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: [email protected] Media Contact: [email protected] Officer Contact: Matt Mundy, Chief Legal Officer (850) 972-8077 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 )