Tilray proposes reverse split to drive share price higher

Tilray Brands, Inc. (Nasdaq: TLRY)(TSX: TLRY) is asking shareholders to approve a reverse stock split to drive the share price higher. The company said it is calling a Special Meeting, where stockholders will be asked to vote for an amendment of the company’s Fifth Amended and Restated Certificate of Incorporation.

The reverse split ratio could range from 1-to-10 to 1-to-20. The exact ratio within this range will be determined by the Board of Directors, without reducing the authorized number of shares of our common stock.

The company currently has almost a billion shares outstanding and the number of shares has increased by 18.30% in one year.

Tilray CEO Irwin D. Simon said, “The Reverse Stock Split will better align Tilray’s number of shares outstanding with companies of our size and scope. A higher price per share would ensure compliance with Nasdaq’s continued listing requirements and places Tilray in a position to continue executing on our strategic plans. Looking ahead, we expect this decision to aid in the company’s efforts to stabilize trading levels, attract and retain institutional shareholders, and decrease our cost structure by over $1 million on an annual run rate basis. The fundamentals of our company remain intact, and we are confident that we have the right strategy and team to deliver long-term value for our shareholder base.”

In a statement, the company also said it expects to achieve cost savings from the Reverse Stock Split, which would reduce its expenditures associated with Tilray’s Annual Meeting of Stockholders.

Tilray informed shareholders during its recent earnings announcement that the company had posted a net loss of $793.5 million for the quarter, which weighed on its stock performance. The company’s share price has been below a dollar on the Nasdaq Exchange since February. If it stays below a dollar for over 30 days, then the company is considered to violate the minimum bid price requirement as set by the Exchange. Nasdaq gives violators 180 days to regain compliance and even if a company can’t achieve that, they can ask for another 180 days.

The reverse split follows last year’s deal that the company entered into with TD Securities and Jefferies in an at-the-market equity program . During the nine months that ended February 28, 2025, the company issued 93,610,801 shares under the ATM Program generating gross proceeds of $143.4 million. The company paid $3.7 million in commissions and other fees associated with these issuances generating net proceeds of $139.7 million.

This isn’t the first time Tilray has done a reverse split. In 2021, the company engaged in a reverse split with a cumulative effect of 1:1.19, meaning 1.19 pre-split shares became 1 post-split share.