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Note 21 - Non-controlling Interests | 12 Months Ended
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May 31, 2024
Notes to Financial Statements |
Noncontrolling Interest Disclosure [Text Block] |
21. | Non-controlling interests
The following tables summarize the information relating to the Company’s majority-owned subsidiaries, SH Acquisition (68%), CC Pharma Nordic ApS (75%), Aphria Diamond (51%), and ColCanna S.A.S. (90%) before intercompany eliminations. Summarized balance sheet information of the entities in which there is a non-controlling interest as at May 31, 2024:
|  | SH |  |  | CC Pharma |  |  | Aphria |  |  | ColCanna |  |  | May 31, |
|  | Acquisition |  |  | Nordic ApS |  |  | Diamond |  |  | S.A.S. |  |  | 2024 |
Current assets |  | $ | — |  |  | $ | 12 |  |  | $ | 95,720 |  |  | $ | 3 |  |  | $ | 95,735 |
Non-current assets |  |  | 32,000 |  |  |  | — |  |  |  | 124,675 |  |  |  | 3,637 |  |  |  | 160,312 |
Current liabilities |  |  | — |  |  |  | (9 | ) |  |  | (130,945 | ) |  |  | (6,913 | ) |  |  | (137,867 | )
Non-current liabilities |  |  | — |  |  |  | — |  |  |  | (24,482 | ) |  |  | (1,452 | ) |  |  | (25,934 | )
Net assets |  | $ | 32,000 |  |  | $ | 3 |  |  | $ | 64,968 |  |  | $ | (4,725 | ) |  | $ | 92,246 |
Summarized balance sheet information of the entities in which there is a non-controlling interest as at May 31, 2023: :
|  | SH |  |  | CC Pharma |  |  | Aphria |  |  | ColCanna |  |  | May 31, |
|  | Acquisition |  |  | Nordic ApS |  |  | Diamond |  |  | S.A.S. |  |  | 2023 |
Current assets |  | $ | — |  |  | $ | 114 |  |  | $ | 127,689 |  |  | $ | 224 |  |  | $ | 128,027 |
Non-current assets |  |  | 74,681 |  |  |  | — |  |  |  | 135,085 |  |  |  | 3,307 |  |  |  | 213,073 |
Current liabilities |  |  | — |  |  |  | (1,166 | ) |  |  | (142,554 | ) |  |  | (6,697 | ) |  |  | (150,417 | )
Non-current liabilities |  |  | — |  |  |  | — |  |  |  | (53,197 | ) |  |  | (1,428 | ) |  |  | (54,625 | )
Net assets |  | $ | 74,681 |  |  | $ | (1,052 | ) |  | $ | 67,023 |  |  | $ | (4,594 | ) |  | $ | 136,058 |
Summarized income statement information of the entities in which there is a non-controlling interest for the year ended May 31, 2024:
|  | SH |  |  | CC Pharma |  |  | Aphria |  |  | ColCanna |  |  | May 31, |
|  | Acquisition |  |  | Nordic ApS |  |  | Diamond |  |  | S.A.S. |  |  | 2024 |
Revenue |  | $ | — |  |  | $ | — |  |  | $ | 103,331 |  |  | $ | — |  |  | $ | 103,331 |
Total expenses |  |  | 42,681 |  |  |  | (1,064 | ) |  |  | 40,935 |  |  |  | (203 | ) |  |  | 82,349 |
Net (loss) income |  |  | (42,681 | ) |  |  | 1,064 |  |  |  | 62,396 |  |  |  | 203 |  |  |  | 20,982 |
Other comprehensive (loss) income |  |  | — |  |  |  | (9 | ) |  |  | 171 |  |  |  | (334 | ) |  |  | (172 | )
Net comprehensive (loss) income |  | $ | (42,681 | ) |  | $ | 1,055 |  |  | $ | 62,567 |  |  | $ | (131 | ) |  | $ | 20,810 |
Non-controlling interest % |  |  | 32 | % |  |  | 25 | % |  |  | 49 | % |  |  | 10 | % |  | NA |
Comprehensive (loss) income attributable to NCI |  |  | (13,658 | ) |  |  | 264 |  |  |  | 30,658 |  |  |  | (13 | ) |  |  | 17,251 |
Additional income attributable to NCI |  |  | — |  |  |  | — |  |  |  | 5,336 |  |  |  | — |  |  |  | 5,336 |
Net comprehensive (loss) income attributable to NCI |  | $ | (13,658 | ) |  | $ | 264 |  |  | $ | 35,994 |  |  | $ | (13 | ) |  | $ | 22,587 |
Summarized income statement information of the entities in which there is a non-controlling interest for the year ended May 31, 2023:
|  | SH |  |  | CC Pharma |  |  | Aphria |  |  | ColCanna |  |  | May 31, |
|  | Acquisition |  |  | Nordic ApS |  |  | Diamond |  |  | S.A.S. |  |  | 2023 |
Revenue |  | $ | — |  |  | $ | 126 |  |  | $ | 161,453 |  |  | $ | 1 |  |  | $ | 161,580 |
Total expenses |  |  | 107,297 |  |  |  | 748 |  |  |  | 85,460 |  |  |  | 57,293 |  |  |  | 250,798 |
Net (loss) income |  |  | (107,297 | ) |  |  | (622 | ) |  |  | 75,993 |  |  |  | (57,292 | ) |  |  | (89,218 | )
Other comprehensive (loss) income |  |  | 70,778 |  |  |  | (21 | ) |  |  | (961 | ) |  |  | (34,643 | ) |  |  | 35,153 |
Net comprehensive (loss) income |  | $ | (36,519 | ) |  | $ | (643 | ) |  | $ | 75,032 |  |  | $ | (91,935 | ) |  | $ | (54,065 | )
Non-controlling interest % |  |  | 32 | % |  |  | 25 | % |  |  | 49 | % |  |  | 10 | % |  | NA |
Comprehensive (loss) income attributable to NCI |  |  | (11,686 | ) |  |  | (161 | ) |  |  | 36,766 |  |  |  | (9,194 | ) |  |  | 15,725 |
Additional income attributable to NCI |  |  | — |  |  |  | — |  |  |  | 11,421 |  |  |  | — |  |  |  | 11,421 |
Net comprehensive (loss) income attributable to NCI |  | $ | (11,686 | ) |  | $ | (161 | ) |  | $ | 48,187 |  |  | $ | (9,194 | ) |  | $ | 27,146 |
Summarized income statement information of the entities in which there is a non-controlling interest for the year ended May 31, 2022:
|  | SH |  |  | CC Pharma |  |  | Aphria |  |  | ColCanna |  |  | May 31, |
|  | Acquisition |  |  | Nordic ApS |  |  | Diamond |  |  | S.A.S. |  |  | 2022 |
Revenue |  | $ | — |  |  | $ | 354 |  |  | $ | 148,323 |  |  | $ | — |  |  | $ | 148,677 |
Total expenses (recovery) |  |  | (11,180 | ) |  |  | 470 |  |  |  | 77,057 |  |  |  | 35 |  |  |  | 66,382 |
Net (loss) income |  |  | 11,180 |  |  |  | (116 | ) |  |  | 71,266 |  |  |  | (35 | ) |  |  | 82,295 |
Other comprehensive (loss) income |  |  | (70,778 | ) |  |  | 47 |  |  |  | (2,353 | ) |  |  | (4,737 | ) |  |  | (77,821 | )
Net comprehensive (loss) income |  | $ | (59,598 | ) |  | $ | (69 | ) |  | $ | 68,913 |  |  | $ | (4,772 | ) |  | $ | 4,474 |
Non-controlling interest % |  |  | 32 | % |  |  | 25 | % |  |  | 49 | % |  |  | 10 | % |  | NA |
Net comprehensive (loss) income |  | $ | (19,071 | ) |  | $ | (17 | ) |  | $ | 33,767 |  |  | $ | (477 | ) |  | $ | 14,202 |
On January 5, 2024, Aphria Inc. (“Aphria”), a wholly-owned subsidiary of the Company, entered into an Amended and Restated Wholesale Cannabis Supply Agreement (the “Supply Agreement”) with 1974568 Ontario Limited (“Aphria Diamond”), Aphria’s joint venture with Double Diamond Holdings Ltd. The Supply Agreement amended and restated the existing supply agreement, effective as of September 1, 2023, and amended certain terms relating to pricing and product classes. Due 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 June 1, 2023, the Company would have recognized approximately $15,000 in additional net income attributed to the Stockholders of Tilray Brands, Inc.

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- Definition The entire disclosure for noncontrolling interest in consolidated subsidiaries, which could include the name of the subsidiary, the ownership percentage held by the parent, the ownership percentage held by the noncontrolling owners, the amount of the noncontrolling interest, the location of this amount on the balance sheet (when not reported separately), an explanation of the increase or decrease in the amount of the noncontrolling interest, the noncontrolling interest share of the net Income or Loss of the subsidiary, the location of this amount on the income statement (when not reported separately), the nature of the noncontrolling interest such as background information and terms, the amount of the noncontrolling interest represented by preferred stock, a description of the preferred stock, and the dividend requirements of the preferred stock. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 810 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/810/tableOfContent + Details
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