FLUENT Corp: FLUENT Reports Second Quarter 2025 Results

- Rosa cultivation facility's first harvest is largest in FLUENT history
- Buffalo cultivation facility commences operations with exclusive partnership with Connected Cannabis
- New Interim CEO appointed to lead strategic and operational pivot

TAMPA, Fla., Aug. 26, 2025 (GLOBE NEWSWIRE) -- FLUENT Corp. (CSE: FNT.U) (OTCQB: CNTMF) ("FLUENT" or the "Company"), a vertically-integrated, multi-state cannabis company, today announced its financial and operating results for the second quarter ended June 30, 2025. Unless otherwise indicated, all financial results are presented in U.S. dollars.

Management Commentary

"While Q2 results fell below expectations, just a few weeks into my role as Interim CEO I have been deeply impressed by the energy and focus of our entire team as we drive a strategic turnaround. We remain fully committed to operational excellence - with a clear focus on being customer-centered, achieving profitable growth, maintaining disciplined cost management, and executing our strategic initiatives," said Dave Vautrin, Interim CEO of FLUENT.

"We believe we are entering a strategic inflection point on several fronts. On the cultivation side, we are proud to celebrate the first harvest from our new Rosa facility in Florida. This harvest, the largest in FLUENT'S history, paired with enhanced quality, underscores the growing strength of our cultivation platform. In New York, we anticipate that our recently announced exclusive partnership with Connected Cannabis, a leading cannabis brand and operating team, at the Buffalo facility will provide exceptional genetics and increased indoor cultivation, supporting consistent product quality and competitive pricing in step with growing statewide demand."

Q2 2025 Financial Highlights (vs. Q2 2024)

• Revenue was $26.7 million compared to $27.3 million.
• Florida revenue was $19.3 million compared to $23.1 million.
• Gross profit before fair value adjustments¹ was $10.4 million or 39% of revenue, compared to $13.8 million or 50.5% of revenue.
• Adjusted EBITDA was $3.9 million compared to $7.7 million, mainly driven by lower revenue and increased production costs.²
• Cash flow generated by operations for the three months ending June 30, 2025, was $3.2 million compared to cash flow provided by operations of $ 2.8 million for the three months ended June 30, 2024.
• On June 30, 2025, the Company had approximately $22.9 million of cash and cash equivalents and $78.1 million of total debt outstanding, with approximately 475 million common shares outstanding on an as-converted basis, compared to $8.5 million of cash and cash equivalents and $67.5 million of total debt outstanding, with approximately 300 million common shares outstanding on June 30, 2024.

Recent Operational Highlights

Company Footprint:

• As of the end of the reporting period, FLUENT operates a total of 42 retail locations and 8 production facilities across its key markets of Florida, New York, Pennsylvania, and Texas.
  

Florida:

• Rosa indoor cultivation facility's inaugural harvest in August marked the largest in Company history.
• A review of the Florida retail network is underway, with a focus on driving profitable growth.

New York:

• Buffalo indoor cultivation facility commenced operations in an exclusive partnership with Connected New York Inc. ("Connected Cannabis"), supporting cultivation of single tier high-quality, indoor flower and doubling FLUENT's capacity.
• Connected Cannabis' portfolio of products, including Connected and Alien Labs, is anticipated to hit shelves in late Q4 2025.
• Growth of ENTOURAGE wholesale division remains a priority to continue to drive the Company's wholesale revenue growth across the state.
• Recent Office of Cannabis Management compliance actions have not impacted FLUENT's business.

Texas:

• Construction of the Houston Education and Pick-Up Center is nearing completion.
• Management awaits guidance from the state following recent legislative developments to determine next steps in the state.

Pennsylvania:

• The Company continues to monitor legislative changes to assess growth opportunities.

¹ Gross profit before fair value adjustments is a non-IFRS financial measure that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. The Company calculates gross profit before fair value adjustments from gross profit plus (minus) the changes in fair value of biological assets, as presented in the consolidated statement of operations.

² Adjusted EBITDA is a non-IFRS financial measure that does not have any standardized meaning prescribed by IFRS and may not be comparable to similar measures presented by other companies. The Company calculates Adjusted EBITDA as EBITDA (being calculated as the net income (loss), plus (minus) interest expense (income) and finance transactions costs, plus taxes, plus depreciation and amortization) plus (minus) the changes in fair value of biological assets, plus (minus) the changes in fair market value of derivatives, plus (minus) certain one-time non-operating expenses, as determined by management.

Conference Call

The Company will not host an earnings call for the quarter.

About FLUENT Corp.

FLUENT, a national cannabis consumer packaged goods company and retailer, is dedicated to being one of the highest quality cannabis companies for the communities it serves. This is driven by FLUENT's unrelenting commitment to operational excellence in cultivation, production, distribution, and retail experience. FLUENT produces an assortment of cannabis products under a diverse portfolio of brands including MOODS, Knack, Wandr, Bag-O and Hyer Kind. FLUENT operates in Florida, New York, Pennsylvania, and Texas. Headquartered in Tampa, Florida, FLUENT employs 700 employees across 8 cultivation and manufacturing facilities, 42 active retail locations and a wholesale division which trades under ENTOURAGE servicing third party retailers in New York. For more information on the Company's wholesale division ENTOURAGE, please visit https://entouragewholesale.com/.

FLUENT's common shares trade on the Canadian Securities Exchange under the symbol "FNT.U" and on the OTCQB Venture Market under the symbol "CNTMF". For more information about the Company, please visit www.getFLUENT.com and investors.getFLUENT.com/.

Forward-Looking Information

Certain information in this news release may constitute "forward-looking information" within the meaning of applicable securities laws. In some cases, but not necessarily in all cases, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "is expected", "an opportunity exists", "is positioned", "estimates", "intends", "assumes", "anticipates" or "does not anticipate" or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", "will" or "will be taken", "occur" or "be achieved" or similar expressions and includes, but is not limited to, statements with respect to the senior leadership team's efforts to complete a strategic turnaround; the Company's expectations for being customer-centered, achieving profitable growth, maintaining disciplined cost management, and executing strategic initiatives; the Company's expectations regarding the recently announced exclusive partnership with Connected Cannabis; the expectations for growing demand in New York State; and the anticipated timing for the availability of the Connected Cannabis portfolio of products. In addition, any statements that refer to expectations, projections, or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent the Company's expectations, estimates, and projections regarding future events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of the Company's control.

Investors are cautioned that forward-looking information is necessarily based on many opinions, assumptions, and estimates that, while considered reasonable by the Company as of the date of this news release, are subject to known and unknown risks, uncertainties, assumptions, and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the Company's ability to execute its go-forward strategy; stock market volatility; changes in the business activities, focus and plans of the Company and the timing associated therewith; the timing of any changes to federal laws in the U.S. to allow for the general cultivation, distribution, and possession of cannabis; regulatory and licensing risks; changes in cannabis industry growth and trends; changes in general economic, business and political conditions, including changes in the financial markets; the global regulatory landscape and enforcement related to cannabis, including political risks and risks relating to regulatory change; risks relating to anti-money laundering laws; compliance with extensive government regulation, including the Company's interpretation of such regulation; public opinion and perception of the cannabis industry; and the risk factors described in the public filings of the Company filed with Canadian securities regulators and available under the Company's profile at www.sedarplus.ca.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although the Company has attempted to identify important risks, uncertainties and factors that could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. The Company does not intend, and does not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

The Company, through several of its subsidiaries, is directly involved in the manufacture, possession, use, sale, and distribution of cannabis in the adult-use and medical cannabis marketplace in the United States. Local state laws where the Company operates permit such activities however, investors should note that there are significant legal restrictions and regulations that govern the cannabis industry in the United States. Cannabis remains a Schedule I drug under the United States Controlled Substances Act, making it illegal under federal law in the United States to, among other things, cultivate, distribute, or possess cannabis in the United States. Financial transactions involving proceeds generated by, or intended to promote, cannabis-related business activities in the United States may form the basis for prosecution under applicable United States federal money laundering legislation.

While the approach to enforcement of such laws by the federal government in the United States has trended toward non-enforcement against individuals and businesses that comply with adult-use and medical cannabis programs in states where such programs are legal, strict compliance with state laws with respect to cannabis will neither absolve the Company of liability under United States federal law, nor will it provide a defense to any federal proceeding which may be brought against the Company. The enforcement of federal laws in the United States is a significant risk to the business of the Company and any proceedings brought against the Company thereunder may adversely affect operations and financial performance.

The forward-looking statements contained in this news release are made as of the date of this news release, and the Company expressly disclaims any obligation to update or alter statements containing any forward-looking information, or the factors or assumptions underlying them, whether as a result of new information, future events or otherwise, except as required by law. For further information visit: https://getFLUENT.com/ and https://investors.getFLUENT.com/.

Investor Relations Contact:
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Media Contact:
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Officer Contact:
Matt Mundy, Chief Legal Officer
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FLUENT CORP.
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As of June 30, 2025 and December 31, 2024				June 30,				December 31,
(USD '000)					2025				2024
Assets
Current assets
Cash and cash equivalents (includes $4,500 of restricted cash)				$	22,855			$	40,106
Accounts receivable					597				422
Biological assets		4			2,917				3,162
Inventory, net		5			17,490				15,155
Prepaid expenses and other current assets		6			3,017				2,587
Total current assets				$	46,876			$	61,432
Property and equipment, net		7			55,425				52,200
Right-of-use assets, net		15			70,746				46,731
Intangible assets, net		8			36,912				37,590
Goodwill		9			1,525				1,525
Deferred tax assets		11			2,177				1,039
Other assets		10			2,098				6,476
Total assets				$	215,759			$	206,993
Liabilities and shareholders' equity
Current liabilities
Accounts payable				$	9,684			$	6,332
Accrued expenses					7,617				8,423
Income taxes payable		11			-				1,003
Derivative liabilities		12			1,472				2,148
Short term provision liability		13			-				4,957
Current portion of notes payable		14			1,345				755
Lease obligations - current portion		15			5,410				4,751
Total current liabilities				$	25,528			$	28,369
Long-term liabilities
Notes payable, net of current portion and financing costs		14			69,768				68,775
Lease liabilities, net of current portion		15			72,282				51,727
Deferred tax liability		11			4,763				4,817
Uncertain tax position		11			52,792				43,314
Long term provision liability		13			7,278				9,044
Convertible notes, net		14			6,987				6,482
Other long-term liabilities					3,447				3,447
Total long-term liabilities				$	217,317			$	187,606
Total liabilities				$	242,845			$	215,975
Shareholders' equity
Share capital		16			206,419				206,419
Share-based compensation reserve		16			7,593				7,275
Equity conversion feature		16			7,097				7,097
Warrants					29,634				29,634
Accumulated deficit					(276,633	)			(258,211	)
Accumulated other comprehensive loss					(1,196	)			(1,196	)
Total shareholders' equity				$	(27,086	)		$	(8,982	)
Total liabilities and shareholders' equity				$	215,759			$	206,993

FLUENT CORP.
CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS)
For the three and six months ended June 30, 2025 and 2024
(USD '000)
		For the three months ended						For the six months ended
	Notes	June 30, 2025			June 30, 2024			June 30, 2025			June 30, 2024
Revenue, net of discounts		$	26,731		$	27,269		$	53,448		$	52,496
Cost of goods sold			16,300			13,490			30,495			26,456
Gross profit before fair value adjustments			10,431			13,779			22,953			26,040
Fair value adjustments on inventory sold	4		(2,186	)		(1,788	)		(2,487	)		(160	)
Unrealized gain (loss) on changes in fair value of biological assets	4		(999	)		8,268			2,026			9,315
Gross profit			7,246			20,259			22,492			35,195
Expenses
General and administrative	17		4,112			4,607			9,006			8,570
Sales and marketing	17		6,503			6,018			12,822			11,452
Depreciation and amortization	7, 8		2,154			1,780			4,179			3,510
Share-based compensation	16, 19		293			142			318			191
Total expenses			13,062			12,547			26,325			23,723
Income (loss) from operations			(5,816	)		7,712			(3,833	)		11,472
Other expense (income)
Finance costs, net	22		5,648			4,835			10,071			9,546
Gain on change in fair value of derivative liability	12		(219	)		(5,707	)		(676	)		(7,394	)
Gain on remeasurement of provision liability	13		(4,790	)		-			(4,790	)		-
Loss on disposal of assets			176			-			176			212
Loss from termination of a contract			-			3			-			3
Other expense (income)			(42	)		(2	)		(30	)		-
Total other (income) expense			773			(871	)		4,751			2,367
Income (loss) before income taxes			(6,589	)		8,583			(8,584	)		9,105
Income tax expense	11		3,084			7,636			9,838			12,321
Net comprehensive income (loss)		$	(9,673	)	$	947		$	(18,422	)	$	(3,216	)
Net loss per share
Basic and diluted - continuing operations		$	(0.02	)	$	0.00		$	(0.04	)	$	(0.01	)
Weighted average number of shares
Basic number of shares	16		474,946,760			299,573,039			473,626,849			299,551,203
Diluted number of shares	16		692,366,177			341,443,706			695,756,738			341,763,315

FLUENT CORP.
CONSOLIDATED STATEMENTS OF CASH FLOW
For the six months ended June 30, 2025 and June 30, 2024
(USD '000)
	For the six months ended June 30,
		2025				2024
Cash flows provided by operating activities
Net loss	$	(18,422	)		$	(3,216	)
Adjustments for non-cash items:
Unrealized gain on changes in fair value of biological assets		(2,026	)			(9,315	)
Realized loss on fair value amounts included in inventory sold		2,487				160
Share-based compensation expense		318				191
Depreciation and amortization		12,108				7,473
Accretion and interest expense		10,002				9,570
Loss on disposition of fixed assets		176				212
Gain on remeasurement of provision liability		(4,790	)			-
Gain on lease modification		2				-
Net change in fair value of derivative		(676	)			(7,394	)
Uncertain tax position		9,478				-
Deferred tax expense		(1,192	)			2,898
Net change in non-cash working capital
Accounts receivable		(175	)			132
Biological assets		(11,292	)			(7,081	)
Inventory		8,741				8,132
Prepaid expenses and other current assets		1,173				687
Right of use assets/liabilities		(8,070	)			(2,525	)
Other assets		4,378				(90	)
Accounts payable		1,351				152
Accrued expenses		(806	)			666
Other long-term liabilities		-				(435	)
Income taxes		(1,003	)			6,657
Net cash provided by operating activities	$	1,762			$	6,874
Cash flows used in investing activities
Purchases of property and equipment		(11,041	)			(3,902	)
Purchase of intangible assets		-				(1,332	)
Net cash used in investing activities	$	(11,041	)		$	(5,234	)
Cash flows used in financing activities
Proceeds from issuance of convertible debenture and warrants		-				3,000
Payment of lease obligations		(2,142	)			(1,412	)
Net proceeds from equipment loan		-				48
Principal and interest repayments of notes payable		(5,830	)			(5,314	)
Net cash used in financing activities	$	(7,972	)		$	(3,678	)
Net decrease in cash		(17,251	)			(2,038	)
Cash, beginning of period		40,106				10,521
Cash, end of period	$	22,855			$	8,483

FLUENT CORP.
EBITDA AND ADJUSTED EBITDA CALCULATION
For the three and six months ended June 30, 2025 and June 30, 2024
(USD '000)
		Three months ended
		June 30, 2025				June 30, 2024				Variance
	Net income (loss)	$	(9,673	)		$	947			$	(10,620	)
	Interest expense		5,648				4,835				813
	Income taxes		3,084				7,636				(4,552	)
	Depreciation and amortization		6,058				3,771				2,287
	EBITDA	$	5,117			$	17,189			$	(12,072	)
		Three months ended
		June 30, 2025				June 30, 2024				Variance
	EBITDA	$	5,117			$	17,189			$	(12,072	)
	Change in fair value of biological assets		3,185				(6,480	)			9,665
	Change in fair market value of derivative		(219	)			(5,707	)			5,488
	Change in provision liability		(4,790	)			-				(4,790	)
	Professional fees		74				1,852				(1,778	)
	One-time employee costs		133				454				(321	)
	Share-based compensation		293				142				151
	Loss on disposal of assets		176				-				176
	Other non-recurring expense		(42	)			240				(282	)
	Adjusted EBITDA	$	3,927			$	7,690			$	(3,763	)
		Six months ended
		June 30, 2025				June 30, 2024				Variance
	Net loss	$	(18,422	)		$	(3,216	)		$	(15,206	)
	Interest expense		10,071				9,546				525
	Income taxes		9,838				12,321				(2,483	)
	Depreciation and amortization		10,072				7,473				2,599
	EBITDA	$	11,559			$	26,124			$	(14,565	)
		Six months ended
		June 30, 2025				June 30, 2024				Variance
	EBITDA	$	11,559			$	26,124			$	(14,565	)
	Change in fair value of biological assets		461				(9,155	)			9,616
	Change in fair market value of derivative		(676	)			(7,394	)			6,718
	Change in provision liability		(4,790	)			-				(4,790	)
	Professional fees		84				3,641				(3,557	)
	One-time employee costs		178				614				(436	)
	Share-based compensation		318				191				127
	Loss on disposal of assets		176				212				(36	)
	Other non-recurring expense/(income)		(30	)			241				(271	)
	Adjusted EBITDA	$	7,280			$	14,474			$	(7,194	)