMeasurementInput","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:FairValueByFairValueHierarchyLevelAxis":"us-gaap:FairValueInputsLevel3Member","us-gaap:MeasurementInputTypeAxis":"us-gaap:MeasurementInputPriceVolatilityMember"},"factValues":[{"value":"0.50","decimals":1}]},{"name":"rpt:f-1533","factDimensions":{"xbrl:concept":"us-gaap:WarrantsAndRightsOutstandingMeasurementInput","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:FairValueByFairValueHierarchyLevelAxis":"us-gaap:FairValueInputsLevel3Member","us-gaap:MeasurementInputTypeAxis":"us-gaap:MeasurementInputExpectedTermMember"},"factValues":[{"value":"1.3"}]},{"name":"rpt:f-1534","factDimensions":{"xbrl:concept":"us-gaap:WarrantsAndRightsOutstandingMeasurementInput","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:FairValueByFairValueHierarchyLevelAxis":"us-gaap:FairValueInputsLevel3Member","us-gaap:MeasurementInputTypeAxis":"us-gaap:MeasurementInputConversionPriceMember"},"factValues":[{"value":"1.61"}]},{"name":"rpt:f-1535","factDimensions":{"xbrl:concept":"us-gaap:WarrantsAndRightsOutstandingMeasurementInput","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:FairValueByFairValueHierarchyLevelAxis":"us-gaap:FairValueInputsLevel3Member","us-gaap:MeasurementInputTypeAxis":"us-gaap:MeasurementInputSharePriceMember"},"factValues":[{"value":"1.8"}]},{"name":"rpt:f-1536","factDimensions":{"xbrl:concept":"us-gaap:StockholdersEquityNoteDisclosureTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 19. | Stockholders\u2019\u00a0equity |
\u00a0
\nOn March\u00a016, 2023, Tilray\u2019s stockholders formally approved a proposal to amend its certificate of incorporation (the\u00a0\u201cCharter Amendment\u201d), which modified Tilray\u2019s existing certificate of incorporation by canceling its Class 1 Common Stock and re-allocating such authorized shares to Class 2 Common Stock. In addition, the Charter Amendment reclassified each issued and outstanding share of Class 2 Common Stock as one share of Common Stock of Tilray.
\n\u00a0
\n \n \nIssued and outstanding
\n\u00a0
\nAt May 31, 2024, the Company had 1,198,000,000 common shares and 10,000,000 preferred shares\u00a0authorized to be issued with 831,925,373\u00a0common shares and preferred shares issued and outstanding, compared to the period ended\u00a0 May 31 2023, the Company had\u00a0980,000,000 common shares and 10,000,000 preferred shares\u00a0authorized\u00a0and\u00a0656,655,455\u00a0common shares and preferred\u00a0shares issued and outstanding. Historically, the Company has issued shares of its common stock as consideration for business acquisitions, settlement of convertible notes,\u00a0settlement of litigation claims, in connection with public offerings and as payment of dividends to non-controlling interests for profit distributions.
\n\u00a0
\nDuring the year-ended May 31, 2024, the Company issued the following shares:
\n\u00a0
\n| \u00a0 | a) | 39,705,962\u00a0shares in connection with the HEXO Acquisition, see Note 9\u00a0(Business acquisitions). |
\u00a0
\n| \u00a0 | b) | 865,426\u00a0shares to settle a contractual change of\u00a0control severance obligations in the aggregate amount of $1,500\u00a0incurred in connection with the HEXO Acquisition. |
\u00a0
\n| \u00a0 | c) | 24,780,994\u00a0shares to settle dividends payable to the non-controlling shareholders of\u00a01974568\u00a0Ontario Limited (\u201cAphria Diamond\u201d). |
\u00a0
\n| \u00a0 | d) | 1,032,616\u00a0shares for the settlement of the HTI Convertible Note payable see Note\u00a017\u00a0(Convertible debentures payable). |
\u00a0
\n| \u00a0 | e) | 17,148,541\u00a0shares to HTI Investments MA LLC pursuant to the terms of a $50.0\u00a0million convertible promissory note originally issued by Tilray to HTI on\u00a0 July 12, 2022\u00a0and which was settled at maturity as previously disclosed. |
\u00a0
\n| \u00a0 | f) | 1,573,152\u00a0shares to settle HEXO-based litigation judgement obtained by MediPharm Labs Inc. in\u00a02022. |
\u00a0
\n| \u00a0 | g) | 7,000,000\u00a0shares to repurchase\u00a0$20,000\u00a0of its TLRY\u00a023\u00a0Notes for cancellation. |
\u00a0
\n| \u00a0 | h) | 73,484,147\u00a0shares to repurchase\u00a0$349,670 of its APHA\u00a024\u00a0Notes for cancellation. |
\u00a0
\n| \u00a0 | j) | 5,327,843\u00a0shares under its At-the-Market (\u201cATM\u201d) program for gross proceeds\u00a0of $9,944. The Company paid $1,325 in commissions and other fees associated with these issuances for net proceeds of $8,619. |
\u00a0
\n| \u00a0 | k) | 4,351,237 shares in connection with the exercise of previously awarded stock-based compensation awards. |
\u00a0
\nStock-based compensation
\n\u00a0
\nThe Company maintains stock-based compensation plans as disclosed in our Annual Financial Statements. For the year-ended May 31, 2024,\u00a0the total stock-based compensation was $ 31,769\u00a0(2023 - $39,595 and 2022 - $35,994).
\n\u00a0
\nDuring the\u00a0year-ended May 31, 2024\u00a0the Company granted\u00a013,680,556 time-based RSUs,\u00a0and\u00a07,566,146 performance-based RSUs ( May 31, 2023\u00a0-\u00a06,004,995 time-based RSUs and\u00a02,634,744 performance based RSUs).\u00a0The\u00a07,566,146\u00a0performance based RSUs issued during the year contains certain performance conditions that will only be set at a future date, and therefore for accounting purposes the grant date has\u00a0not\u00a0been met.\u00a0The Company operates multiple stock-based award plans as follows:
\n\u00a0
\nTilray 2018 Equity Incentive Plan and Original Plan
\n\u00a0
\nThe 2018 Equity Incentive Plan (EIP) authorizes the award of stock options, restricted stock units (\u201cRSUs\u201d) and stock appreciation rights (\u201cSARs\u201d) to employees, including officers, non-employee directors and consultants and the employees and consultants of our affiliates. Shares subject to awards granted under the EIP that expire or terminate without being exercised in full, or that are paid out in cash rather than in shares, do not reduce the number of shares available for issuance under the EIP. Additionally, shares become available for future grant under the EIP if they were issued under the EIP and if the Company repurchases them or they are forfeited. This includes shares used to pay the exercise price of an award or to satisfy the tax withholding obligations related to an award. The maximum number of shares of common stock subject to stock awards granted under the EIP or otherwise during any one calendar year to any non-employee director, taken together with any cash fees paid by the Company to such non-employee director during such calendar year for service on the Board of Directors, will not exceed dollars in total value, calculating the value of any such stock awards based on the grant date fair value of such stock awards for financial reporting purposes, or, with respect to the calendar year in which a nonemployee director is first appointed or elected to our Board of Directors, dollars.
\n\u00a0
\n \n \nStock options represent the right to purchase shares of our common stock on the date of exercise at a stated exercise price. The exercise price of a stock option generally must be at least equal to the fair market value of our shares of common stock on the date of grant. The Company\u2019s compensation committee may provide for stock options to be exercised only as they vest or to be immediately exercisable with any shares issued on exercise being subject to the Company\u2019s right of repurchase that lapses as the shares vest. The maximum term of stock options granted under the EIP is ten years.
\n\u00a0
\nRSUs represent a right to receive common stock or their cash equivalent for each RSU that vests, which vesting may be based on time or achievement of performance conditions. Unless otherwise determined by our compensation committee at the time of grant, vesting will cease on the date the participant no longer provides services to the Company and unvested shares will be forfeited. If an RSU has not been forfeited, then on the date specified in the RSUs, the Company will deliver to the holder a number of whole shares of common stock, cash or a combination of shares of our common stock and cash. Additionally, dividend equivalents may be credited in respect of shares covered by the RSUs. Any additional shares covered by the RSU credited by reason of such dividend equivalents will be subject to all of the same terms and conditions of the underlying RSU agreement to which they relate. The RSUs generally vest over a 3-or-4 year period. The fair value of RSUs are based on the share price as at date of grant.
\n\u00a0
\nSARs provide for a payment, or payments, in cash or shares of common stock to the holder based upon the difference between the fair market value of shares of our common stock on the date of exercise and the stated exercise price. The maximum term of SARs granted under the EIP is years. SARs were issued to date.
\n\u00a0
\nThe EIP permits the grant of performance-based stock and cash awards. The performance goals may be based on company-wide performance or performance of one or more business units, divisions, affiliates or business segments and may be either absolute or relative to the performance of one or more comparable companies or the performance of one or more relevant indices. The length of any performance period, the performance goals to be achieved during the performance period, and the measure of whether and to what degree such performance goals have been attained will be conclusively determined by the Board of Directors.
\n\u00a0
\nIn conjunction with the reverse acquisition\u00a0with Aphria Inc on April 30, 2021, 9,806,851 shares of common stock had been reserved for issuance under the EIP. The number of shares of common stock reserved for issuance under the 2018 EIP will automatically increase on January 1 of each calendar year, for a period of not more than ten years, starting on January 1, 2019 and ending on and including January 1, 2027, in an amount equal to 4% of the total number of shares of our common stock outstanding on December 31 of the prior calendar year, or a lesser number of shares determined by our Board of Directors. The shares reserved include only the outstanding shares related to stock options and RSUs and excludes stock options outstanding under the Original Plan.
\n\u00a0
\nCertain employees and other service providers of the Company participate in the equity-based compensation plan of Privateer Holdings, Inc (the \u201cOriginal Plan\u201d) under the terms and valuation method detailed below. The expected life of the stock options represented the period of time stock options were expected to be outstanding and was estimated considering vesting terms and employees\u2019 historical exercise and post-vesting employment termination behavior. Expected volatility was based on historical volatilities of public companies operating in a similar industry to Privateer Holdings. The risk-free rate is based on the United States Treasury yield curve in effect at the time of grant. The expected dividend yield was determined based on the stock option\u2019s exercise price and expected annual dividend rate at the time of grant.
\n\u00a0
\nstock options were granted under the EIP during the year ended May 31, 2024 and 2023.\u00a0
\n\u00a0
\n \n \nStock-based activity under the EIP and Original Plan for the year ended May 31, 2024 is as follows:
\n\u00a0
\n \n| EIP Time-based stock option activity | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | Stock | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | intrinsic value | \u00a0 | ||||
| Balance, May 31, 2023 | \u00a0 | \u00a0 | 2,809,198 | \u00a0 | \u00a0 | $ | 14.88 | \u00a0 | \u00a0 | \u00a0 | 5.0 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Granted | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Exercised | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Forfeited | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Cancelled | \u00a0 | \u00a0 | (11,411 | ) | \u00a0 | \u00a0 | 101.80 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | \u00a0 | 2,797,787 | \u00a0 | \u00a0 | $ | 14.53 | \u00a0 | \u00a0 | \u00a0 | 4.0 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
\u00a0
\n \n| Original plan time-based stock option activity | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | Stock | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | intrinsic value | \u00a0 | ||||
| Balance, May 31, 2023 | \u00a0 | \u00a0 | 63,969 | \u00a0 | \u00a0 | $ | 3.52 | \u00a0 | \u00a0 | \u00a0 | 3.8 | \u00a0 | \u00a0 | $ | 7.68 | \u00a0 |
| Exercised | \u00a0 | \u00a0 | (4,291 | ) | \u00a0 | \u00a0 | 0.19 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Forfeited | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Cancelled | \u00a0 | \u00a0 | (10,512 | ) | \u00a0 | \u00a0 | 5.16 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | \u00a0 | 49,166 | \u00a0 | \u00a0 | $ | 3.46 | \u00a0 | \u00a0 | \u00a0 | 3.0 | \u00a0 | \u00a0 | $ | 1.43 | \u00a0 |
\u00a0
\n \n| Time-based and Performance-based RSU activity | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | grant-date | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | Time-based | \u00a0 | \u00a0 | fair value | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | RSUs | \u00a0 | \u00a0 | per share | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | intrinsic value | \u00a0 | ||||
| Balance, May 31, 2023 | \u00a0 | \u00a0 | 12,138,692 | \u00a0 | \u00a0 | $ | 6.04 | \u00a0 | \u00a0 | \u00a0 | 1.7 | \u00a0 | \u00a0 | $ | 24,857 | \u00a0 |
| Granted | \u00a0 | \u00a0 | 21,246,702 | \u00a0 | \u00a0 | \u00a0 | 1.93 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 39,553 | \u00a0 |
| Vested | \u00a0 | \u00a0 | (6,199,254 | ) | \u00a0 | \u00a0 | 4.76 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (11,159 | ) |
| Forfeited | \u00a0 | \u00a0 | (1,051,288 | ) | \u00a0 | \u00a0 | 2.21 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (1,892 | ) |
| Cancelled | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | \u00a0 | 26,134,852 | \u00a0 | \u00a0 | $ | 3.16 | \u00a0 | \u00a0 | \u00a0 | 2.85 | \u00a0 | \u00a0 | $ | 47,043 | \u00a0 |
\u00a0
\nPredecessor Plan - Aphria
\n\u00a0
\nAphria had established the Aphria Omnibus Incentive Plan (the \u201cAphria Predecessor Plan\u201d). Following stockholder approval of the EIP, no new awards have been granted under the Aphria Predecessor Plan. In connection with the reverse acquisition Aphria stock options, Aphria RSUs and DSUs issued under the Predecessor Plan were exchanged for options, RSUs under the EIP. As a result of the modification, all grantees were affected, and the Company recognized nil incremental compensation cost.
\n\u00a0
\nstock options were granted under the Aphria Predecessor Plan during the years ended May 31, 2024 and 2023. As of May 31, 2024,there were\u00a0434,212 awards outstanding and which are vested and exercisable.
\n\u00a0
\n \n \nStock option, RSU and DSU activity for the Company under the Predecessor Plan is as follows:
\n\u00a0
\nTime-based stock option activity
\n\u00a0
\n \n| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | grant | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Number of | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | date fair | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Intrinsic | \u00a0 | |||||
| \u00a0 | \u00a0 | options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | value | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | Amount | \u00a0 | |||||
| Outstanding, beginning of the year | \u00a0 | \u00a0 | 1,706,627 | \u00a0 | \u00a0 | $ | 11.16 | \u00a0 | \u00a0 | $ | 60.75 | \u00a0 | \u00a0 | \u00a0 | 1.0 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Exercised during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Granted during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Forfeited during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Expired during the year | \u00a0 | \u00a0 | (1,272,415 | ) | \u00a0 | \u00a0 | 12.39 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Outstanding, end of the year | \u00a0 | \u00a0 | 434,212 | \u00a0 | \u00a0 | $ | 7.56 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 0.65 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Vested and exercisable, end of the year | \u00a0 | \u00a0 | 434,212 | \u00a0 | \u00a0 | $ | 7.56 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 0.65 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
\u00a0
\nTime-based and Performance-based RSU activity
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, 2024 | \u00a0 | |||||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | grant - | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | date fair | \u00a0 | |
| \u00a0 | \u00a0 | Time- based | \u00a0 | \u00a0 | value per | \u00a0 | ||
| \u00a0 | \u00a0 | RSUs | \u00a0 | \u00a0 | share | \u00a0 | ||
| Non-vested, beginning of the year | \u00a0 | \u00a0 | 371,182 | \u00a0 | \u00a0 | $ | 11.37 | \u00a0 |
| Granted during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Vested during the year | \u00a0 | \u00a0 | (123,113 | ) | \u00a0 | $ | 6.47 | \u00a0 |
| Forfeited during the year | \u00a0 | \u00a0 | (3,876 | ) | \u00a0 | $ | 6.90 | \u00a0 |
| Non-vested, end of the year | \u00a0 | \u00a0 | 244,193 | \u00a0 | \u00a0 | $ | 13.91 | \u00a0 |
\u00a0
\n \n \nPredecessor Plan - HEXO
\n\u00a0
\nPrior to the acquisition of HEXO Corp, HEXO had established the Formal Plan and Omnibus Incentive Plan (the \u201cHEXO Predecessor Plan\u201d). In connection with the acquisition, HEXO\u00a0stock options issued under these plans were exchanged at a rate of 0.4352 for 1,267,793 options under the Tilray 2018 EIP. As a result of the modification, all grantees were affected, and the Company recognized incremental compensation cost.\u00a0Following stockholder approval of the EIP, no new awards have been granted under the Predecessor Plan. As of May 31, 2024,\u00a01,144,218 awards outstanding and\u00a01,120,768 are vested and exercisable.
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, 2024 | \u00a0 | |||||||||||||||||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | grant | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Number of | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | date fair | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Intrinsic | \u00a0 | |||||
| \u00a0 | \u00a0 | options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | value | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | Amount | \u00a0 | |||||
| Outstanding, beginning of the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Exercised during the year | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Converted upon acquisition | \u00a0 | \u00a0 | 1,267,793 | \u00a0 | \u00a0 | \u00a0 | 62.87 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 8.91 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Forfeited during the year | \u00a0 | \u00a0 | (63,760 | ) | \u00a0 | \u00a0 | 26.27 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Expired during the year | \u00a0 | \u00a0 | (59,815 | ) | \u00a0 | \u00a0 | 339.63 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Outstanding, end of the year | \u00a0 | \u00a0 | 1,144,218 | \u00a0 | \u00a0 | $ | 53.40 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 1.19 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Vested and exercisable, end of the year | \u00a0 | \u00a0 | 1,120,768 | \u00a0 | \u00a0 | $ | 54.15 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 1.04 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
\u00a0
\n 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TilrayTwoThousandAndEighteenEquityIncentivePlanAndOriginalPlanMember","srt:RangeAxis":"srt:MinimumMember"},"factValues":[{"value":"P3Y"}]},{"name":"rpt:f-1569","factDimensions":{"xbrl:concept":"us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:AwardTypeAxis":"us-gaap:RestrictedStockUnitsRSUMember","us-gaap:PlanNameAxis":"tlry:TilrayTwoThousandAndEighteenEquityIncentivePlanAndOriginalPlanMember","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P4Y"}]},{"name":"rpt:f-1570","factDimensions":{"xbrl:concept":"us-gaap:CommonStockCapitalSharesReservedForFutureIssuance","xbrl:period":"2021-05-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:PlanNameAxis":"tlry:TilrayTwoThousandAndEighteenEquityIncentivePlanAndOriginalPlanMember"},"factValues":[{"value":"9806851"}]},{"name":"rpt:f-1571","factDimensions":{"xbrl:concept":"tlry:CommonStockCapitalSharesReservedForFutureIssuanceAnnualAutomaticIncreasePercentage","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:PlanNameAxis":"tlry:TilrayTwoThousandAndEighteenEquityIncentivePlanAndOriginalPlanMember"},"factValues":[{"value":"0.04","decimals":2}]},{"name":"rpt:f-1572","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","us-gaap:PlanNameAxis":"tlry:TilrayTwoThousandAndEighteenEquityIncentivePlanAndOriginalPlanMember"},"factValues":[{"value":" \n| EIP Time-based stock option activity | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | Stock | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | intrinsic value | \u00a0 | ||||
| Balance, May 31, 2023 | \u00a0 | \u00a0 | 2,809,198 | \u00a0 | \u00a0 | $ | 14.88 | \u00a0 | \u00a0 | \u00a0 | 5.0 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Granted | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Exercised | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Forfeited | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Cancelled | \u00a0 | \u00a0 | (11,411 | ) | \u00a0 | \u00a0 | 101.80 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | \u00a0 | 2,797,787 | \u00a0 | \u00a0 | $ | 14.53 | \u00a0 | \u00a0 | \u00a0 | 4.0 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 |
| Original plan time-based stock option activity | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | Stock | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | intrinsic value | \u00a0 | ||||
| Balance, May 31, 2023 | \u00a0 | \u00a0 | 63,969 | \u00a0 | \u00a0 | $ | 3.52 | \u00a0 | \u00a0 | \u00a0 | 3.8 | \u00a0 | \u00a0 | $ | 7.68 | \u00a0 |
| Exercised | \u00a0 | \u00a0 | (4,291 | ) | \u00a0 | \u00a0 | 0.19 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Forfeited | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Cancelled | \u00a0 | \u00a0 | (10,512 | ) | \u00a0 | \u00a0 | 5.16 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | \u00a0 | 49,166 | \u00a0 | \u00a0 | $ | 3.46 | \u00a0 | \u00a0 | \u00a0 | 3.0 | \u00a0 | \u00a0 | $ | 1.43 | \u00a0 |
| Time-based and Performance-based RSU activity | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | Weighted- | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | grant-date | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | Time-based | \u00a0 | \u00a0 | fair value | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | RSUs | \u00a0 | \u00a0 | per share | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | intrinsic value | \u00a0 | ||||
| Balance, May 31, 2023 | \u00a0 | \u00a0 | 12,138,692 | \u00a0 | \u00a0 | $ | 6.04 | \u00a0 | \u00a0 | \u00a0 | 1.7 | \u00a0 | \u00a0 | $ | 24,857 | \u00a0 |
| Granted | \u00a0 | \u00a0 | 21,246,702 | \u00a0 | \u00a0 | \u00a0 | 1.93 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 39,553 | \u00a0 |
| Vested | \u00a0 | \u00a0 | (6,199,254 | ) | \u00a0 | \u00a0 | 4.76 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (11,159 | ) |
| Forfeited | \u00a0 | \u00a0 | (1,051,288 | ) | \u00a0 | \u00a0 | 2.21 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (1,892 | ) |
| Cancelled | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | \u00a0 | 26,134,852 | \u00a0 | \u00a0 | $ | 3.16 | \u00a0 | \u00a0 | \u00a0 | 2.85 | \u00a0 | \u00a0 | $ | 47,043 | \u00a0 |
| \u00a0 | \u00a0 | May 31, 2024 | \u00a0 | |||||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | grant - | \u00a0 | |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | date fair | \u00a0 | |
| \u00a0 | \u00a0 | Time- based | \u00a0 | \u00a0 | value per | \u00a0 | ||
| \u00a0 | \u00a0 | RSUs | \u00a0 | \u00a0 | share | \u00a0 | ||
| Non-vested, beginning of the year | \u00a0 | \u00a0 | 371,182 | \u00a0 | \u00a0 | $ | 11.37 | \u00a0 |
| Granted during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Vested during the year | \u00a0 | \u00a0 | (123,113 | ) | \u00a0 | $ | 6.47 | \u00a0 |
| Forfeited during the year | \u00a0 | \u00a0 | (3,876 | ) | \u00a0 | $ | 6.90 | \u00a0 |
| Non-vested, end of the year | \u00a0 | \u00a0 | 244,193 | \u00a0 | \u00a0 | $ | 13.91 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | grant | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Number of | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | date fair | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Intrinsic | \u00a0 | |||||
| \u00a0 | \u00a0 | options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | value | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | Amount | \u00a0 | |||||
| Outstanding, beginning of the year | \u00a0 | \u00a0 | 1,706,627 | \u00a0 | \u00a0 | $ | 11.16 | \u00a0 | \u00a0 | $ | 60.75 | \u00a0 | \u00a0 | \u00a0 | 1.0 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Exercised during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Granted during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Forfeited during the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Expired during the year | \u00a0 | \u00a0 | (1,272,415 | ) | \u00a0 | \u00a0 | 12.39 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Outstanding, end of the year | \u00a0 | \u00a0 | 434,212 | \u00a0 | \u00a0 | $ | 7.56 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 0.65 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Vested and exercisable, end of the year | \u00a0 | \u00a0 | 434,212 | \u00a0 | \u00a0 | $ | 7.56 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 0.65 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| \u00a0 | \u00a0 | May 31, 2024 | \u00a0 | |||||||||||||||||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | ||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | Weighted | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | |||
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | average | \u00a0 | \u00a0 | grant | \u00a0 | \u00a0 | remaining | \u00a0 | \u00a0 | Aggregate | \u00a0 | ||||
| \u00a0 | \u00a0 | Number of | \u00a0 | \u00a0 | exercise | \u00a0 | \u00a0 | date fair | \u00a0 | \u00a0 | contractual | \u00a0 | \u00a0 | Intrinsic | \u00a0 | |||||
| \u00a0 | \u00a0 | options | \u00a0 | \u00a0 | price | \u00a0 | \u00a0 | value | \u00a0 | \u00a0 | term (years) | \u00a0 | \u00a0 | Amount | \u00a0 | |||||
| Outstanding, beginning of the year | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Exercised during the year | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Converted upon acquisition | \u00a0 | \u00a0 | 1,267,793 | \u00a0 | \u00a0 | \u00a0 | 62.87 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 8.91 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Forfeited during the year | \u00a0 | \u00a0 | (63,760 | ) | \u00a0 | \u00a0 | 26.27 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Expired during the year | \u00a0 | \u00a0 | (59,815 | ) | \u00a0 | \u00a0 | 339.63 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | N/A | \u00a0 |
| Outstanding, end of the year | \u00a0 | \u00a0 | 1,144,218 | \u00a0 | \u00a0 | $ | 53.40 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 1.19 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Vested and exercisable, end of the year | \u00a0 | \u00a0 | 1,120,768 | \u00a0 | \u00a0 | $ | 54.15 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | \u00a0 | 1.04 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| 20. | \n Accumulated other comprehensive loss | \n
\u00a0
\nAccumulated other comprehensive loss includes the following components:
\n\u00a0
\n \n| \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n Unrealized | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n|
| \u00a0 | \n\u00a0 | \n Foreign | \n \u00a0 | \n\u00a0 | \n loss on | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n||
| \u00a0 | \n\u00a0 | \n currency | \n \u00a0 | \n\u00a0 | \n convertible | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n||
| \u00a0 | \n\u00a0 | \n translation | \n \u00a0 | \n\u00a0 | \n notes | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n||
| \u00a0 | \n\u00a0 | \n gain (loss) | \n \u00a0 | \n\u00a0 | \n receivables | \n \u00a0 | \n\u00a0 | \n Total | \n \u00a0 | \n|||
| Balance May 31, 2021 | \n \u00a0 | \n$ | \n156,417 | \n\u00a0 | \n\u00a0 | \n$ | \n(3,749 | \n) | \n\u00a0 | \n$ | \n152,668 | \n\u00a0 | \n
| Other comprehensive loss | \n \u00a0 | \n\u00a0 | \n(102,004 | \n) | \n\u00a0 | \n\u00a0 | \n(71,428 | \n) | \n\u00a0 | \n\u00a0 | \n(173,432 | \n) | \n
| Balance May 31, 2022 | \n \u00a0 | \n$ | \n54,413 | \n\u00a0 | \n\u00a0 | \n$ | \n(75,177 | \n) | \n\u00a0 | \n$ | \n(20,764 | \n) | \n
| Other comprehensive (loss) reversal | \n \u00a0 | \n\u00a0 | \n(101,023 | \n) | \n\u00a0 | \n\u00a0 | \n75,177 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n(25,846 | \n) | \n
| Balance May 31, 2023 | \n \u00a0 | \n$ | \n(46,610 | \n) | \n\u00a0 | \n$ | \n\u2014 | \n\u00a0 | \n\u00a0 | \n$ | \n(46,610 | \n) | \n
| Other comprehensive loss | \n \u00a0 | \n\u00a0 | \n3,111 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u2014 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n3,111 | \n\u00a0 | \n
| Balance May 31, 2024 | \n \u00a0 | \n$ | \n(43,499 | \n) | \n\u00a0 | \n$ | \n\u2014 | \n\u00a0 | \n\u00a0 | \n$ | \n(43,499 | \n) | \n
\u00a0
\n \n \n "}]},{"name":"rpt:f-1684","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n Unrealized | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n|
| \u00a0 | \n\u00a0 | \n Foreign | \n \u00a0 | \n\u00a0 | \n loss on | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n||
| \u00a0 | \n\u00a0 | \n currency | \n \u00a0 | \n\u00a0 | \n convertible | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n||
| \u00a0 | \n\u00a0 | \n translation | \n \u00a0 | \n\u00a0 | \n notes | \n \u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n||
| \u00a0 | \n\u00a0 | \n gain (loss) | \n \u00a0 | \n\u00a0 | \n receivables | \n \u00a0 | \n\u00a0 | \n Total | \n \u00a0 | \n|||
| Balance May 31, 2021 | \n \u00a0 | \n$ | \n156,417 | \n\u00a0 | \n\u00a0 | \n$ | \n(3,749 | \n) | \n\u00a0 | \n$ | \n152,668 | \n\u00a0 | \n
| Other comprehensive loss | \n \u00a0 | \n\u00a0 | \n(102,004 | \n) | \n\u00a0 | \n\u00a0 | \n(71,428 | \n) | \n\u00a0 | \n\u00a0 | \n(173,432 | \n) | \n
| Balance May 31, 2022 | \n \u00a0 | \n$ | \n54,413 | \n\u00a0 | \n\u00a0 | \n$ | \n(75,177 | \n) | \n\u00a0 | \n$ | \n(20,764 | \n) | \n
| Other comprehensive (loss) reversal | \n \u00a0 | \n\u00a0 | \n(101,023 | \n) | \n\u00a0 | \n\u00a0 | \n75,177 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n(25,846 | \n) | \n
| Balance May 31, 2023 | \n \u00a0 | \n$ | \n(46,610 | \n) | \n\u00a0 | \n$ | \n\u2014 | \n\u00a0 | \n\u00a0 | \n$ | \n(46,610 | \n) | \n
| Other comprehensive loss | \n \u00a0 | \n\u00a0 | \n3,111 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n\u2014 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n3,111 | \n\u00a0 | \n
| Balance May 31, 2024 | \n \u00a0 | \n$ | \n(43,499 | \n) | \n\u00a0 | \n$ | \n\u2014 | \n\u00a0 | \n\u00a0 | \n$ | \n(43,499 | \n) | \n
| 21. | Non-controlling interests |
\u00a0
\nThe following tables summarize the information relating to the Company\u2019s majority-owned subsidiaries, SH Acquisition (68%), CC Pharma Nordic ApS (75%), Aphria Diamond (51%), and ColCanna S.A.S. (90%) before intercompany eliminations.
\n\u00a0
\nSummarized balance sheet information of the entities in which there is a non-controlling interest as at May 31, 2024:
\n\u00a0
\n \n| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2024 | \u00a0 | |||||
| Current assets | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 12 | \u00a0 | \u00a0 | $ | 95,720 | \u00a0 | \u00a0 | $ | 3 | \u00a0 | \u00a0 | $ | 95,735 | \u00a0 |
| Non-current assets | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 124,675 | \u00a0 | \u00a0 | \u00a0 | 3,637 | \u00a0 | \u00a0 | \u00a0 | 160,312 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (9 | ) | \u00a0 | \u00a0 | (130,945 | ) | \u00a0 | \u00a0 | (6,913 | ) | \u00a0 | \u00a0 | (137,867 | ) |
| Non-current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (24,482 | ) | \u00a0 | \u00a0 | (1,452 | ) | \u00a0 | \u00a0 | (25,934 | ) |
| Net assets | \u00a0 | $ | 32,000 | \u00a0 | \u00a0 | $ | 3 | \u00a0 | \u00a0 | $ | 64,968 | \u00a0 | \u00a0 | $ | (4,725 | ) | \u00a0 | $ | 92,246 | \u00a0 |
\u00a0
\nSummarized balance sheet information of the entities in which there is a non-controlling interest as at May 31,\u00a02023:
\n:
\n \n| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2023 | \u00a0 | |||||
| Current assets | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 114 | \u00a0 | \u00a0 | $ | 127,689 | \u00a0 | \u00a0 | $ | 224 | \u00a0 | \u00a0 | $ | 128,027 | \u00a0 |
| Non-current assets | \u00a0 | \u00a0 | 74,681 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 135,085 | \u00a0 | \u00a0 | \u00a0 | 3,307 | \u00a0 | \u00a0 | \u00a0 | 213,073 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (1,166 | ) | \u00a0 | \u00a0 | (142,554 | ) | \u00a0 | \u00a0 | (6,697 | ) | \u00a0 | \u00a0 | (150,417 | ) |
| Non-current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (53,197 | ) | \u00a0 | \u00a0 | (1,428 | ) | \u00a0 | \u00a0 | (54,625 | ) |
| Net assets | \u00a0 | $ | 74,681 | \u00a0 | \u00a0 | $ | (1,052 | ) | \u00a0 | $ | 67,023 | \u00a0 | \u00a0 | $ | (4,594 | ) | \u00a0 | $ | 136,058 | \u00a0 |
\u00a0
\nSummarized income statement information of the entities in which there is a non-controlling interest for the year ended May 31, 2024:
\n\u00a0
\n \n| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2024 | \u00a0 | |||||
| Revenue | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 103,331 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 103,331 | \u00a0 |
| Total expenses | \u00a0 | \u00a0 | 42,681 | \u00a0 | \u00a0 | \u00a0 | (1,064 | ) | \u00a0 | \u00a0 | 40,935 | \u00a0 | \u00a0 | \u00a0 | (203 | ) | \u00a0 | \u00a0 | 82,349 | \u00a0 |
| Net (loss) income | \u00a0 | \u00a0 | (42,681 | ) | \u00a0 | \u00a0 | 1,064 | \u00a0 | \u00a0 | \u00a0 | 62,396 | \u00a0 | \u00a0 | \u00a0 | 203 | \u00a0 | \u00a0 | \u00a0 | 20,982 | \u00a0 |
| Other comprehensive (loss) income | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (9 | ) | \u00a0 | \u00a0 | 171 | \u00a0 | \u00a0 | \u00a0 | (334 | ) | \u00a0 | \u00a0 | (172 | ) |
| Net comprehensive (loss) income | \u00a0 | $ | (42,681 | ) | \u00a0 | $ | 1,055 | \u00a0 | \u00a0 | $ | 62,567 | \u00a0 | \u00a0 | $ | (131 | ) | \u00a0 | $ | 20,810 | \u00a0 |
| Non-controlling interest % | \u00a0 | \u00a0 | 32 | % | \u00a0 | \u00a0 | 25 | % | \u00a0 | \u00a0 | 49 | % | \u00a0 | \u00a0 | 10 | % | \u00a0 | NA | \u00a0 | |
| Comprehensive (loss) income attributable to NCI | \u00a0 | \u00a0 | (13,658 | ) | \u00a0 | \u00a0 | 264 | \u00a0 | \u00a0 | \u00a0 | 30,658 | \u00a0 | \u00a0 | \u00a0 | (13 | ) | \u00a0 | \u00a0 | 17,251 | \u00a0 |
| Additional income attributable to NCI | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 5,336 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 5,336 | \u00a0 |
| Net comprehensive (loss) income attributable to NCI | \u00a0 | $ | (13,658 | ) | \u00a0 | $ | 264 | \u00a0 | \u00a0 | $ | 35,994 | \u00a0 | \u00a0 | $ | (13 | ) | \u00a0 | $ | 22,587 | \u00a0 |
\u00a0
\n \n \nSummarized income statement information of the entities in which there is a non-controlling interest for the year ended May 31,\u00a02023:
\n\u00a0
\n \n| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2023 | \u00a0 | |||||
| Revenue | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 126 | \u00a0 | \u00a0 | $ | 161,453 | \u00a0 | \u00a0 | $ | 1 | \u00a0 | \u00a0 | $ | 161,580 | \u00a0 |
| Total expenses | \u00a0 | \u00a0 | 107,297 | \u00a0 | \u00a0 | \u00a0 | 748 | \u00a0 | \u00a0 | \u00a0 | 85,460 | \u00a0 | \u00a0 | \u00a0 | 57,293 | \u00a0 | \u00a0 | \u00a0 | 250,798 | \u00a0 |
| Net (loss) income | \u00a0 | \u00a0 | (107,297 | ) | \u00a0 | \u00a0 | (622 | ) | \u00a0 | \u00a0 | 75,993 | \u00a0 | \u00a0 | \u00a0 | (57,292 | ) | \u00a0 | \u00a0 | (89,218 | ) |
| Other comprehensive (loss) income | \u00a0 | \u00a0 | 70,778 | \u00a0 | \u00a0 | \u00a0 | (21 | ) | \u00a0 | \u00a0 | (961 | ) | \u00a0 | \u00a0 | (34,643 | ) | \u00a0 | \u00a0 | 35,153 | \u00a0 |
| Net comprehensive (loss) income | \u00a0 | $ | (36,519 | ) | \u00a0 | $ | (643 | ) | \u00a0 | $ | 75,032 | \u00a0 | \u00a0 | $ | (91,935 | ) | \u00a0 | $ | (54,065 | ) |
| Non-controlling interest % | \u00a0 | \u00a0 | 32 | % | \u00a0 | \u00a0 | 25 | % | \u00a0 | \u00a0 | 49 | % | \u00a0 | \u00a0 | 10 | % | \u00a0 | NA | \u00a0 | |
| Comprehensive (loss) income attributable to NCI | \u00a0 | \u00a0 | (11,686 | ) | \u00a0 | \u00a0 | (161 | ) | \u00a0 | \u00a0 | 36,766 | \u00a0 | \u00a0 | \u00a0 | (9,194 | ) | \u00a0 | \u00a0 | 15,725 | \u00a0 |
| Additional income attributable to NCI | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 11,421 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 11,421 | \u00a0 |
| Net comprehensive (loss) income attributable to NCI | \u00a0 | $ | (11,686 | ) | \u00a0 | $ | (161 | ) | \u00a0 | $ | 48,187 | \u00a0 | \u00a0 | $ | (9,194 | ) | \u00a0 | $ | 27,146 | \u00a0 |
\u00a0
\nSummarized income statement information of the entities in which there is a non-controlling interest for the year ended May 31,\u00a02022:
\n\u00a0
\n \n| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2022 | \u00a0 | |||||
| Revenue | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 354 | \u00a0 | \u00a0 | $ | 148,323 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 148,677 | \u00a0 |
| Total expenses (recovery) | \u00a0 | \u00a0 | (11,180 | ) | \u00a0 | \u00a0 | 470 | \u00a0 | \u00a0 | \u00a0 | 77,057 | \u00a0 | \u00a0 | \u00a0 | 35 | \u00a0 | \u00a0 | \u00a0 | 66,382 | \u00a0 |
| Net (loss) income | \u00a0 | \u00a0 | 11,180 | \u00a0 | \u00a0 | \u00a0 | (116 | ) | \u00a0 | \u00a0 | 71,266 | \u00a0 | \u00a0 | \u00a0 | (35 | ) | \u00a0 | \u00a0 | 82,295 | \u00a0 |
| Other comprehensive (loss) income | \u00a0 | \u00a0 | (70,778 | ) | \u00a0 | \u00a0 | 47 | \u00a0 | \u00a0 | \u00a0 | (2,353 | ) | \u00a0 | \u00a0 | (4,737 | ) | \u00a0 | \u00a0 | (77,821 | ) |
| Net comprehensive (loss) income | \u00a0 | $ | (59,598 | ) | \u00a0 | $ | (69 | ) | \u00a0 | $ | 68,913 | \u00a0 | \u00a0 | $ | (4,772 | ) | \u00a0 | $ | 4,474 | \u00a0 |
| Non-controlling interest % | \u00a0 | \u00a0 | 32 | % | \u00a0 | \u00a0 | 25 | % | \u00a0 | \u00a0 | 49 | % | \u00a0 | \u00a0 | 10 | % | \u00a0 | NA | \u00a0 | |
| Net comprehensive (loss) income | \u00a0 | $ | (19,071 | ) | \u00a0 | $ | (17 | ) | \u00a0 | $ | 33,767 | \u00a0 | \u00a0 | $ | (477 | ) | \u00a0 | $ | 14,202 | \u00a0 |
\u00a0
\nOn\u00a0 January 5, 2024,\u00a0Aphria Inc. (\u201cAphria\u201d), a wholly-owned subsidiary of the Company, entered into an Amended and Restated Wholesale Cannabis Supply Agreement (the \u201cSupply Agreement\u201d) with\u00a01974568\u00a0Ontario Limited (\u201cAphria Diamond\u201d), Aphria\u2019s joint venture with Double Diamond Holdings Ltd. The Supply Agreement amended\u00a0and restated\u00a0the existing supply agreement, effective as of\u00a0 September 1, 2023,\u00a0and amended\u00a0certain terms relating to pricing and product classes.\u00a0Due to the terms stipulated in the Supply Agreement, the reduced transfer price will lead to a decrease in income attributable to non-controlling interest over the duration of the agreement. If this agreement had been effective\u00a0 June 1, 2023,\u00a0the Company would have recognized approximately $15,000\u00a0in additional net income attributed to the Stockholders of Tilray Brands, Inc.
\n\u00a0
\n\u00a0
\n "}]},{"name":"rpt:f-1707","factDimensions":{"xbrl:concept":"us-gaap:MinorityInterestOwnershipPercentageByParent","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:OwnershipAxis":"tlry:SuperheroAcquisitionLPMember"},"factValues":[{"value":"0.68","decimals":2}]},{"name":"rpt:f-1708","factDimensions":{"xbrl:concept":"us-gaap:MinorityInterestOwnershipPercentageByParent","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:OwnershipAxis":"tlry:CCPharmaNordicApSMember"},"factValues":[{"value":"0.75","decimals":2}]},{"name":"rpt:f-1709","factDimensions":{"xbrl:concept":"us-gaap:MinorityInterestOwnershipPercentageByParent","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:OwnershipAxis":"tlry:AphriaDiamondMember"},"factValues":[{"value":"0.51","decimals":2}]},{"name":"rpt:f-1710","factDimensions":{"xbrl:concept":"us-gaap:MinorityInterestOwnershipPercentageByParent","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","srt:OwnershipAxis":"tlry:ColCannaSASMember"},"factValues":[{"value":"0.90","decimals":1}]},{"name":"rpt:f-1711","factDimensions":{"xbrl:concept":"srt:ScheduleOfCondensedBalanceSheetTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2024 | \u00a0 | |||||
| Current assets | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 12 | \u00a0 | \u00a0 | $ | 95,720 | \u00a0 | \u00a0 | $ | 3 | \u00a0 | \u00a0 | $ | 95,735 | \u00a0 |
| Non-current assets | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 124,675 | \u00a0 | \u00a0 | \u00a0 | 3,637 | \u00a0 | \u00a0 | \u00a0 | 160,312 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (9 | ) | \u00a0 | \u00a0 | (130,945 | ) | \u00a0 | \u00a0 | (6,913 | ) | \u00a0 | \u00a0 | (137,867 | ) |
| Non-current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (24,482 | ) | \u00a0 | \u00a0 | (1,452 | ) | \u00a0 | \u00a0 | (25,934 | ) |
| Net assets | \u00a0 | $ | 32,000 | \u00a0 | \u00a0 | $ | 3 | \u00a0 | \u00a0 | $ | 64,968 | \u00a0 | \u00a0 | $ | (4,725 | ) | \u00a0 | $ | 92,246 | \u00a0 |
| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2023 | \u00a0 | |||||
| Current assets | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 114 | \u00a0 | \u00a0 | $ | 127,689 | \u00a0 | \u00a0 | $ | 224 | \u00a0 | \u00a0 | $ | 128,027 | \u00a0 |
| Non-current assets | \u00a0 | \u00a0 | 74,681 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 135,085 | \u00a0 | \u00a0 | \u00a0 | 3,307 | \u00a0 | \u00a0 | \u00a0 | 213,073 | \u00a0 |
| Current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (1,166 | ) | \u00a0 | \u00a0 | (142,554 | ) | \u00a0 | \u00a0 | (6,697 | ) | \u00a0 | \u00a0 | (150,417 | ) |
| Non-current liabilities | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (53,197 | ) | \u00a0 | \u00a0 | (1,428 | ) | \u00a0 | \u00a0 | (54,625 | ) |
| Net assets | \u00a0 | $ | 74,681 | \u00a0 | \u00a0 | $ | (1,052 | ) | \u00a0 | $ | 67,023 | \u00a0 | \u00a0 | $ | (4,594 | ) | \u00a0 | $ | 136,058 | \u00a0 |
| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2024 | \u00a0 | |||||
| Revenue | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 103,331 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 103,331 | \u00a0 |
| Total expenses | \u00a0 | \u00a0 | 42,681 | \u00a0 | \u00a0 | \u00a0 | (1,064 | ) | \u00a0 | \u00a0 | 40,935 | \u00a0 | \u00a0 | \u00a0 | (203 | ) | \u00a0 | \u00a0 | 82,349 | \u00a0 |
| Net (loss) income | \u00a0 | \u00a0 | (42,681 | ) | \u00a0 | \u00a0 | 1,064 | \u00a0 | \u00a0 | \u00a0 | 62,396 | \u00a0 | \u00a0 | \u00a0 | 203 | \u00a0 | \u00a0 | \u00a0 | 20,982 | \u00a0 |
| Other comprehensive (loss) income | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (9 | ) | \u00a0 | \u00a0 | 171 | \u00a0 | \u00a0 | \u00a0 | (334 | ) | \u00a0 | \u00a0 | (172 | ) |
| Net comprehensive (loss) income | \u00a0 | $ | (42,681 | ) | \u00a0 | $ | 1,055 | \u00a0 | \u00a0 | $ | 62,567 | \u00a0 | \u00a0 | $ | (131 | ) | \u00a0 | $ | 20,810 | \u00a0 |
| Non-controlling interest % | \u00a0 | \u00a0 | 32 | % | \u00a0 | \u00a0 | 25 | % | \u00a0 | \u00a0 | 49 | % | \u00a0 | \u00a0 | 10 | % | \u00a0 | NA | \u00a0 | |
| Comprehensive (loss) income attributable to NCI | \u00a0 | \u00a0 | (13,658 | ) | \u00a0 | \u00a0 | 264 | \u00a0 | \u00a0 | \u00a0 | 30,658 | \u00a0 | \u00a0 | \u00a0 | (13 | ) | \u00a0 | \u00a0 | 17,251 | \u00a0 |
| Additional income attributable to NCI | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 5,336 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 5,336 | \u00a0 |
| Net comprehensive (loss) income attributable to NCI | \u00a0 | $ | (13,658 | ) | \u00a0 | $ | 264 | \u00a0 | \u00a0 | $ | 35,994 | \u00a0 | \u00a0 | $ | (13 | ) | \u00a0 | $ | 22,587 | \u00a0 |
| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2023 | \u00a0 | |||||
| Revenue | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 126 | \u00a0 | \u00a0 | $ | 161,453 | \u00a0 | \u00a0 | $ | 1 | \u00a0 | \u00a0 | $ | 161,580 | \u00a0 |
| Total expenses | \u00a0 | \u00a0 | 107,297 | \u00a0 | \u00a0 | \u00a0 | 748 | \u00a0 | \u00a0 | \u00a0 | 85,460 | \u00a0 | \u00a0 | \u00a0 | 57,293 | \u00a0 | \u00a0 | \u00a0 | 250,798 | \u00a0 |
| Net (loss) income | \u00a0 | \u00a0 | (107,297 | ) | \u00a0 | \u00a0 | (622 | ) | \u00a0 | \u00a0 | 75,993 | \u00a0 | \u00a0 | \u00a0 | (57,292 | ) | \u00a0 | \u00a0 | (89,218 | ) |
| Other comprehensive (loss) income | \u00a0 | \u00a0 | 70,778 | \u00a0 | \u00a0 | \u00a0 | (21 | ) | \u00a0 | \u00a0 | (961 | ) | \u00a0 | \u00a0 | (34,643 | ) | \u00a0 | \u00a0 | 35,153 | \u00a0 |
| Net comprehensive (loss) income | \u00a0 | $ | (36,519 | ) | \u00a0 | $ | (643 | ) | \u00a0 | $ | 75,032 | \u00a0 | \u00a0 | $ | (91,935 | ) | \u00a0 | $ | (54,065 | ) |
| Non-controlling interest % | \u00a0 | \u00a0 | 32 | % | \u00a0 | \u00a0 | 25 | % | \u00a0 | \u00a0 | 49 | % | \u00a0 | \u00a0 | 10 | % | \u00a0 | NA | \u00a0 | |
| Comprehensive (loss) income attributable to NCI | \u00a0 | \u00a0 | (11,686 | ) | \u00a0 | \u00a0 | (161 | ) | \u00a0 | \u00a0 | 36,766 | \u00a0 | \u00a0 | \u00a0 | (9,194 | ) | \u00a0 | \u00a0 | 15,725 | \u00a0 |
| Additional income attributable to NCI | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 11,421 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 11,421 | \u00a0 |
| Net comprehensive (loss) income attributable to NCI | \u00a0 | $ | (11,686 | ) | \u00a0 | $ | (161 | ) | \u00a0 | $ | 48,187 | \u00a0 | \u00a0 | $ | (9,194 | ) | \u00a0 | $ | 27,146 | \u00a0 |
| \u00a0 | \u00a0 | SH | \u00a0 | \u00a0 | CC Pharma | \u00a0 | \u00a0 | Aphria | \u00a0 | \u00a0 | ColCanna | \u00a0 | \u00a0 | May 31, | \u00a0 | |||||
| \u00a0 | \u00a0 | Acquisition | \u00a0 | \u00a0 | Nordic ApS | \u00a0 | \u00a0 | Diamond | \u00a0 | \u00a0 | S.A.S. | \u00a0 | \u00a0 | 2022 | \u00a0 | |||||
| Revenue | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 354 | \u00a0 | \u00a0 | $ | 148,323 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 148,677 | \u00a0 |
| Total expenses (recovery) | \u00a0 | \u00a0 | (11,180 | ) | \u00a0 | \u00a0 | 470 | \u00a0 | \u00a0 | \u00a0 | 77,057 | \u00a0 | \u00a0 | \u00a0 | 35 | \u00a0 | \u00a0 | \u00a0 | 66,382 | \u00a0 |
| Net (loss) income | \u00a0 | \u00a0 | 11,180 | \u00a0 | \u00a0 | \u00a0 | (116 | ) | \u00a0 | \u00a0 | 71,266 | \u00a0 | \u00a0 | \u00a0 | (35 | ) | \u00a0 | \u00a0 | 82,295 | \u00a0 |
| Other comprehensive (loss) income | \u00a0 | \u00a0 | (70,778 | ) | \u00a0 | \u00a0 | 47 | \u00a0 | \u00a0 | \u00a0 | (2,353 | ) | \u00a0 | \u00a0 | (4,737 | ) | \u00a0 | \u00a0 | (77,821 | ) |
| Net comprehensive (loss) income | \u00a0 | $ | (59,598 | ) | \u00a0 | $ | (69 | ) | \u00a0 | $ | 68,913 | \u00a0 | \u00a0 | $ | (4,772 | ) | \u00a0 | $ | 4,474 | \u00a0 |
| Non-controlling interest % | \u00a0 | \u00a0 | 32 | % | \u00a0 | \u00a0 | 25 | % | \u00a0 | \u00a0 | 49 | % | \u00a0 | \u00a0 | 10 | % | \u00a0 | NA | \u00a0 | |
| Net comprehensive (loss) income | \u00a0 | $ | (19,071 | ) | \u00a0 | $ | (17 | ) | \u00a0 | $ | 33,767 | \u00a0 | \u00a0 | $ | (477 | ) | \u00a0 | $ | 14,202 | \u00a0 |
| 22. | \n Net revenue | \n
\u00a0
\nNet revenue is comprised of:
\n\u00a0
\n \n| \u00a0 | \n\u00a0 | \n For the year ended May 31, | \n \u00a0 | \n|||||||||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n\u00a0 | \n 2022 | \n \u00a0 | \n|||
| Beverage alcohol revenue | \n \u00a0 | \n$ | \n213,614 | \n\u00a0 | \n\u00a0 | \n$ | \n100,679 | \n\u00a0 | \n\u00a0 | \n$ | \n74,959 | \n\u00a0 | \n
| Beverage alcohol excise taxes | \n \u00a0 | \n\u00a0 | \n(11,520 | \n) | \n\u00a0 | \n\u00a0 | \n(5,586 | \n) | \n\u00a0 | \n\u00a0 | \n(3,467 | \n) | \n
| Net beverage alcohol revenue | \n \u00a0 | \n\u00a0 | \n202,094 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n95,093 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n71,492 | \n\u00a0 | \n
| Cannabis revenue | \n \u00a0 | \n\u00a0 | \n370,692 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n284,314 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n300,891 | \n\u00a0 | \n
| Cannabis excise taxes | \n \u00a0 | \n\u00a0 | \n(97,894 | \n) | \n\u00a0 | \n\u00a0 | \n(63,884 | \n) | \n\u00a0 | \n\u00a0 | \n(63,369 | \n) | \n
| Net cannabis revenue | \n \u00a0 | \n\u00a0 | \n272,798 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n220,430 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n237,522 | \n\u00a0 | \n
| Distribution revenue | \n \u00a0 | \n\u00a0 | \n258,740 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n258,770 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n259,747 | \n\u00a0 | \n
| Wellness revenue | \n \u00a0 | \n\u00a0 | \n55,310 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n52,831 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n59,611 | \n\u00a0 | \n
| Total | \n \u00a0 | \n$ | \n788,942 | \n\u00a0 | \n\u00a0 | \n$ | \n627,124 | \n\u00a0 | \n\u00a0 | \n$ | \n628,372 | \n\u00a0 | \n
\u00a0
\n \n \n "}]},{"name":"rpt:f-1887","factDimensions":{"xbrl:concept":"us-gaap:DisaggregationOfRevenueTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \n\u00a0 | \n For the year ended May 31, | \n \u00a0 | \n|||||||||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n\u00a0 | \n 2022 | \n \u00a0 | \n|||
| Beverage alcohol revenue | \n \u00a0 | \n$ | \n213,614 | \n\u00a0 | \n\u00a0 | \n$ | \n100,679 | \n\u00a0 | \n\u00a0 | \n$ | \n74,959 | \n\u00a0 | \n
| Beverage alcohol excise taxes | \n \u00a0 | \n\u00a0 | \n(11,520 | \n) | \n\u00a0 | \n\u00a0 | \n(5,586 | \n) | \n\u00a0 | \n\u00a0 | \n(3,467 | \n) | \n
| Net beverage alcohol revenue | \n \u00a0 | \n\u00a0 | \n202,094 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n95,093 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n71,492 | \n\u00a0 | \n
| Cannabis revenue | \n \u00a0 | \n\u00a0 | \n370,692 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n284,314 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n300,891 | \n\u00a0 | \n
| Cannabis excise taxes | \n \u00a0 | \n\u00a0 | \n(97,894 | \n) | \n\u00a0 | \n\u00a0 | \n(63,884 | \n) | \n\u00a0 | \n\u00a0 | \n(63,369 | \n) | \n
| Net cannabis revenue | \n \u00a0 | \n\u00a0 | \n272,798 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n220,430 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n237,522 | \n\u00a0 | \n
| Distribution revenue | \n \u00a0 | \n\u00a0 | \n258,740 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n258,770 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n259,747 | \n\u00a0 | \n
| Wellness revenue | \n \u00a0 | \n\u00a0 | \n55,310 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n52,831 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n59,611 | \n\u00a0 | \n
| Total | \n \u00a0 | \n$ | \n788,942 | \n\u00a0 | \n\u00a0 | \n$ | \n627,124 | \n\u00a0 | \n\u00a0 | \n$ | \n628,372 | \n\u00a0 | \n
| 23. | \n Cost of goods sold | \n
\u00a0
\nCost of goods sold is comprised of:
\n\u00a0
\n \n| \u00a0 | \n\u00a0 | \n For the year ended May 31, | \n \u00a0 | \n|||||||||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n\u00a0 | \n 2022 | \n \u00a0 | \n|||
| Beverage alcohol costs | \n \u00a0 | \n$ | \n113,522 | \n\u00a0 | \n\u00a0 | \n$ | \n48,770 | \n\u00a0 | \n\u00a0 | \n$ | \n32,033 | \n\u00a0 | \n
| Cannabis costs | \n \u00a0 | \n\u00a0 | \n182,594 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n162,755 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n194,834 | \n\u00a0 | \n
| Distribution costs | \n \u00a0 | \n\u00a0 | \n230,596 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n231,309 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n243,231 | \n\u00a0 | \n
| Wellness costs | \n \u00a0 | \n\u00a0 | \n38,879 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n37,330 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n41,457 | \n\u00a0 | \n
| Total | \n \u00a0 | \n$ | \n565,591 | \n\u00a0 | \n\u00a0 | \n$ | \n480,164 | \n\u00a0 | \n\u00a0 | \n$ | \n511,555 | \n\u00a0 | \n
\u00a0
\n "}]},{"name":"rpt:f-1916","factDimensions":{"xbrl:concept":"tlry:ScheduleOfCostOfGoodsSoldTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \n\u00a0 | \n For the year ended May 31, | \n \u00a0 | \n|||||||||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n\u00a0 | \n 2022 | \n \u00a0 | \n|||
| Beverage alcohol costs | \n \u00a0 | \n$ | \n113,522 | \n\u00a0 | \n\u00a0 | \n$ | \n48,770 | \n\u00a0 | \n\u00a0 | \n$ | \n32,033 | \n\u00a0 | \n
| Cannabis costs | \n \u00a0 | \n\u00a0 | \n182,594 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n162,755 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n194,834 | \n\u00a0 | \n
| Distribution costs | \n \u00a0 | \n\u00a0 | \n230,596 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n231,309 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n243,231 | \n\u00a0 | \n
| Wellness costs | \n \u00a0 | \n\u00a0 | \n38,879 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n37,330 | \n\u00a0 | \n\u00a0 | \n\u00a0 | \n41,457 | \n\u00a0 | \n
| Total | \n \u00a0 | \n$ | \n565,591 | \n\u00a0 | \n\u00a0 | \n$ | \n480,164 | \n\u00a0 | \n\u00a0 | \n$ | \n511,555 | \n\u00a0 | \n
| 24. | General and administrative expenses |
\u00a0
\nGeneral and administrative expenses are comprised of the following items:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Executive compensation | \u00a0 | $ | 15,597 | \u00a0 | \u00a0 | $ | 13,655 | \u00a0 | \u00a0 | $ | 14,128 | \u00a0 |
| Office and general | \u00a0 | \u00a0 | 28,460 | \u00a0 | \u00a0 | \u00a0 | 27,845 | \u00a0 | \u00a0 | \u00a0 | 27,153 | \u00a0 |
| Salaries and wages | \u00a0 | \u00a0 | 68,076 | \u00a0 | \u00a0 | \u00a0 | 57,228 | \u00a0 | \u00a0 | \u00a0 | 51,693 | \u00a0 |
| Stock-based compensation | \u00a0 | \u00a0 | 31,769 | \u00a0 | \u00a0 | \u00a0 | 39,595 | \u00a0 | \u00a0 | \u00a0 | 35,994 | \u00a0 |
| Insurance | \u00a0 | \u00a0 | 12,586 | \u00a0 | \u00a0 | \u00a0 | 12,033 | \u00a0 | \u00a0 | \u00a0 | 17,536 | \u00a0 |
| Professional fees | \u00a0 | \u00a0 | 5,345 | \u00a0 | \u00a0 | \u00a0 | 7,166 | \u00a0 | \u00a0 | \u00a0 | 13,047 | \u00a0 |
| (Gain) loss on sale of capital assets | \u00a0 | \u00a0 | (4,198 | ) | \u00a0 | \u00a0 | (48 | ) | \u00a0 | \u00a0 | (682 | ) |
| Insurance proceeds | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (4,032 | ) |
| Travel and accommodation | \u00a0 | \u00a0 | 5,138 | \u00a0 | \u00a0 | \u00a0 | 4,530 | \u00a0 | \u00a0 | \u00a0 | 4,203 | \u00a0 |
| Rent | \u00a0 | \u00a0 | 4,585 | \u00a0 | \u00a0 | \u00a0 | 3,155 | \u00a0 | \u00a0 | \u00a0 | 3,761 | \u00a0 |
| Total | \u00a0 | $ | 167,358 | \u00a0 | \u00a0 | $ | 165,159 | \u00a0 | \u00a0 | $ | 162,801 | \u00a0 |
\u00a0
\nIncluded in (Gain) loss on sale of capital asset\u00a0for\u00a0the year ended\u00a0 May 31, 2024, are gains of $4,198 which is\u00a0comprised of $3,957 from the sale of Truss Beverage Co. refer to\u00a0Note 9 (Business Acquisitions), and others.
\n\u00a0\u00a0
\n "}]},{"name":"rpt:f-1933","factDimensions":{"xbrl:concept":"tlry:ScheduleOfGeneralAndAdministrativeExpensesTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Executive compensation | \u00a0 | $ | 15,597 | \u00a0 | \u00a0 | $ | 13,655 | \u00a0 | \u00a0 | $ | 14,128 | \u00a0 |
| Office and general | \u00a0 | \u00a0 | 28,460 | \u00a0 | \u00a0 | \u00a0 | 27,845 | \u00a0 | \u00a0 | \u00a0 | 27,153 | \u00a0 |
| Salaries and wages | \u00a0 | \u00a0 | 68,076 | \u00a0 | \u00a0 | \u00a0 | 57,228 | \u00a0 | \u00a0 | \u00a0 | 51,693 | \u00a0 |
| Stock-based compensation | \u00a0 | \u00a0 | 31,769 | \u00a0 | \u00a0 | \u00a0 | 39,595 | \u00a0 | \u00a0 | \u00a0 | 35,994 | \u00a0 |
| Insurance | \u00a0 | \u00a0 | 12,586 | \u00a0 | \u00a0 | \u00a0 | 12,033 | \u00a0 | \u00a0 | \u00a0 | 17,536 | \u00a0 |
| Professional fees | \u00a0 | \u00a0 | 5,345 | \u00a0 | \u00a0 | \u00a0 | 7,166 | \u00a0 | \u00a0 | \u00a0 | 13,047 | \u00a0 |
| (Gain) loss on sale of capital assets | \u00a0 | \u00a0 | (4,198 | ) | \u00a0 | \u00a0 | (48 | ) | \u00a0 | \u00a0 | (682 | ) |
| Insurance proceeds | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (4,032 | ) |
| Travel and accommodation | \u00a0 | \u00a0 | 5,138 | \u00a0 | \u00a0 | \u00a0 | 4,530 | \u00a0 | \u00a0 | \u00a0 | 4,203 | \u00a0 |
| Rent | \u00a0 | \u00a0 | 4,585 | \u00a0 | \u00a0 | \u00a0 | 3,155 | \u00a0 | \u00a0 | \u00a0 | 3,761 | \u00a0 |
| Total | \u00a0 | $ | 167,358 | \u00a0 | \u00a0 | $ | 165,159 | \u00a0 | \u00a0 | $ | 162,801 | \u00a0 |
| 25. | Restructuring\u00a0 |
\u00a0
\nIn connection with executing our acquisition strategy and strategic transactions, the Company incurred restructuring and exit costs associated with the integration efforts of these non-recurring transactions. For the year ended May 31, 2024,\u00a0 May 31, 2023\u00a0and May 31, 2022, the Company incurred $15,581, $9,245\u00a0and $795\u00a0respectively of restructuring costs. The Company approves detailed restructuring initiative plans at the executive level and recognizes these expenses in the period in which the plan has been committed to.\u00a0 The breakdown of the restructuring charges for the year ended May 31, 2024\u00a0are as follows:
\n\u00a0
\nWithin the Cannabis reporting unit,\u00a0three\u00a0restructuring plans have been initiated as follows;\u00a0HEXO acquisition related charges which is expected to take place within\u00a024\u00a0months from the acquisition date, Truss acquisition related charges which is expected to take place within\u00a018\u00a0months from the acquisition date and the Canadian business cost reduction plan, which concluded during the fiscal year. During\u00a0the year ended\u00a0 May 31, 2024, the following expenses were recognized, $10,174 of employee termination benefits and other restructuring charges for the HEXO acquisition plan, $3,549\u00a0of restructuring charges related to the costs of exiting the Truss facility given the sale of the facility\u00a0and $482 of employee termination benefits for the Canadian cannabis business cost reduction plan.
\n\u00a0
\nWithin the\u00a0distribution reporting unit, the Company completed\u00a0its\u00a0cost optimization plan during the year ended\u00a0 May 31, 2024. \u00a0During the year ended\u00a0 May 31, 2024, the Company recognized $1,376\u00a0related to employee termination benefits in connection with the execution of\u00a0this plan.
\n\u00a0
\nFor the year ended May 31, 2023,\u00a0the Company recognized\u00a0$9,245\u00a0of restructuring charges which was comprised of $2,663\u00a0of severance costs required to right size the Company's production,\u00a0$1,599\u00a0of exit costs, and $1,276\u00a0for inventory adjustments from the termination of our producer partnership in Uruguay due to a breach of the underlying contract in our International cannabis business. Additionally, amounts related to the Tilray-Aphria Arrangement Agreement for the closure of our Canadian cannabis facility in Enniskillen of $1,512\u00a0million were incurred. The Company also incurred $2,195\u00a0million of write-offs from the exit of our medical device reprocessing business in our\u00a0distribution reporting segment.\u00a0
\n\u00a0
\nFor the year ended May 31, 2022, the Company recognized $795 of restructuring charges related\u00a0to the Tilray and Aphria business combination.\u00a0
\n\u00a0\u00a0
\n "}]},{"name":"rpt:f-1970","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"15581000","decimals":-3}]},{"name":"rpt:f-1971","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"9245000","decimals":-3}]},{"name":"rpt:f-1972","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2021-06-01T00:00:00/2022-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"795000","decimals":-3}]},{"name":"rpt:f-1973","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:HexoAcquisitionMember","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:EmployeeSeveranceMember"},"factValues":[{"value":"10174000","decimals":-3}]},{"name":"rpt:f-1974","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:TrussBeverageCompanyMember","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:FacilityClosingMember"},"factValues":[{"value":"3549000","decimals":-3}]},{"name":"rpt:f-1975","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:EmployeeSeveranceMember","us-gaap:RestructuringPlanAxis":"tlry:CostReductionMember"},"factValues":[{"value":"482000","decimals":-3}]},{"name":"rpt:f-1976","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:OneTimeTerminationBenefitsMember","us-gaap:RestructuringPlanAxis":"tlry:CostOptimizationMember","us-gaap:StatementBusinessSegmentsAxis":"tlry:DistributionBusinessMember"},"factValues":[{"value":"1376000","decimals":-3}]},{"name":"rpt:f-1977","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"9245000","decimals":-3}]},{"name":"rpt:f-1978","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:EmployeeSeveranceMember","us-gaap:RestructuringPlanAxis":"tlry:CostOptimizationMember","us-gaap:StatementBusinessSegmentsAxis":"tlry:DistributionBusinessMember"},"factValues":[{"value":"2663000","decimals":-3}]},{"name":"rpt:f-1979","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:FacilityClosingMember","us-gaap:RestructuringPlanAxis":"tlry:CostOptimizationMember","us-gaap:StatementBusinessSegmentsAxis":"tlry:DistributionBusinessMember"},"factValues":[{"value":"1599000","decimals":-3}]},{"name":"rpt:f-1980","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCosts","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:ContractTerminationMember","us-gaap:RestructuringPlanAxis":"tlry:CostOptimizationMember","us-gaap:StatementBusinessSegmentsAxis":"tlry:DistributionBusinessMember"},"factValues":[{"value":"1276"}]},{"name":"rpt:f-1981","factDimensions":{"xbrl:concept":"us-gaap:RestructuringAndRelatedCostIncurredCost","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:FacilityClosingMember","srt:StatementGeographicalAxis":"country:CA"},"factValues":[{"value":"1512000000","decimals":-6}]},{"name":"rpt:f-1982","factDimensions":{"xbrl:concept":"us-gaap:RestructuringAndRelatedCostIncurredCost","xbrl:period":"2022-06-01T00:00:00/2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:RestructuringCostAndReserveAxis":"us-gaap:FacilityClosingMember","us-gaap:StatementBusinessSegmentsAxis":"tlry:DistributionBusinessMember"},"factValues":[{"value":"2195000000","decimals":-6}]},{"name":"rpt:f-1983","factDimensions":{"xbrl:concept":"us-gaap:RestructuringCharges","xbrl:period":"2021-06-01T00:00:00/2022-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"tlry:TilrayIncAndAphriaIncMember"},"factValues":[{"value":"795000","decimals":-3}]},{"name":"rpt:f-1984","factDimensions":{"xbrl:concept":"us-gaap:InterestIncomeAndInterestExpenseDisclosureTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| 26. | \n Interest expense, net\u00a0 | \n
\u00a0
\nInterest expense, net is comprised of:
\n\u00a0
\n \n| \u00a0 | \n\u00a0 | \n For the year ended May 31, | \n \u00a0 | \n|||||||||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n\u00a0 | \n 2022 | \n \u00a0 | \n|||
| Interest income | \n \u00a0 | \n$ | \n12,831 | \n\u00a0 | \n\u00a0 | \n$ | \n33,025 | \n\u00a0 | \n\u00a0 | \n$ | \n11,736 | \n\u00a0 | \n
| Interest expense | \n \u00a0 | \n\u00a0 | \n(49,264 | \n) | \n\u00a0 | \n\u00a0 | \n(46,612 | \n) | \n\u00a0 | \n\u00a0 | \n(39,680 | \n) | \n
| \u00a0 | \n\u00a0 | \n$ | \n(36,433 | \n) | \n\u00a0 | \n$ | \n(13,587 | \n) | \n\u00a0 | \n$ | \n(27,944 | \n) | \n
\u00a0
\n \n \n "}]},{"name":"rpt:f-1985","factDimensions":{"xbrl:concept":"us-gaap:InterestIncomeAndInterestExpenseDisclosureTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \n\u00a0 | \n For the year ended May 31, | \n \u00a0 | \n|||||||||
| \u00a0 | \n\u00a0 | \n 2024 | \n \u00a0 | \n\u00a0 | \n 2023 | \n \u00a0 | \n\u00a0 | \n 2022 | \n \u00a0 | \n|||
| Interest income | \n \u00a0 | \n$ | \n12,831 | \n\u00a0 | \n\u00a0 | \n$ | \n33,025 | \n\u00a0 | \n\u00a0 | \n$ | \n11,736 | \n\u00a0 | \n
| Interest expense | \n \u00a0 | \n\u00a0 | \n(49,264 | \n) | \n\u00a0 | \n\u00a0 | \n(46,612 | \n) | \n\u00a0 | \n\u00a0 | \n(39,680 | \n) | \n
| \u00a0 | \n\u00a0 | \n$ | \n(36,433 | \n) | \n\u00a0 | \n$ | \n(13,587 | \n) | \n\u00a0 | \n$ | \n(27,944 | \n) | \n
| 27. | Non-operating (expense) income |
\u00a0
\nNon-operating (expense) income is comprised of:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Change in fair value of convertible debenture payable | \u00a0 | $ | (19,736 | ) | \u00a0 | $ | (43,651 | ) | \u00a0 | $ | 163,670 | \u00a0 |
| Change in fair value of warrant liability | \u00a0 | \u00a0 | (1,436 | ) | \u00a0 | \u00a0 | 12,438 | \u00a0 | \u00a0 | \u00a0 | 63,913 | \u00a0 |
| Foreign exchange (loss) gain | \u00a0 | \u00a0 | (4,086 | ) | \u00a0 | \u00a0 | (25,535 | ) | \u00a0 | \u00a0 | (28,383 | ) |
| Loss on long-term investments | \u00a0 | \u00a0 | (217 | ) | \u00a0 | \u00a0 | (2,190 | ) | \u00a0 | \u00a0 | (6,737 | ) |
| Other non-operating (losses) gains, net | \u00a0 | \u00a0 | (12,367 | ) | \u00a0 | \u00a0 | (7,971 | ) | \u00a0 | \u00a0 | 5,208 | \u00a0 |
| \u00a0 | \u00a0 | $ | (37,842 | ) | \u00a0 | $ | (66,909 | ) | \u00a0 | $ | 197,671 | \u00a0 |
\u00a0
\nIncluded in other non-operating (losses) gains, net for\u00a0the year ended\u00a0 May 31, 2024, are losses of $12,367\u00a0which is\u00a0comprised of\u00a0$2,313\u00a0from the\u00a0downside protection share issuance relating to the HTI note,\u00a0as described in Note\u00a019\u00a0(Stockholders' equity),\u00a0$2,458\u00a0of amounts to settle outstanding notes with non-controlling interest shareholders, $4,638\u00a0for a decrease in value of equity investee,\u00a0as described in Note 28\u00a0(Commitments and contingencies), Cannfections, and $3,063 loss on measurement\u00a0at the lower of carrying amount and the fair value less costs to sell of Broken Coast's former\u00a0Duncan facility, refer to Note 6\u00a0(Capital assets).
\n\u00a0
\n "}]},{"name":"rpt:f-1996","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfOtherNonoperatingIncomeExpenseTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Change in fair value of convertible debenture payable | \u00a0 | $ | (19,736 | ) | \u00a0 | $ | (43,651 | ) | \u00a0 | $ | 163,670 | \u00a0 |
| Change in fair value of warrant liability | \u00a0 | \u00a0 | (1,436 | ) | \u00a0 | \u00a0 | 12,438 | \u00a0 | \u00a0 | \u00a0 | 63,913 | \u00a0 |
| Foreign exchange (loss) gain | \u00a0 | \u00a0 | (4,086 | ) | \u00a0 | \u00a0 | (25,535 | ) | \u00a0 | \u00a0 | (28,383 | ) |
| Loss on long-term investments | \u00a0 | \u00a0 | (217 | ) | \u00a0 | \u00a0 | (2,190 | ) | \u00a0 | \u00a0 | (6,737 | ) |
| Other non-operating (losses) gains, net | \u00a0 | \u00a0 | (12,367 | ) | \u00a0 | \u00a0 | (7,971 | ) | \u00a0 | \u00a0 | 5,208 | \u00a0 |
| \u00a0 | \u00a0 | $ | (37,842 | ) | \u00a0 | $ | (66,909 | ) | \u00a0 | $ | 197,671 | \u00a0 |
| 28. | Commitments and contingencies |
\u00a0
\nPurchase and other commitments
\n\u00a0
\nThe Company has payments on long-term debt (refer to Note 16 Long-term debt), convertible notes (refer to Note 17\u00a0Convertible Debentures), material purchase commitments and construction commitments as follows:
\n\u00a0
\n \n| \u00a0 | \u00a0 | Total | \u00a0 | \u00a0 | 2025 | \u00a0 | \u00a0 | 2026 | \u00a0 | \u00a0 | 2027 | \u00a0 | \u00a0 | 2028 | \u00a0 | \u00a0 | Thereafter | \u00a0 | ||||||
| Long-term debt repayment | \u00a0 | $ | 174,666 | \u00a0 | \u00a0 | $ | 15,507 | \u00a0 | \u00a0 | $ | 43,232 | \u00a0 | \u00a0 | $ | 11,764 | \u00a0 | \u00a0 | $ | 68,672 | \u00a0 | \u00a0 | $ | 35,491 | \u00a0 |
| Convertible debentures payable | \u00a0 | \u00a0 | 172,830 | \u00a0 | \u00a0 | \u00a0 | 330 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 172,500 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Material purchase obligations | \u00a0 | \u00a0 | 59,959 | \u00a0 | \u00a0 | \u00a0 | 26,410 | \u00a0 | \u00a0 | \u00a0 | 33,549 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Construction commitments | \u00a0 | \u00a0 | 575 | \u00a0 | \u00a0 | \u00a0 | 575 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Total | \u00a0 | $ | 408,030 | \u00a0 | \u00a0 | $ | 42,822 | \u00a0 | \u00a0 | $ | 76,781 | \u00a0 | \u00a0 | $ | 184,264 | \u00a0 | \u00a0 | $ | 68,672 | \u00a0 | \u00a0 | $ | 35,491 | \u00a0 |
\u00a0
\nLegal proceedings
\n\u00a0
\nIn the ordinary course of business, we are at times subject to various legal proceedings and disputes, including the proceedings specifically discussed below. We assess our liabilities and contingencies in connection with outstanding legal proceedings utilizing the latest information available. Where it is probable that we will incur a loss and the amount of the loss can be reasonably estimated, we record a liability in our consolidated financial statements. These legal reserves may be increased or decreased to reflect any relevant developments on a quarterly basis. Where a loss is not probable or the amount of loss is not estimable, we do not accrue legal reserves. While the outcome of legal proceedings is inherently uncertain, based on information currently available and available insurance coverage, our management believes that it has established appropriate legal reserves. Any incremental liabilities arising from pending legal proceedings are not expected to have a material adverse effect on our consolidated financial position, consolidated results of operations, or consolidated cash flows. However, it is possible that the ultimate resolution of these matters, if unfavorable, may be material to our consolidated financial position, consolidated results of operations, or consolidated cash flows.
\n\u00a0
\n \n \nClass Action Suits and Stockholder Derivative Suits
\n\u00a0
\nAuthentic Brands Group Related Class Action (New York, United States)
\n\u00a0
\nOn May 4, 2020, Ganesh Kasilingam filed a lawsuit in the United States District Court for the Southern District of New York (\u201cSDNY\u201d), against Tilray Brands, Inc., Brendan Kennedy and Mark Castaneda, on behalf of himself and a putative class, seeking to recover damages for alleged violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the \u201cKasilingam litigation\u201d). The complaint alleges that Tilray and the individual defendants overstated the anticipated advantages of the Company\u2019s revenue sharing agreement with Authentic Brands Group (\u201cABG\u201d), announced on January 15, 2019, and that the plaintiff suffered losses when Tilray\u2019s stock price dropped after Tilray recognized an impairment with respect to the ABG deal on March 2, 2020. On August 6, 2020, SDNY entered an order appointing Saul Kassin as Lead Plaintiff and The Rosen Law Firm, P.A. as Lead Counsel. Lead Plaintiff filed an amended complaint on October 5, 2020, which asserts the same Sections 10(b) and 20(a) claims against the same defendants on largely the same theory, and includes new allegations that Tilray\u2019s reported inventory, cost of sales, and gross margins in its financial reports during the class period were false and misleading because Tilray improperly recorded unsellable \u201ctrim\u201d as inventory and understated the cost of sales for its products.
\n\u00a0
\nOn September 27, 2021, the U.S. District Court entered an Opinion & Order granting the Defendants\u2019 motion to dismiss the complaint in the Kasilingam litigation without prejudice. On December 3, 2021, the lead plaintiff filed a second amended complaint alleging similar claims against Tilray and Brendan Kennedy. The Defendants successfully moved to dismiss the second amended complaint on February 2, 2022. In dismissing the second amended complaint, the court granted the Plaintiff leave to amend one final time. On September 27, 2023, the Plaintiff filed its Third Amended Complaint.
\n\u00a0
\nThe Defendants\u2019 materials for a motion to dismiss the Third Amended Complaint were filed on November 8, 2023. A decision on the motion is expected by December 2024.
\n\u00a0
\nAphria Inc. Securities Litigation (New York, United States)
\n\u00a0
\nOn December 5, 2018, a putative securities class action was commenced in SDNY against Aphria and certain current and former officers and directors. The action claims that the defendants misrepresented the value of three cannabis-producing properties Aphria acquired in Jamaica, Colombia, and Argentina (the \u201cLATAM Assets\u201d). On December 3, 2018, two notorious short-sellers issued a report about the acquisitions, claiming the LATAM Assets were non-functional or non-existent, which allegedly caused Aphria\u2019s stock price to fall. On April 15, 2019, Aphria took impairment charges on the LATAM Assets, which also allegedly caused Aphria\u2019s stock price to decline. The putative class action claims that Aphria artificially inflated the price of its publicly-traded stock by making false statements about the LATAM Assets, and when the purported truth was revealed by a short-seller report and write-down, the stock price declined, harming investors.
\n\u00a0
\nOn September 30, 2020, the Court denied the motion to dismiss the complaint as to Aphria, Vic Neufeld, and Carl Merton, and granted the motion as to Cole Cacciavillani, John Cervini, Andrew DeFrancesco, and SOL Global Investments. On October 1, 2020, Plaintiffs moved for reconsideration of the order dismissing DeFrancesco and SOL or, in the alternative, to amend their complaint. On October 14, 2020, Aphria, Neufeld, and Merton moved for reconsideration of the order denying their motion to dismiss.
\n\u00a0
\nOn September 28, 2021, the Court denied all motions for reconsideration and provided Plaintiffs with the opportunity to amend their complaint. Plaintiffs did not amend, and so the dismissals of Cacciavillani, Cervini, DeFrancesco, and SOL Investments became dismissals with prejudice.
\n\u00a0
\nOn January 28, 2022, Plaintiffs moved for class certification, and briefing on the motion was complete as of June 28, 2022. The motion was granted, and a class was certified. On April 12, 2024, the parties filed a revised schedule for the remainder of the proceeding through trial, a key element of which includes setting trial for a \u201cdate convenient to the court after April 17, 2025\u201d.
\n\u00a0
\nThe parties engaged in mediation in March 2021 and December 2022, but neither mediation resulted in a settlement. The parties are as of the date of this Form 10-K\u00a0engaged in fact discovery and have sought to extend fact discovery into September 2024.
\n\u00a0
\nIt is too early to determine any potential damages from this proceeding. The Company and the individual defendants believe the claims are without merit and intend to vigorously defend against the claims, but there can be no assurances as to the outcome.
\n\u00a0
\n \n \nAphria Class Action and Related Individual Actions (Canada)
\n\u00a0
\n| \u00a0 | i. | Aphria Class Action (Canada) |
\u00a0
\nIn February 2019, a putative securities class action was commenced in the Ontario Superior Court of Justice against Aphria, Inc. (\u201cAphria\u201d) and certain of its former officers and directors, as well as five underwriters. The claim was subsequently amended in September 2022 to only proceed against Aphria, and two of its former officers and directors as named defendants.
\n\u00a0
\nThe class plaintiff seeks various relief including damages in the amount of CAD $850,000 pursuant to Ontario securities legislation on behalf of all class members who acquired Aphria\u2019s common shares between January 29, 2018 and December 3, 2018. The class action stems from Aphria\u2019s acquisition of Nuuvera Inc. and LATAM Holdings Inc. in March and September 2018, respectively, alleging, among other things, that the value of the acquired assets was misrepresented as being significantly higher than their actual worth, and that insiders at Aphria personally benefitted from the acquisitions at the expense of investors.
\n\u00a0
\nTrial has been scheduled to begin in January 2025. The Company denies the allegations made in the Canadian class action and intends to vigorously defend against them.
\n\u00a0
\n| \u00a0 | ii. | Individual Actions (Canada) |
\u00a0
\nIn 2019 and 2020, four individual actions were commenced against Aphria and certain of its current and former officers and directors on various grounds including common law misrepresentations relating to the same Nuuvera and LATAM transactions at issue in the Aphria Class Action (Canada) discussed above. The individual plaintiffs make allegations including that the value of the assets acquired in the Nuuvera and LATAM transactions was misrepresented as being significantly higher than their actual worth, and that insiders at Aphria personally benefitted from the acquisitions at the expense of investors. The individual plaintiffs seek declaratory relief and damages in an amount to be determined, plus interest and costs. No substantive steps have been taken by the plaintiffs in the individual actions.
\n\u00a0
\nThe Company denies the allegations made in the individual actions and intends to vigorously defend against them.
\n\u00a0
\nMartin Dionne v. HEXO Corporation and Sebastien St. Louis
\n\u00a0
\nIn November 2019, a Canadian securities class action was instituted against HEXO Corp. (\u201cHEXO\u201d) and its former CEO, Sebastien St. Louis. The plaintiff claims that between April 11, 2018 and March 30, 2020, the defendants misrepresented material facts, in both documents and oral statements and failed to disclose material changes in a timely manner as it relates to: (a) revenue certainty in the first year post-legalization (2018 supply agreement with the province of Qu\u00e9bec); (b) additional revenue generation (acquisition of Newstrike); (c) HEXO inventory and internal controls; and (d) licensing at the Newstrike Niagara facility.
\n\u00a0
\nOn January 23, 2023, the class action was dismissed in its entirety at the certification stage in Quebec. On March 14, 2023, the plaintiff appealed this decision to the Quebec Court of Appeal. The appeal was heard on January 18, 2024. A decision is expected in or before the end of the calendar year.\u00a0
\n\u00a0
\nThe Company believes the plaintiff\u2019s claims are without merit and intends to vigorously defend against them. There is approximately $2,000\u00a0remaining in the applicable HEXO D&O policy retention. If HEXO successfully defends the appeal, the Company intends to pursue recovery of D&O retention amounts applicable under Quebec Law.
\n\u00a0
\nLegal Proceedings Related to Contractual Obligations
\n\u00a0
\n420 Investments Ltd. Litigation
\n\u00a0
\nOn February 21, 2020, 420 Investments Ltd., as Plaintiff (\u201c420 Investments\u201d), filed a lawsuit against Tilray Brands, Inc. and High Park Shops Inc. (\u201cHigh Park\u201d), as Defendants, in Calgary, Alberta in the Court of Queen\u2019s Bench of Alberta. In August 2019, Tilray and High Park entered into an Arrangement Agreement with 420 Investments and others (the \u201cAgreement\u201d). Pursuant to the Agreement, High Park was to acquire the securities of 420 Investments. In February 2020, Tilray and High Park gave notice of termination of the Agreement. 420 Investments alleges that the termination was unlawful and without merit and further alleges that the Defendants had no legal basis to terminate. 420 Investments alleges that the Defendants did not meet their contractual and good faith obligations under the Agreement. 420 Investment seeks damages in the stated amount of CAD $110,000, plus \u00a0in aggravated damages. High Park subsequently counterclaimed against 420 Investments for repayment of a CAD $7,000\u00a0bridge loan made to 420 Investments in August 2019.\u00a0
\n\u00a0
\n \n \nOn February 7, 2024, the court granted summary judgment in favor of High Park on its counterclaim. The summary judgment order is equal to the amount of CAD $7,000, plus pre-judgment interest in the amount of CAD $2,280, plus post-judgment interest and costs. 420 Investments subsequently appealed the summary judgment decision and filed an application seeking an interim stay of any enforcement of that decision pending the appeal. The interim stay application was dismissed at first instance and on appeal in March and April 2024, respectively. A hearing date for the appeal of the summary judgment decision is scheduled for December 5, 2024.
\n\u00a0
\nWith the dismissal of the interim stay application, High Park took steps to enforce the summary judgment decision against 420 Investments , which includes enforcing a security agreement registered against 420 Investments'\u00a0personal property in November 2023. On May 29, 2024, 420 filed a Notice of Intention to Make a Proposal under subsection 50.4(1) of the Bankruptcy and Insolvency Act, RSC 1985, c. B-3.\u00a0
\n\u00a0
\nThe main action remains in the discovery stage, with examinations for discovery ongoing. No trial date has been set for the main action. Tilray and High Park deny 420\u2019s allegations in the main action and intend to vigorously defend against them.
\n\u00a0
\nCannfections Group Inc. / High Park Farms Ltd. and High Park Holdings Ltd. (Canada, Commercial Arbitration)
\n\u00a0
\nIn December 2022, Cannfections Group Inc. (\u201cCannfections\u201d) commenced an arbitration against High Park Farms Ltd. (\u201cHPF\u201d) and High Park Holdings Ltd. (\u201cHPH\u201d) seeking damages in the amount of CAD $27,500 for breach of a supply and development agreement entered in 2019.
\n\u00a0
\nThe arbitration took place in November 2023. On March 5, 2024, the arbitrator released her decision, finding in favor of Cannfections and awarding damages to Cannfections in the amount of CAD $19,951, plus prejudgment interest, to be paid by HPF. The arbitrator found that HPH was not a party to the arbitration.
\n\u00a0
\nOn March 13, 2024, HPF commenced a separate court action in the Ontario Superior Court of Justice (Court File No.: CV-24-00716433-000) against Cannfections, 13062775 Canada Inc. and one of Cannfections\u2019 directors for damages in an amount to be determined at trial, together with declaratory and equitable relief, on various grounds including oppression and breach of fiduciary duty. No substantive steps have been taken in the action, but the Company expects that the HPF trustee will actively pursue this litigation claim.
\n\u00a0
\nOn April 5, 2024, HPF\u00a0commenced a voluntary assignment in bankruptcy, naming B. Riley Farber as its licensed insolvency trustee. HPF\u2019s bankruptcy filing is limited solely to HPF's, and neither Tilray nor any of its affiliates are petitioners or parties to the HPF's\u00a0bankruptcy filing. As a result of this bankruptcy filing, the Company recognized a $4,638\u00a0decrease in value of the equity investee during the three months ended February 29, 2024. The Company does not expect that there will be any further impact to the Company\u2019s financial statements. HPF's determined to commence bankruptcy proceedings given it ceased all active operations following closure of the Enniskillen facility and the termination of its supply agreement with Cannfections. The purpose of the bankruptcy filing is to ensure the orderly liquidation and wind-up of HPF\u2019s remaining assets and liabilities.
\n\u00a0
\nIn the Matter of an Arbitration Between: K. Dickson v. Tilray, Inc.
\n\u00a0
\nIn 2021, Ms. Dickson, the former President of Manitoba Harvest, a wholly-owned subsidiary of Tilray, commenced an arbitration in Minneapolis, Minnesota against Tilray, alleging that she was wrongfully terminated in December 2020 and entitled to certain benefits under her employment agreement together with other contract and wage claims. Tilray asserted a counterclaim of its own for post-termination payments on the basis that they were mistakenly paid to Dickson.
\n\u00a0
\nOn March 17, 2023, the arbitrator awarded Dickson $3,134\u00a0for her Restricted Share Units, $300\u00a0in severance, and $300\u00a0for a discretionary bonus, plus amounts for pre-judgment and post-judgment interest and double damages (\u201cArbitration Award). Tilray\u2019s counterclaim was denied by the Arbitrator. On May 23, 2023, the arbitrator issued a supplemental award which provided that Dickson was entitled to recover $103\u00a0in attorney fees and $21\u00a0in costs from Tilray in connection with the arbitration.
\n\u00a0
\nOn February 27, 2024, the U.S. District Court for the Western District of Washington dismissed Tilray\u2019s petition to vacate, modify or correct the Arbitration Award, granting Dickson\u2019s responding motion to dismiss on the basis that the U.S. District Court for the Western District of Washington lacked personal jurisdiction over the dispute. On March 15, 2024, Tilray filed its notice of appeal of the decision of the U.S. District Court for the Western District of Washington to the U.S. Court of Appeals for the Ninth Circuit. A date for Tilray\u2019s appeal to the Ninth Circuit Court of Appeal has yet to be set.
\n\u00a0
\nOn April 12, 2024, the District Court Judge in Minnesota lifted the stay of proceedings in that court, permitting Dickson to bring a motion to confirm the Arbitration Award. A hearing for the motion is scheduled for July 17, 2024. The Company intends to pursue its appeal of the decision, but has accrued an appropriate amount to cover the underlying judgment.
\n\u00a0
\n \n \nFotmer Corporation S.A. v. Tilray Brands Inc. et al.
\n\u00a0
\nOn January 4, 2023, Fotmer Corporation S.A. commenced an arbitration demanding $1,233\u00a0for alleged breaches by Tilray of a 2019 purchase agreement. On July 5, 2023, Tilray responded by filing a court action in the Berlin Regional Court seeking $2,250\u00a0under a 2021 supply agreement asserting that Fotmer\u2019s alleged monetary claims under the 2019 and 2021 supply agreements are improper, and that Fotmer owes Tilray $2.25 million in respect of advance payments made for future deliveries and certain reimbursement obligations owing by Fotmer to Tilray for defective products and EU GMP certifications.
\n\u00a0
\nOn August 8, 2023, a final award was issued in the arbitration between the parties, ordering Tilray to pay Fotmer damages in the amount of $1,233, plus simple interest of 7.5% from December 29, 2020 forward, in connection with the 2019 supply agreement.
\n\u00a0
\nTilray has yet to pay Fotmer any amounts owed pursuant to the arbitral award on the basis that the facts and legal issues in the court action and the arbitration overlap, such that equitable setoff should be applied between the two proceedings.
\n\u00a0
\nIn the court action, Fotmer submitted its statement of defense on November 7, 2023. On May 21, 2024, Tilray filed its statement of reply and defense against counterclaims.\u00a0 Tilray believes that Fotmer\u2019s claims are without merit and the Company intends to vigorously defend against these claims.
\n\u00a0
\n\u00a0
\nSummary of litigation accruals\u00a0
\n\u00a0
\nAs described in Note\u00a015\u00a0(Accounts payable and accrued liabilities), the total litigation\u00a0expense accrual included in accrued liabilities as of\u00a0\u00a0 May 31, 2024\u00a0was\u00a0$24,378 to cover various ongoing litigation matters that are probable and estimable ( May 31, 2023 - $25,000). During the year\u00a0ended\u00a0 May 31, 2024,\u00a0the Company assumed\u00a0$12,253 of litigation accruals from the acquisition of HEXO, several of which were settled during the year\u00a0ended\u00a0 May 31, 2024. The Company did\u00a0\u00a0assume any litigation accruals from the Craft Acquisition.\u00a0
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-2021","factDimensions":{"xbrl:concept":"srt:ContractualObligationFiscalYearMaturityScheduleTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | Total | \u00a0 | \u00a0 | 2025 | \u00a0 | \u00a0 | 2026 | \u00a0 | \u00a0 | 2027 | \u00a0 | \u00a0 | 2028 | \u00a0 | \u00a0 | Thereafter | \u00a0 | ||||||
| Long-term debt repayment | \u00a0 | $ | 174,666 | \u00a0 | \u00a0 | $ | 15,507 | \u00a0 | \u00a0 | $ | 43,232 | \u00a0 | \u00a0 | $ | 11,764 | \u00a0 | \u00a0 | $ | 68,672 | \u00a0 | \u00a0 | $ | 35,491 | \u00a0 |
| Convertible debentures payable | \u00a0 | \u00a0 | 172,830 | \u00a0 | \u00a0 | \u00a0 | 330 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 172,500 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Material purchase obligations | \u00a0 | \u00a0 | 59,959 | \u00a0 | \u00a0 | \u00a0 | 26,410 | \u00a0 | \u00a0 | \u00a0 | 33,549 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Construction commitments | \u00a0 | \u00a0 | 575 | \u00a0 | \u00a0 | \u00a0 | 575 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Total | \u00a0 | $ | 408,030 | \u00a0 | \u00a0 | $ | 42,822 | \u00a0 | \u00a0 | $ | 76,781 | \u00a0 | \u00a0 | $ | 184,264 | \u00a0 | \u00a0 | $ | 68,672 | \u00a0 | \u00a0 | $ | 35,491 | \u00a0 |
| 29. | Financial risk management and financial instruments |
\u00a0
\nFinancial instruments
\n\u00a0
\nThe Company has classified its financial instruments as described in Note 3 (Significant accounting policies).\u00a0\u00a0
\n\u00a0
\nThe carrying values of accounts receivable, bank indebtedness and accounts payable and accrued liabilities approximate their fair values due to their short periods to maturity.
\n\u00a0
\nThe Company\u2019s long-term debt of $3,568 (2023\u00a0- $3,280) and the principal portion of convertible debentures payable of $172,830 (2023 - $464,070)\u00a0are subject to fixed interest rates.\u00a0
\n\u00a0
\nFair value hierarchy
\n\u00a0
\nFinancial instruments recorded at fair value are classified using a fair value hierarchy that reflects the significance of inputs used in making the measurements. Cash and cash equivalents are Level 1. The hierarchy is summarized as follows:
\n\u00a0
\n| \u00a0 | Level 1 | Quoted prices (unadjusted) in active markets for identical assets and liabilities |
\u00a0
\n| \u00a0 | Level 2 | Inputs that are observable for the asset or liability, either directly (prices) or indirectly (derived from prices) from observable market data |
\u00a0
\n| \u00a0 | Level 3 | Inputs for assets and liabilities not based upon observable market data |
\u00a0
\n \n \nThe following tables present information about the Company\u2019s assets and liabilities that are measured at fair value on a recurring basis as of May 31, 2024 and 2023 and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value:
\n\u00a0
\n \n| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | May 31, | \u00a0 | |
| \u00a0 | \u00a0 | Level 1 | \u00a0 | \u00a0 | Level 2 | \u00a0 | \u00a0 | Level 3 | \u00a0 | \u00a0 | 2024 | \u00a0 | ||||
| Financial assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | $ | 228,340 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 228,340 | \u00a0 |
| Marketable securities | \u00a0 | \u00a0 | 32,182 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 32,182 | \u00a0 |
| Convertible notes receivable | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | 32,000 | \u00a0 |
| Equity investments measured at fair value | \u00a0 | \u00a0 | 919 | \u00a0 | \u00a0 | \u00a0 | 1,440 | \u00a0 | \u00a0 | \u00a0 | 5,500 | \u00a0 | \u00a0 | \u00a0 | 7,859 | \u00a0 |
| Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Warrant liability | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (3,253 | ) | \u00a0 | \u00a0 | (3,253 | ) |
| Contingent consideration | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (15,000 | ) | \u00a0 | \u00a0 | (15,000 | ) |
| APHA 24 Convertible debenture | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (330 | ) | \u00a0 | \u00a0 | (330 | ) |
| Total recurring fair value measurements | \u00a0 | $ | 261,441 | \u00a0 | \u00a0 | $ | 1,440 | \u00a0 | \u00a0 | $ | 18,917 | \u00a0 | \u00a0 | $ | 281,798 | \u00a0 |
\u00a0
\n \n| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | May 31, | \u00a0 | |
| \u00a0 | \u00a0 | Level 1 | \u00a0 | \u00a0 | Level 2 | \u00a0 | \u00a0 | Level 3 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||||
| Financial assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | $ | 206,632 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 206,632 | \u00a0 |
| Marketable Securities | \u00a0 | \u00a0 | 241,897 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 241,897 | \u00a0 |
| Convertible notes receivable | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 103,401 | \u00a0 | \u00a0 | \u00a0 | 103,401 | \u00a0 |
| Equity investments measured at fair value | \u00a0 | \u00a0 | 1,056 | \u00a0 | \u00a0 | \u00a0 | 1,088 | \u00a0 | \u00a0 | \u00a0 | 5,651 | \u00a0 | \u00a0 | \u00a0 | 7,795 | \u00a0 |
| Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Warrant liability | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (1,817 | ) | \u00a0 | \u00a0 | (1,817 | ) |
| Contingent consideration | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (27,107 | ) | \u00a0 | \u00a0 | (27,107 | ) |
| APHA 24 Convertible debenture | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (120,568 | ) | \u00a0 | \u00a0 | (120,568 | ) |
| Total recurring fair value measurements | \u00a0 | $ | 449,585 | \u00a0 | \u00a0 | $ | 1,088 | \u00a0 | \u00a0 | $ | (40,440 | ) | \u00a0 | $ | 410,233 | \u00a0 |
\u00a0
\nThe Company\u2019s financial assets and liabilities required to be measured on a recurring basis are its convertible notes receivable, equity investments measured at fair value, convertible debentures measured at fair value, acquisition-related contingent consideration, and warrant liability.
\n\u00a0
\nConvertible notes receivable and long-term investments are recorded at fair value. The estimated fair value is determined using the Black Scholes option pricing model, probability of legalization and is classified as Level\u00a03.
\n\u00a0
\nConvertible debentures payable are recorded at fair value when elected or required under US GAAP. Specifically, the APHA 24 instrument's estimated fair value is determined using the Black-Scholes option pricing model and is classified as Level 3.\u00a0
\n\u00a0
\nCertain equity investments recorded at fair value have quoted prices in active markets for identical assets and are classified as Level\u00a01. The\u00a0Company classified securities with observable inputs as level 2 and without a quoted market price as Level\u00a03.
\n\u00a0
\nThe warrants associated with the warrant liability are classified as Level\u00a03\u00a0derivatives. Consequently, the estimated fair value of the warrant liability is determined using the Black-Scholes pricing model. Until the warrants are exercised, expire, or other facts and circumstances lead the warrant liability to be reclassified to stockholders\u2019 equity, the warrant liability (which relates to warrants to purchase shares of common stock) is marked-to-market each reporting period with the change in fair value recorded in change in fair value of warrant liability. Any significant adjustments to the unobservable inputs disclosed in the table below would have a direct impact on the fair value of the warrant liability.
\n\u00a0
\n \n \nThe contingent consideration from the acquisition\u00a0of Montauk due in\u00a0 December 2025,\u00a0and upon the triggering event if met, and are payable in cash, was determined by discounting future expected cash outflows at a discount rate of\u00a011%, and probability of achievement of\u00a095%. The unobservable inputs into the future expected cash outflows result in a fair value measurement classified as Level\u00a03.\u00a0During the year\u00a0ended\u00a0 May 31, 2024, a decrease in fair value of $15,528, inclusive of changes in foreign exchange,\u00a0was recognized and was comprised of\u00a0 a decrease of fair value of $16,218 for the contingent consideration from the Sweetwater acquisition as a result of\u00a0not\u00a0achieving the incentive targets which was offset by\u00a0an increase in fair value of $4,111 for the contingent consideration from the Montauk\u00a0acquisition as a result of a higher probability of achieving the incentive targets and a decrease of $3,421 for the Truss contingent consideration that was recognized initially as\u00a0$4,181\u00a0that has been settled in cash for $760\u00a0(CAD $1,041).\u00a0
\n\u00a0
\nThe balances of assets and liabilities categorized within Level\u00a03\u00a0of the fair value hierarchy measured at fair value on a recurring basis are reconciled, as follows:
\n\u00a0
\n \n| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | APHA 24 | \u00a0 | |
| \u00a0 | \u00a0 | Convertible | \u00a0 | \u00a0 | Equity | \u00a0 | \u00a0 | Warrant | \u00a0 | \u00a0 | Contingent | \u00a0 | \u00a0 | Convertible | \u00a0 | |||||
| \u00a0 | \u00a0 | notes receivable | \u00a0 | \u00a0 | Investments | \u00a0 | \u00a0 | Liability | \u00a0 | \u00a0 | Consideration | \u00a0 | \u00a0 | Debt | \u00a0 | |||||
| Balance, May 31, 2023 | \u00a0 | $ | 103,401 | \u00a0 | \u00a0 | $ | 5,651 | \u00a0 | \u00a0 | $ | (1,817 | ) | \u00a0 | $ | (27,107 | ) | \u00a0 | $ | (120,568 | ) |
| Additions/(Repayments) | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (4,181 | ) | \u00a0 | \u00a0 | 136,410 | \u00a0 |
| Redemption | \u00a0 | \u00a0 | (28,720 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 760 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Unrealized gain (loss) on fair value | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (151 | ) | \u00a0 | \u00a0 | (1,436 | ) | \u00a0 | \u00a0 | 15,528 | \u00a0 | \u00a0 | \u00a0 | (16,172 | ) |
| Impairments | \u00a0 | \u00a0 | (42,681 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | $ | 32,000 | \u00a0 | \u00a0 | $ | 5,500 | \u00a0 | \u00a0 | $ | (3,253 | ) | \u00a0 | $ | (15,000 | ) | \u00a0 | $ | (330 | ) |
\u00a0
\nThe unrealized gain (loss) on fair value for the Convertible Debenture, warrant liability, contingent consideration and convertible notes payable are recognized in non-operating income (loss) and other comprehensive income for the convertible notes receivable using the following inputs:
\n\u00a0
\n \n| \u00a0 | \u00a0 | \u00a0 | Significant | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | Valuation | \u00a0 | unobservable | \u00a0 | \u00a0 | \u00a0 |
| Financial asset / financial liability | technique | \u00a0 | input | \u00a0 | Inputs | \u00a0 |
| APHA Convertible debentures | Black-Scholes | \u00a0 | Volatility, | \u00a0 | 50% | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | expected life (in years) | \u00a0 | 0.0 | \u00a0 |
| Warrant liability | Black-Scholes | \u00a0 | Volatility, | \u00a0 | 50% | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | expected life (in years) | \u00a0 | 1.3 | \u00a0 |
| Contingent consideration | Discounted cash flows | \u00a0 | Discount rate, | \u00a0 | 11% | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | achievement | \u00a0 | 95% | \u00a0 |
\u00a0
\nItems measured at fair value on a non-recurring basis
\n\u00a0
\nThe Company's prepayments and other current assets, long lived assets, including property and equipment, goodwill and intangible assets are measured at fair value when there is an indicator of impairment and are recorded at fair value only when an impairment charge is recognized.
\n\u00a0
\nFinancial risk management
\n\u00a0
\nThe Company has exposure to the following risks from its use of financial instruments: credit; liquidity; currency rate; interest rate price; equity price risk; and capital management risk.
\n\u00a0
\n| \u00a0 | (a) | Credit risk |
\u00a0
\n \n \nCredit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The maximum credit exposure at May 31, 2024, is the carrying amount of cash and cash equivalents, accounts receivable, prepaids and other current assets and convertible notes receivable. All cash and cash equivalents are placed with major financial institutions in Canada, Australia, Portugal, Germany, Colombia, Argentina and the United States. To date, the Company has not experienced any losses on its cash deposits. Accounts receivable are unsecured, and the Company does not require collateral from its customers.
\n\u00a0
\nThe Company evaluates the collectability of its accounts receivable and maintains an allowance for credit losses at an amount sufficient to absorb losses inherent in the existing accounts receivable portfolio as of the reporting dates based on the estimate of expected net credit losses.
\n\u00a0
\nTrade receivables included an allowance for doubtful accounts and credit loss provision of $7,714 at May 31, 2024 (2023-$6,641) and are broken out below as follows:
\n\u00a0
\n \n| \u00a0 | \u00a0 | Total | \u00a0 | \u00a0 | 0-30 days | \u00a0 | \u00a0 | 31-60 days | \u00a0 | \u00a0 | 61-90 days | \u00a0 | \u00a0 | 90+ days | \u00a0 | |||||
| Accounts receivable, net | \u00a0 | $ | 101,695 | \u00a0 | \u00a0 | $ | 86,435 | \u00a0 | \u00a0 | $ | 3,042 | \u00a0 | \u00a0 | $ | 893 | \u00a0 | \u00a0 | $ | 11,325 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | 85 | % | \u00a0 | \u00a0 | 3 | % | \u00a0 | \u00a0 | 1 | % | \u00a0 | \u00a0 | 11 | % |
\u00a0
\n \n| \u00a0 | \u00a0 | Balance at the beginning of period | \u00a0 | \u00a0 | Movement during the year(1) | \u00a0 | \u00a0 | Balance at end of period | \u00a0 | |||
| Fiscal year ended May 31, 2024 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Allowance for doubtful accounts and credit loss provision | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 |
| \u00a0 |
| Fiscal year ended May 31, 2023 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Allowance for doubtful accounts and credit loss provision | \u00a0 | \u00a0 | 5,404 | \u00a0 | \u00a0 | \u00a0 | 1,237 | \u00a0 | \u00a0 | \u00a0 | 6,641 | \u00a0 |
| Fiscal year ended May 31, 2022 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Allowance for doubtful accounts and credit loss provision | \u00a0 | \u00a0 | 4,571 | \u00a0 | \u00a0 | \u00a0 | 833 | \u00a0 | \u00a0 | \u00a0 | 5,404 | \u00a0 |
\u00a0
\n| \u00a0 | (1) | Included in movements for the period is the total movements for foreign exchange, additions to the provisions and utilization of the credit loss provision and allowance for doubtful accounts. |
\u00a0
\n| \u00a0 | (b) | Liquidity risk |
\u00a0
\nAs at May 31, 2024, the Company\u2019s financial liabilities consist of bank indebtedness and accounts payable and accrued liabilities, which have contractual maturity dates within one-year, long-term debt, and convertible debentures which have contractual maturities over the next five years.
\n\u00a0
\nThe Company maintains a minimum deposit on certain\u00a0cash operating accounts tied to loans secured by its Aphria One,\u00a0SweetWater, and craft beverage facilities. The Company maintains debt service charge and leverage covenants on certain loans secured by its Aphria Diamond facilities and ABC Group\u00a0that are measured quarterly.\u00a0\u00a0The Company believes that it has sufficient operating room with respect to its financial covenants for the next fiscal year and does not anticipate being in breach of any of its financial covenants.\u00a0\u00a0
\n\u00a0
\nThe Company manages its liquidity risk by reviewing its capital requirements on an ongoing basis. Based on the Company\u2019s working capital position at May 31, 2024, management regards liquidity risk to be low.
\n\u00a0
\n| \u00a0 | (c) | Currency rate risk |
\u00a0
\nAs at May 31, 2024, a portion of the Company\u2019s financial assets and liabilities held in Canadian dollars and Euros consist of cash and cash equivalents, convertible notes receivable, and long-term investments. The Company\u2019s objective in managing its foreign currency risk is to minimize its net exposure to foreign currency cash flows by transacting, to the greatest extent possible, with third parties in the functional currency. The Company is exposed to currency rate risk in other comprehensive income, relating to foreign subsidiaries which operate in a foreign currency. The Company does not currently use foreign exchange contracts to hedge its exposure of its foreign currency cash flows as management has determined that this risk is not significant at this point in time.
\n\u00a0
\n \n \n| \u00a0 | (d) | Interest rate\u00a0risk |
\u00a0
\nThe Company\u2019s exposure to changes in interest rates relates primarily to the Company\u2019s outstanding debt. The Company manages interest rate risk by restricting the type of investments and varying the terms of maturity and issuers of marketable securities. Varying the terms to maturity reduces the sensitivity of the portfolio to the impact of interest rate fluctuations.
\n\u00a0
\n| \u00a0 | (e) | Capital management |
\u00a0
\nThe Company\u2019s objectives when managing its capital are to safeguard its ability to continue as a going concern, to meet its capital expenditures for its continued operations, and to maintain a flexible capital structure which optimizes the cost of capital within a framework of acceptable risk. The Company manages its capital structure and adjusts it in light of changes in economic conditions and the risk characteristics of the underlying assets. To maintain or adjust its capital structure, the Company may issue new shares, issue new debt, or acquire or dispose of assets. The Company is not subject to externally imposed capital requirements.
\n\u00a0
\nManagement reviews its capital management approach on an ongoing basis and believes that this approach, given the relative size of the Company, is reasonable. There have been no changes to the Company\u2019s capital management approach in the year. The Company considers its cash and cash equivalents and marketable securities as capital.
\n "}]},{"name":"rpt:f-2074","factDimensions":{"xbrl:concept":"us-gaap:LongtermDebtPercentageBearingFixedInterestAmount","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:LongtermDebtTypeAxis":"tlry:LongtermDebtExcludingConvertibleDebenturesMember"},"factValues":[{"value":"3568000","decimals":-3}]},{"name":"rpt:f-2075","factDimensions":{"xbrl:concept":"us-gaap:LongtermDebtPercentageBearingFixedInterestAmount","xbrl:period":"2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:LongtermDebtTypeAxis":"tlry:LongtermDebtExcludingConvertibleDebenturesMember"},"factValues":[{"value":"3280000","decimals":-4}]},{"name":"rpt:f-2076","factDimensions":{"xbrl:concept":"us-gaap:ConvertibleDebt","xbrl:period":"2024-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:LongtermDebtTypeAxis":"us-gaap:ConvertibleDebtMember"},"factValues":[{"value":"172830000","decimals":-4}]},{"name":"rpt:f-2077","factDimensions":{"xbrl:concept":"us-gaap:ConvertibleDebt","xbrl:period":"2023-06-01T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:LongtermDebtTypeAxis":"us-gaap:ConvertibleDebtMember"},"factValues":[{"value":"464070000","decimals":-4}]},{"name":"rpt:f-2078","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | May 31, | \u00a0 | |
| \u00a0 | \u00a0 | Level 1 | \u00a0 | \u00a0 | Level 2 | \u00a0 | \u00a0 | Level 3 | \u00a0 | \u00a0 | 2024 | \u00a0 | ||||
| Financial assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | $ | 228,340 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 228,340 | \u00a0 |
| Marketable securities | \u00a0 | \u00a0 | 32,182 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 32,182 | \u00a0 |
| Convertible notes receivable | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 32,000 | \u00a0 | \u00a0 | \u00a0 | 32,000 | \u00a0 |
| Equity investments measured at fair value | \u00a0 | \u00a0 | 919 | \u00a0 | \u00a0 | \u00a0 | 1,440 | \u00a0 | \u00a0 | \u00a0 | 5,500 | \u00a0 | \u00a0 | \u00a0 | 7,859 | \u00a0 |
| Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Warrant liability | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (3,253 | ) | \u00a0 | \u00a0 | (3,253 | ) |
| Contingent consideration | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (15,000 | ) | \u00a0 | \u00a0 | (15,000 | ) |
| APHA 24 Convertible debenture | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (330 | ) | \u00a0 | \u00a0 | (330 | ) |
| Total recurring fair value measurements | \u00a0 | $ | 261,441 | \u00a0 | \u00a0 | $ | 1,440 | \u00a0 | \u00a0 | $ | 18,917 | \u00a0 | \u00a0 | $ | 281,798 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | May 31, | \u00a0 | |
| \u00a0 | \u00a0 | Level 1 | \u00a0 | \u00a0 | Level 2 | \u00a0 | \u00a0 | Level 3 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||||
| Financial assets | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Cash and cash equivalents | \u00a0 | $ | 206,632 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | \u2014 | \u00a0 | \u00a0 | $ | 206,632 | \u00a0 |
| Marketable Securities | \u00a0 | \u00a0 | 241,897 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 241,897 | \u00a0 |
| Convertible notes receivable | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 103,401 | \u00a0 | \u00a0 | \u00a0 | 103,401 | \u00a0 |
| Equity investments measured at fair value | \u00a0 | \u00a0 | 1,056 | \u00a0 | \u00a0 | \u00a0 | 1,088 | \u00a0 | \u00a0 | \u00a0 | 5,651 | \u00a0 | \u00a0 | \u00a0 | 7,795 | \u00a0 |
| Financial liabilities | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Warrant liability | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (1,817 | ) | \u00a0 | \u00a0 | (1,817 | ) |
| Contingent consideration | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (27,107 | ) | \u00a0 | \u00a0 | (27,107 | ) |
| APHA 24 Convertible debenture | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (120,568 | ) | \u00a0 | \u00a0 | (120,568 | ) |
| Total recurring fair value measurements | \u00a0 | $ | 449,585 | \u00a0 | \u00a0 | $ | 1,088 | \u00a0 | \u00a0 | $ | (40,440 | ) | \u00a0 | $ | 410,233 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | APHA 24 | \u00a0 | |
| \u00a0 | \u00a0 | Convertible | \u00a0 | \u00a0 | Equity | \u00a0 | \u00a0 | Warrant | \u00a0 | \u00a0 | Contingent | \u00a0 | \u00a0 | Convertible | \u00a0 | |||||
| \u00a0 | \u00a0 | notes receivable | \u00a0 | \u00a0 | Investments | \u00a0 | \u00a0 | Liability | \u00a0 | \u00a0 | Consideration | \u00a0 | \u00a0 | Debt | \u00a0 | |||||
| Balance, May 31, 2023 | \u00a0 | $ | 103,401 | \u00a0 | \u00a0 | $ | 5,651 | \u00a0 | \u00a0 | $ | (1,817 | ) | \u00a0 | $ | (27,107 | ) | \u00a0 | $ | (120,568 | ) |
| Additions/(Repayments) | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (4,181 | ) | \u00a0 | \u00a0 | 136,410 | \u00a0 |
| Redemption | \u00a0 | \u00a0 | (28,720 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | 760 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Unrealized gain (loss) on fair value | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | (151 | ) | \u00a0 | \u00a0 | (1,436 | ) | \u00a0 | \u00a0 | 15,528 | \u00a0 | \u00a0 | \u00a0 | (16,172 | ) |
| Impairments | \u00a0 | \u00a0 | (42,681 | ) | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 | \u00a0 | \u00a0 | \u2014 | \u00a0 |
| Balance, May 31, 2024 | \u00a0 | $ | 32,000 | \u00a0 | \u00a0 | $ | 5,500 | \u00a0 | \u00a0 | $ | (3,253 | ) | \u00a0 | $ | (15,000 | ) | \u00a0 | $ | (330 | ) |
| \u00a0 | \u00a0 | \u00a0 | Significant | \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | Valuation | \u00a0 | unobservable | \u00a0 | \u00a0 | \u00a0 |
| Financial asset / financial liability | technique | \u00a0 | input | \u00a0 | Inputs | \u00a0 |
| APHA Convertible debentures | Black-Scholes | \u00a0 | Volatility, | \u00a0 | 50% | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | expected life (in years) | \u00a0 | 0.0 | \u00a0 |
| Warrant liability | Black-Scholes | \u00a0 | Volatility, | \u00a0 | 50% | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | expected life (in years) | \u00a0 | 1.3 | \u00a0 |
| Contingent consideration | Discounted cash flows | \u00a0 | Discount rate, | \u00a0 | 11% | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | achievement | \u00a0 | 95% | \u00a0 |
| \u00a0 | \u00a0 | Total | \u00a0 | \u00a0 | 0-30 days | \u00a0 | \u00a0 | 31-60 days | \u00a0 | \u00a0 | 61-90 days | \u00a0 | \u00a0 | 90+ days | \u00a0 | |||||
| Accounts receivable, net | \u00a0 | $ | 101,695 | \u00a0 | \u00a0 | $ | 86,435 | \u00a0 | \u00a0 | $ | 3,042 | \u00a0 | \u00a0 | $ | 893 | \u00a0 | \u00a0 | $ | 11,325 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | 85 | % | \u00a0 | \u00a0 | 3 | % | \u00a0 | \u00a0 | 1 | % | \u00a0 | \u00a0 | 11 | % |
| \u00a0 | \u00a0 | Balance at the beginning of period | \u00a0 | \u00a0 | Movement during the year(1) | \u00a0 | \u00a0 | Balance at end of period | \u00a0 | |||
| Fiscal year ended May 31, 2024 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Allowance for doubtful accounts and credit loss provision | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 |
| \u00a0 | \u00a0 | \u00a0 |
| \u00a0 |
| Fiscal year ended May 31, 2023 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Allowance for doubtful accounts and credit loss provision | \u00a0 | \u00a0 | 5,404 | \u00a0 | \u00a0 | \u00a0 | 1,237 | \u00a0 | \u00a0 | \u00a0 | 6,641 | \u00a0 |
| Fiscal year ended May 31, 2022 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Allowance for doubtful accounts and credit loss provision | \u00a0 | \u00a0 | 4,571 | \u00a0 | \u00a0 | \u00a0 | 833 | \u00a0 | \u00a0 | \u00a0 | 5,404 | \u00a0 |
| 30. | Segment reporting |
\u00a0
\nInformation reported to the Chief Operating Decision Maker (\u201cCODM\u201d) for the purpose of resource allocation and assessment of segment performance focuses on the nature of the operations. The Company operates in segments. 1) cannabis operations, which encompasses the production, distribution,\u00a0sale, co-manufacturing and advisory services of both medical and adult-use cannabis, 2) beverage alcohol operations, which encompasses the production, marketing and sale of beverage alcohol products, 3) distribution operations, which encompasses the purchase and resale of pharmaceuticals products to customers, and 4) wellness products, which encompasses hemp foods and cannabidiol (\u201cCBD\u201d) products. This structure is in line with how our Chief Operating Decision Maker (\u201cCODM\u201d) assesses our performance and allocates resources.
\n\u00a0
\nOperating segments have not been aggregated and no asset information is provided for the segments because the Company\u2019s CODM does not receive asset information by segment on a regular basis.\u00a0
\n\u00a0
\nSegment gross profit from external customers:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Beverage alcohol | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Net beverage alcohol revenue | \u00a0 | $ | 202,094 | \u00a0 | \u00a0 | $ | 95,093 | \u00a0 | \u00a0 | $ | 71,492 | \u00a0 |
| Beverage alcohol costs | \u00a0 | \u00a0 | 113,522 | \u00a0 | \u00a0 | \u00a0 | 48,770 | \u00a0 | \u00a0 | \u00a0 | 32,033 | \u00a0 |
| Beverage alcohol gross profit | \u00a0 | \u00a0 | 88,572 | \u00a0 | \u00a0 | \u00a0 | 46,323 | \u00a0 | \u00a0 | \u00a0 | 39,459 | \u00a0 |
| Cannabis | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Net cannabis revenue | \u00a0 | \u00a0 | 272,798 | \u00a0 | \u00a0 | \u00a0 | 220,430 | \u00a0 | \u00a0 | \u00a0 | 237,522 | \u00a0 |
| Cannabis costs | \u00a0 | \u00a0 | 182,594 | \u00a0 | \u00a0 | \u00a0 | 162,755 | \u00a0 | \u00a0 | \u00a0 | 194,834 | \u00a0 |
| Cannabis gross profit | \u00a0 | \u00a0 | 90,204 | \u00a0 | \u00a0 | \u00a0 | 57,675 | \u00a0 | \u00a0 | \u00a0 | 42,688 | \u00a0 |
| Distribution | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Distribution revenue | \u00a0 | \u00a0 | 258,740 | \u00a0 | \u00a0 | \u00a0 | 258,770 | \u00a0 | \u00a0 | \u00a0 | 259,747 | \u00a0 |
| Distribution costs | \u00a0 | \u00a0 | 230,596 | \u00a0 | \u00a0 | \u00a0 | 231,309 | \u00a0 | \u00a0 | \u00a0 | 243,231 | \u00a0 |
| Distribution gross profit | \u00a0 | \u00a0 | 28,144 | \u00a0 | \u00a0 | \u00a0 | 27,461 | \u00a0 | \u00a0 | \u00a0 | 16,516 | \u00a0 |
| Wellness | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Wellness revenue | \u00a0 | \u00a0 | 55,310 | \u00a0 | \u00a0 | \u00a0 | 52,831 | \u00a0 | \u00a0 | \u00a0 | 59,611 | \u00a0 |
| Wellness costs | \u00a0 | \u00a0 | 38,879 | \u00a0 | \u00a0 | \u00a0 | 37,330 | \u00a0 | \u00a0 | \u00a0 | 41,457 | \u00a0 |
| Wellness gross profit | \u00a0 | $ | 16,431 | \u00a0 | \u00a0 | $ | 15,501 | \u00a0 | \u00a0 | $ | 18,154 | \u00a0 |
\u00a0
\n \n \nChannels of cannabis revenue were as follows:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Revenue from Canadian medical cannabis | \u00a0 | $ | 25,211 | \u00a0 | \u00a0 | $ | 25,000 | \u00a0 | \u00a0 | $ | 30,599 | \u00a0 |
| Revenue from Canadian adult-use cannabis | \u00a0 | \u00a0 | 266,846 | \u00a0 | \u00a0 | \u00a0 | 214,319 | \u00a0 | \u00a0 | \u00a0 | 209,501 | \u00a0 |
| Revenue from wholesale cannabis | \u00a0 | \u00a0 | 25,340 | \u00a0 | \u00a0 | \u00a0 | 1,436 | \u00a0 | \u00a0 | \u00a0 | 6,904 | \u00a0 |
| Revenue from international cannabis | \u00a0 | \u00a0 | 53,295 | \u00a0 | \u00a0 | \u00a0 | 43,559 | \u00a0 | \u00a0 | \u00a0 | 53,887 | \u00a0 |
| Less excise taxes | \u00a0 | \u00a0 | (97,894 | ) | \u00a0 | \u00a0 | (63,884 | ) | \u00a0 | \u00a0 | (63,369 | ) |
| Total | \u00a0 | $ | 272,798 | \u00a0 | \u00a0 | $ | 220,430 | \u00a0 | \u00a0 | $ | 237,522 | \u00a0 |
\u00a0
\nOn\u00a0 July 12, 2022,\u00a0Tilray acquired the HEXO Convertible Note from HTI and also entered into a strategic alliance with HEXO Corp. (\u201cHEXO\u201d) as discussed in Note 11\u00a0(Convertible notes receivable) and Note\u00a017\u00a0(Convertible debentures payable). In addition, the Company\u00a0and HEXO entered into various commercial transaction agreements. On\u00a0 June 22, 2023,\u00a0the Company completed the HEXO Acquisition as described in Note 9\u00a0(Business acquisitions), and thus these commercial arrangements were terminated and HEXO's financial results were consolidated in the current period results.\u00a0\u00a0\u00a0\u00a0
\n\u00a0
\nIncluded in revenue from Canadian adult-use cannabis is\u00a0$1,500\u00a0of advisory services revenue for the year\u00a0ended\u00a0 May 31, 2024, from the aforementioned HEXO commercial transaction agreements, compared to $40,377\u00a0of\u00a0advisory services revenue in the prior comparative period.
\n\u00a0
\nGeographic net revenue:
\n\u00a0
\n \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| USA | \u00a0 | $ | 233,141 | \u00a0 | \u00a0 | $ | 123,284 | \u00a0 | \u00a0 | $ | 103,991 | \u00a0 |
| Canada | \u00a0 | \u00a0 | 243,722 | \u00a0 | \u00a0 | \u00a0 | 201,361 | \u00a0 | \u00a0 | \u00a0 | 210,141 | \u00a0 |
| EMEA | \u00a0 | \u00a0 | 296,450 | \u00a0 | \u00a0 | \u00a0 | 284,567 | \u00a0 | \u00a0 | \u00a0 | 296,911 | \u00a0 |
| Rest of World | \u00a0 | \u00a0 | 15,629 | \u00a0 | \u00a0 | \u00a0 | 17,912 | \u00a0 | \u00a0 | \u00a0 | 17,329 | \u00a0 |
| Total | \u00a0 | $ | 788,942 | \u00a0 | \u00a0 | $ | 627,124 | \u00a0 | \u00a0 | $ | 628,372 | \u00a0 |
\u00a0
\nGeographic capital assets:
\n\u00a0
\n \n| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| USA | \u00a0 | $ | 141,314 | \u00a0 | \u00a0 | $ | 63,925 | \u00a0 |
| Canada | \u00a0 | \u00a0 | 313,359 | \u00a0 | \u00a0 | \u00a0 | 255,248 | \u00a0 |
| EMEA | \u00a0 | \u00a0 | 99,921 | \u00a0 | \u00a0 | \u00a0 | 107,131 | \u00a0 |
| Rest of World | \u00a0 | \u00a0 | 3,653 | \u00a0 | \u00a0 | \u00a0 | 3,363 | \u00a0 |
| Total | \u00a0 | $ | 558,247 | \u00a0 | \u00a0 | $ | 429,667 | \u00a0 |
\u00a0
\nMajor customers are defined as customers that each individually account for greater than 10% of the Company\u2019s annual revenues. For the years ended\u00a0 May 31, 2024, 2023 and 2022 there were major customers representing greater than 10% of our annual revenues.
\n "}]},{"name":"rpt:f-2211","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfSegmentReportingInformationBySegmentTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Beverage alcohol | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Net beverage alcohol revenue | \u00a0 | $ | 202,094 | \u00a0 | \u00a0 | $ | 95,093 | \u00a0 | \u00a0 | $ | 71,492 | \u00a0 |
| Beverage alcohol costs | \u00a0 | \u00a0 | 113,522 | \u00a0 | \u00a0 | \u00a0 | 48,770 | \u00a0 | \u00a0 | \u00a0 | 32,033 | \u00a0 |
| Beverage alcohol gross profit | \u00a0 | \u00a0 | 88,572 | \u00a0 | \u00a0 | \u00a0 | 46,323 | \u00a0 | \u00a0 | \u00a0 | 39,459 | \u00a0 |
| Cannabis | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Net cannabis revenue | \u00a0 | \u00a0 | 272,798 | \u00a0 | \u00a0 | \u00a0 | 220,430 | \u00a0 | \u00a0 | \u00a0 | 237,522 | \u00a0 |
| Cannabis costs | \u00a0 | \u00a0 | 182,594 | \u00a0 | \u00a0 | \u00a0 | 162,755 | \u00a0 | \u00a0 | \u00a0 | 194,834 | \u00a0 |
| Cannabis gross profit | \u00a0 | \u00a0 | 90,204 | \u00a0 | \u00a0 | \u00a0 | 57,675 | \u00a0 | \u00a0 | \u00a0 | 42,688 | \u00a0 |
| Distribution | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Distribution revenue | \u00a0 | \u00a0 | 258,740 | \u00a0 | \u00a0 | \u00a0 | 258,770 | \u00a0 | \u00a0 | \u00a0 | 259,747 | \u00a0 |
| Distribution costs | \u00a0 | \u00a0 | 230,596 | \u00a0 | \u00a0 | \u00a0 | 231,309 | \u00a0 | \u00a0 | \u00a0 | 243,231 | \u00a0 |
| Distribution gross profit | \u00a0 | \u00a0 | 28,144 | \u00a0 | \u00a0 | \u00a0 | 27,461 | \u00a0 | \u00a0 | \u00a0 | 16,516 | \u00a0 |
| Wellness | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 | \u00a0 |
| Wellness revenue | \u00a0 | \u00a0 | 55,310 | \u00a0 | \u00a0 | \u00a0 | 52,831 | \u00a0 | \u00a0 | \u00a0 | 59,611 | \u00a0 |
| Wellness costs | \u00a0 | \u00a0 | 38,879 | \u00a0 | \u00a0 | \u00a0 | 37,330 | \u00a0 | \u00a0 | \u00a0 | 41,457 | \u00a0 |
| Wellness gross profit | \u00a0 | $ | 16,431 | \u00a0 | \u00a0 | $ | 15,501 | \u00a0 | \u00a0 | $ | 18,154 | \u00a0 |
| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| Revenue from Canadian medical cannabis | \u00a0 | $ | 25,211 | \u00a0 | \u00a0 | $ | 25,000 | \u00a0 | \u00a0 | $ | 30,599 | \u00a0 |
| Revenue from Canadian adult-use cannabis | \u00a0 | \u00a0 | 266,846 | \u00a0 | \u00a0 | \u00a0 | 214,319 | \u00a0 | \u00a0 | \u00a0 | 209,501 | \u00a0 |
| Revenue from wholesale cannabis | \u00a0 | \u00a0 | 25,340 | \u00a0 | \u00a0 | \u00a0 | 1,436 | \u00a0 | \u00a0 | \u00a0 | 6,904 | \u00a0 |
| Revenue from international cannabis | \u00a0 | \u00a0 | 53,295 | \u00a0 | \u00a0 | \u00a0 | 43,559 | \u00a0 | \u00a0 | \u00a0 | 53,887 | \u00a0 |
| Less excise taxes | \u00a0 | \u00a0 | (97,894 | ) | \u00a0 | \u00a0 | (63,884 | ) | \u00a0 | \u00a0 | (63,369 | ) |
| Total | \u00a0 | $ | 272,798 | \u00a0 | \u00a0 | $ | 220,430 | \u00a0 | \u00a0 | $ | 237,522 | \u00a0 |
| \u00a0 | \u00a0 | For the year ended May 31, | \u00a0 | |||||||||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | \u00a0 | 2022 | \u00a0 | |||
| USA | \u00a0 | $ | 233,141 | \u00a0 | \u00a0 | $ | 123,284 | \u00a0 | \u00a0 | $ | 103,991 | \u00a0 |
| Canada | \u00a0 | \u00a0 | 243,722 | \u00a0 | \u00a0 | \u00a0 | 201,361 | \u00a0 | \u00a0 | \u00a0 | 210,141 | \u00a0 |
| EMEA | \u00a0 | \u00a0 | 296,450 | \u00a0 | \u00a0 | \u00a0 | 284,567 | \u00a0 | \u00a0 | \u00a0 | 296,911 | \u00a0 |
| Rest of World | \u00a0 | \u00a0 | 15,629 | \u00a0 | \u00a0 | \u00a0 | 17,912 | \u00a0 | \u00a0 | \u00a0 | 17,329 | \u00a0 |
| Total | \u00a0 | $ | 788,942 | \u00a0 | \u00a0 | $ | 627,124 | \u00a0 | \u00a0 | $ | 628,372 | \u00a0 |
| \u00a0 | \u00a0 | May 31, | \u00a0 | \u00a0 | May 31, | \u00a0 | ||
| \u00a0 | \u00a0 | 2024 | \u00a0 | \u00a0 | 2023 | \u00a0 | ||
| USA | \u00a0 | $ | 141,314 | \u00a0 | \u00a0 | $ | 63,925 | \u00a0 |
| Canada | \u00a0 | \u00a0 | 313,359 | \u00a0 | \u00a0 | \u00a0 | 255,248 | \u00a0 |
| EMEA | \u00a0 | \u00a0 | 99,921 | \u00a0 | \u00a0 | \u00a0 | 107,131 | \u00a0 |
| Rest of World | \u00a0 | \u00a0 | 3,653 | \u00a0 | \u00a0 | \u00a0 | 3,363 | \u00a0 |
| Total | \u00a0 | $ | 558,247 | \u00a0 | \u00a0 | $ | 429,667 | \u00a0 |
| 31. | Subsequent Events |
\u00a0
\nOn May 17, 2024,\u00a0the Company has entered into an equity distribution agreement with TD Securities\u00a0and Jefferies in connection with an aggregate offering value of up to $250,000\u00a0from time to time through an at-the-market equity program ATM Program. Between June 1, 2024 to June 13, 2024, the Company issued an additional 8,626,620 shares for gross proceeds of $15,397.\u00a0The Company paid $320\u00a0in commissions and other fees associated with these issuances for net proceeds of $15,077.
\n\u00a0
\n \n \n "}]},{"name":"rpt:f-2296","factDimensions":{"xbrl:concept":"tlry:EquityOfferingMaximumOfferingAmount","xbrl:period":"2024-05-18T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:SubsidiarySaleOfStockAxis":"tlry:AtthemarketProgramMember"},"factValues":[{"value":"250000000","decimals":-7}]},{"name":"rpt:f-2297","factDimensions":{"xbrl:concept":"tlry:StockIssuedDuringPeriodSharesEquityFinancing","xbrl:period":"2024-06-01T00:00:00/2024-06-14T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"xbrla:shares","us-gaap:StatementClassOfStockAxis":"tlry:CommonClass1Member","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember","us-gaap:SubsidiarySaleOfStockAxis":"tlry:AtthemarketProgramMember"},"factValues":[{"value":"8626620"}]},{"name":"rpt:f-2298","factDimensions":{"xbrl:concept":"us-gaap:ProceedsFromIssuanceOfCommonStock","xbrl:period":"2024-06-01T00:00:00/2024-06-14T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:StatementClassOfStockAxis":"tlry:CommonClass1Member","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember","us-gaap:SubsidiarySaleOfStockAxis":"tlry:AtthemarketProgramMember"},"factValues":[{"value":"15397000","decimals":-3}]},{"name":"rpt:f-2299","factDimensions":{"xbrl:concept":"us-gaap:PaymentsOfStockIssuanceCosts","xbrl:period":"2024-06-01T00:00:00/2024-06-14T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:StatementClassOfStockAxis":"tlry:CommonClass1Member","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember","us-gaap:SubsidiarySaleOfStockAxis":"tlry:AtthemarketProgramMember"},"factValues":[{"value":"320000","decimals":-4}]},{"name":"rpt:f-2300","factDimensions":{"xbrl:concept":"tlry:NetProceedsFromIssuanceOfCommonStock","xbrl:period":"2024-06-01T00:00:00/2024-06-14T00:00:00","xbrl:entity":"cik:0001731348","xbrl:unit":"iso4217:USD","us-gaap:StatementClassOfStockAxis":"tlry:CommonClass1Member","us-gaap:SubsequentEventTypeAxis":"us-gaap:SubsequentEventMember","us-gaap:SubsidiarySaleOfStockAxis":"tlry:AtthemarketProgramMember"},"factValues":[{"value":"15077000","decimals":-3}]},{"name":"rpt:f-2301","factDimensions":{"xbrl:concept":"dei:AuditorName","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"PricewaterhouseCoopers LLP"}]},{"name":"rpt:f-2302","factDimensions":{"xbrl:concept":"dei:AuditorLocation","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"Toronto, Canada"}]},{"name":"rpt:f-2303","factDimensions":{"xbrl:concept":"dei:AuditorFirmId","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":"2024"}]},{"name":"rpt:f-2304","factDimensions":{"xbrl:concept":"ecd:MtrlTermsOfTrdArrTextBlock","xbrl:period":"2023-06-01T00:00:00/2024-06-01T00:00:00","xbrl:entity":"cik:0001731348"},"factValues":[{"value":" \n \n\u00a0
\nOn July 25, 2024, the Board of Directors of the Company (the \u201cBoard\u201d) approved fiscal year 2025 retention payments to be made on or about August 15, 2024 (the \u201cPayment Date\u201d) for the following executives (the \u201cExecutives\u201d) in the amount set forth opposite each Executive\u2019s name pursuant to an Executive Retention Agreement (the \u201cExecutive Retention Agreement\u201d) entered into with each Executive. Pursuant to the terms of each Executive Retention Agreement, such retention payments require continued employment from the Payment Date through May 31, 2025 (the \u201cRepayment Period\u201d). If the Executive terminates employment without Good Reason or is terminated by the Company for Cause (both terms as defined in the Executive\u2019s employment agreements) prior to May 31, 2025, then such Executive must repay a pro-rated portion of the retention payment based on the number of days not employed by the Company during the Repayment Period. A copy of the form of Executive Retention Agreement is filed as an exhibit to this Form10-K.
\n\u00a0
\n\u00a0
\n| Executives | Retention Payment |
| Irwin Simon | $3,369,950 |
| Carl Merton | 546,500 |
| Denise Faltischek | 645,000 |
| Mitchell Gendel | 591,000 |
| Roger Savell | 295,000 |