Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

Share Name	Share Symbol	Market	Type
Aurora Cannabis Inc	NASDAQ:ACB	NASDAQ	Common Stock

	Price Change	% Change	Share Price	Bid Price	Offer Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	-0.0429	-1.02%	4.1571	4.15	4.16	4.2875	4.0638	4.19	889,730	19:55:58

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2024

Commission File No. 001-38691

AURORA CANNABIS INC.
(Translation of registrant's name into English)

2207 90B St. SW

Edmonton, Alberta T6X 1V8

Canada

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F

Form 20-F [ ] Form 40-F [X]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) [ ]

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) [ ]

This Form 6-K is hereby filed and incorporated by reference in the registrant’s Registration Statement on Form F-10 (File No. 333-271479).

SUBMITTED HEREWITH


Exhibits			Description
99.1			Condensed Consolidated Interim Financial Statements for the three and six months ended September 30, 2024 and 2023
99.2			Interim Management’s Discussion and Analysis for the three and six months ended September 30, 2024 and 2023
99.3			Certification of Chief Executive Officer
99.4			Certification of Chief Financial Officer

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

AURORA CANNABIS INC.

/s/ Simona King
Simona King

Chief Financial Officer

Date: November 6, 2024

AURORA CANNABIS INC.

Condensed Consolidated Interim Financial Statements

(Unaudited)

For the three and six months ended September 30, 2024 and 2023

(in Canadian Dollars)

Table of Contents




Condensed Consolidated Interim Statements of Financial Position			3
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss			4
Condensed Consolidated Interim Statements of Changes in Equity			6
Condensed Consolidated Interim Statements of Cash Flows			8
Notes to the Condensed Consolidated Interim Financial Statements

Note 1

Nature of Operations

Note 10

Share Capital

Note 2

Material Accounting Policies and Judgments

Note 11

Share-Based Compensation

Note 3

Biological Assets

Note 12

Income (Loss) Per Share

Note 4

Inventory

Note 13

Supplemental Cash Flow Information

Note 5

Property, Plant and Equipment

Note 14

Commitments and Contingencies

Note 6

Assets and Liabilities Held for Sale and Discontinued Operations

Note 15

Revenue

Note 7

Intangible Assets and Goodwill

Note 16

Segmented Information

Note 8

Loans and Borrowings

Note 17

Fair Value of Financial Instruments

Note 9

Lease Liabilities

Note 18

Financial Instruments Risk

AURORA CANNABIS INC.

Condensed Consolidated Interim Statements of Financial Position

As at September 30, 2024 and March 31, 2024

(Amounts reflected in thousands of Canadian dollars)



	Note	September 30, 2024	March 31, 2024
		$	$
Assets
Current
Cash and cash equivalents		84,921	113,439
Restricted cash	13	66,678	65,782
Accounts receivable	18(a)	40,153	45,411

Marketable securities		—	4,036
Derivative asset		—	760
Biological assets	3	41,212	42,774
Inventory	4	170,986	143,602
Prepaids and other current assets		11,046	9,402
Assets held for sale	6(a)	2,679	1,399
		417,675	426,605

Property, plant and equipment	5	276,482	294,324

Deposits and other long-term assets		10,130	12,028


Lease receivable		4,588	6,343
Intangible assets	7	42,098	40,850
Goodwill	7	43,180	43,180
Deferred tax assets		14,621	15,343
Total assets		808,774	838,673

Liabilities
Current
Accounts payable and accrued liabilities	18(b)	39,032	58,563
Income taxes payable	18(b)	2,404	1,547
Deferred revenue		2,019	1,687

Loans and borrowings	8	53,689	52,361
Lease liabilities	9	5,063	4,856

Provisions		5,607	5,606

Liabilities held for sale	6(a)	1,281	—
		109,095	124,620


Loans and borrowings	8	3,821	4,898
Lease liabilities	9	38,397	42,676
Derivative liabilities	10(c), 11(e), 17	4,927	2,309

Other long-term liability	17	54,047	46,110
Deferred tax liability		15,514	16,190
Total liabilities		225,801	236,803

Shareholders’ equity
Share capital	10	6,977,043	6,971,416
Reserves		161,860	162,351
Accumulated other comprehensive loss		(214,287)	(206,058)
Deficit		(6,381,444)	(6,367,936)
Total equity attributable to Aurora Cannabis Inc. shareholders		543,172	559,773
Non-controlling interests		39,801	42,097
Total equity		582,973	601,870
Total liabilities and equity		808,774	838,673

Nature of Operations (Note 1)

Commitments and Contingencies (Note 14)

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.

AURORA CANNABIS INC.

Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)





		Three months ended September 30,		Six months ended September 30,
	Note	2024	2023(1)	2024	2023(1)
		$	$	$	$
Revenue	15	88,933	70,183	180,970	151,381

Excise taxes	15	(7,811)	(7,064)	(16,413)	(13,530)

Net revenue		81,122	63,119	164,557	137,851

Cost of sales	4	41,929	44,535	95,239	104,668

Gross profit before fair value adjustments		39,193	18,584	69,318	33,183

Changes in fair value of inventory and biological assets sold	3, 4	36,027	18,636	69,075	36,088
Unrealized gain on changes in fair value of biological assets	3	(38,999)	(34,453)	(86,468)	(63,326)

Gross profit		42,165	34,401	86,711	60,421

Expense
General and administration		22,036	22,527	44,560	43,876
Sales and marketing		13,721	12,611	27,745	25,281
Acquisition costs		991	563	1,992	789
Research and development		975	946	1,962	2,047
Depreciation and amortization	5, 7	2,366	4,011	4,480	6,825
Share-based compensation	11	4,468	4,568	7,487	6,849
		44,557	45,226	88,226	85,667

Income (loss) from operations		(2,392)	(10,825)	(1,515)	(25,246)

Other income (expenses)

Interest and other income		2,968	3,250	6,314	6,601
Finance and other costs		(2,136)	(4,099)	(3,872)	(9,307)
Foreign exchange gain (loss)		2,116	1,844	3,959	(1,606)
Other gains		47	12,096	3,547	12,155
Restructuring charges		—	(469)	—	(901)
Impairment of property, plant and equipment	5, 6(a)	—	(1,230)	(129)	(1,230)



		2,995	11,392	9,819	5,712

Income (loss) before taxes		603	567	8,304	(19,534)

Income tax recovery (expense)
Current		(964)	(224)	(1,785)	(439)
Deferred, net		2,036	96	—	215
		1,072	(128)	(1,785)	(224)

Net income (loss) from continuing operations		1,675	439	6,519	(19,758)
Net loss from discontinued operations, net of tax	6(b)	(14,640)	(2,566)	(14,336)	(10,700)

Net loss		(12,965)	(2,127)	(7,817)	(30,458)

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.

(1) Comparative information has been adjusted due to discontinued operations see Note 6(b).

AURORA CANNABIS INC.

Condensed Consolidated Interim Statements of Loss and Comprehensive Loss

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

(Continued)




		Three months ended September 30,		Six months ended September 30,

	Note	2024	2023(1)	2024	2023(1)
		$	$	$	$
Net income (loss) from continuing operations		1,675	439	6,519	(19,758)
Net loss from discontinued operations, net of tax	6(b)	(14,640)	(2,566)	(14,336)	(10,700)

Net loss		(12,965)	(2,127)	(7,817)	(30,458)
Other comprehensive income (loss) (“OCI”) that will not be reclassified to net income (loss)




Other comprehensive income (loss) that may be reclassified to net income (loss)

Foreign currency translation gain (loss)		(5,989)	(893)	(8,229)	936

Total other comprehensive income (loss)		(5,989)	(893)	(8,229)	936

Comprehensive loss from continuing operations		(4,314)	(454)	(1,710)	(18,822)
Comprehensive loss from discontinued operations		(14,640)	(2,566)	(14,336)	(10,700)
Comprehensive loss		(18,954)	(3,020)	(16,046)	(29,522)

Net income (loss) from continuing operations attributable to:
Aurora Cannabis Inc.		2,599	2,043	8,815	(16,721)
Non-controlling interests		(924)	(1,604)	(2,296)	(3,037)

Net loss from discontinued operations attributable to:
Aurora Cannabis Inc.	6(b)	(14,640)	(2,566)	(14,336)	(10,700)
Non-controlling interests		—	—	—	—

Comprehensive loss attributable to:
Aurora Cannabis Inc.		(18,030)	(1,416)	(13,750)	(26,485)
Non-controlling interests		(924)	(1,604)	(2,296)	(3,037)

Income (loss) per share - basic and diluted
Continuing operations	12	$0.05	$0.05	$0.16	($0.45)
Discontinued operations	12	($0.27)	($0.07)	($0.26)	($0.29)
Total operations	12	($0.22)	($0.01)	($0.10)	($0.74)

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.

(1) Comparative information has been adjusted due to discontinued operations see Note 6(b).

AURORA CANNABIS INC.

Condensed Consolidated Interim Statements of Changes in Equity

Six months ended September 30, 2024

(Amounts reflected in thousands of Canadian dollars, except share amounts)


		Share Capital		Reserves						AOCI
	Note	Common Shares	Amount	Share-Based Compensation	Compensation Options/ Warrants/Shares Issued	Convertible Notes	Change in Ownership Interest	Obligation to Issue Shares	Total Reserves	Fair Value	Deferred Tax	Associate OCI Pick-up	Foreign Currency Translation	Total AOCI	Earnings (Deficit)	Non-Controlling Interests	Total
		#	$	$	$	$	$	$	$	$	$	$	$	$	$	$	$
Balance, March 31, 2024		54,545,797	6,971,416	217,498	27,667	419	(86,800)	3,567	162,351	(209,866)	18,919	208	(15,319)	(206,058)	(6,367,936)	42,097	601,870




Share issuance costs		—	(106)	—	—	—	—	—	—	—	—	—	—	—	—	—	(106)





Shares issued under share-based compensation plans	11	317,161	5,733	(5,606)	—	—	—	—	(5,606)	—	—	—	—	—	—	—	127
Share-based compensation	11	—	—	5,115	—	—	—	—	5,115	—	—	—	—	—	—	—	5,115



Put option liability		—	—	—	—	—	—	—	—	—	—	—	—	—	(7,987)	—	(7,987)


Comprehensive loss for the period		—	—	—	—	—	—	—	—	—	—	—	(8,229)	(8,229)	(5,521)	(2,296)	(16,046)

Balance, September 30, 2024		54,862,958	6,977,043	217,007	27,667	419	(86,800)	3,567	161,860	(209,866)	18,919	208	(23,548)	(214,287)	(6,381,444)	39,801	582,973

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.

AURORA CANNABIS INC.

Condensed Consolidated Interim Statements of Changes in Equity

Six months ended September 30, 2023

(Amounts reflected in thousands of Canadian dollars, except share amounts)


		Share Capital		Reserves						AOCI
	Note	Common Shares(1)	Amount	Share-Based Compensation	Compensation Options/ Warrants	Convertible Notes	Change in Ownership Interest	Obligation to issue shares	Total Reserves	Fair Value	Deferred Tax	Associate OCI Pick-up	Foreign Currency Translation	Total AOCI	Deficit	Non-Controlling Interests	Total
		#	$	$	$	$	$	$	$	$	$	$	$	$	$	$	$
Balance, March 31, 2023		34,526,931	6,841,234	212,340	27,667	419	(86,800)	414	154,040	(214,599)	18,919	208	(16,893)	(212,365)	(6,296,833)	31,061	517,137


Shares issued for convertible debenture repurchases		7,259,329	54,680	—	—	—	—	—	—	—	—	—	—	—	—	—	54,680
Shares issued under equity financing		258,035	2,271	—	—	—	—	(414)	(414)	—	—	—	—	—	—	—	1,857
Share issuance costs		—	(722)	—	—	—	—	—	—	—	—	—	—	—	—	—	(722)
Deferred tax on share issuance costs		—	(215)	—	—	—	—	—	—	—	—	—	—	—	—	—	(215)




Shares issued under share-based compensation plans	11	16,619	1,643	(1,643)	—	—	—	—	(1,643)	—	—	—	—	—	—	—	—
Share-based compensation	11	—	—	5,929	—	—	—	—	5,929	—	—	—	—	—	—	—	5,929

Put option liability		—	—	—	—	—	—	—	—	—	—	—	—	—	(2,668)	—	(2,668)

Change in ownership interests in subsidiaries		—	—	—	—	—	—	—	—	—	—	—	—	—	(14,671)	17,243	2,572

Comprehensive loss for the period		—	—	—	—	—	—	—	—	—	—	—	936	936	(27,421)	(3,037)	(29,522)


Balance, September 30, 2023		42,060,914	6,898,891	216,626	27,667	419	(86,800)	—	157,912	(214,599)	18,919	208	(15,957)	(211,429)	(6,341,593)	45,267	549,048

(1) Comparative information has been adjusted due to 1:10 reverse stock split.

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.

AURORA CANNABIS INC.

Condensed Consolidated Interim Statements of Cash Flows

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars)



		Three months ended September 30,		Six months ended September 30,

	Note	2024	2023(1)	2024	2023(1)
		$	$	$	$
Operating activities
Net income (loss) from continuing operations		1,675	439	6,519	(19,758)
Adjustments for non-cash items:
Unrealized gain on changes in fair value of biological assets		(38,999)	(34,453)	(86,468)	(63,326)
Changes in fair value of inventory and biological assets sold		36,027	18,636	69,075	36,088
Depreciation of property, plant and equipment		5,170	7,255	10,803	16,934
Amortization of intangible assets	7	254	274	361	519
Share-based compensation	11	4,468	4,568	7,487	6,849
Impairment of property, plant and equipment	5	—	1,230	129	1,230



Net interest accrual and accretion		583	1,732	1,296	5,402

Deferred tax recovery		(2,038)	(4)	(2)	(235)
Other losses		(1,027)	(12,524)	(3,548)	(12,636)
Foreign exchange loss (gain)		(1,646)	(988)	(3,959)	1,141

Deferred compensation amortization		828	952	1,780	1,904
Cash provided by (used in) operating activities from continuing operations before changes in non-cash working capital		5,295	(12,883)	3,473	(25,888)
Changes in non-cash working capital	13	(29,588)	(14,781)	(18,906)	(10,967)
Net cash used in operating activities from continuing operations		(24,293)	(27,664)	(15,433)	(36,855)
Net cash used in operating activities from discontinued operations		(598)	(3,218)	(1,083)	(5,264)
Net cash used in operating activities		(24,891)	(30,882)	(16,516)	(42,119)

Investing activities


Proceeds from disposal of marketable securities		788	—	5,488	—

Purchase of property, plant and equipment and intangible assets		(4,543)	(4,186)	(9,696)	(8,483)
Proceeds from disposal of property, plant and equipment and assets held for sale	6(a)	117	207	1,384	2,601







Net cash used in investing activities		(3,638)	(3,979)	(2,824)	(6,137)

Financing activities
Proceeds from loans and borrowings	8	5,675	3,982	6,346	3,982

Repayment of loans and borrowings	8	(515)	(516)	(6,108)	(1,032)
Repayment of convertible debenture		—	—	—	(61,867)
Net principal payments of lease liabilities		(1,193)	(1,316)	(2,577)	(2,754)
Restricted cash	13	—	1,759	(898)	2,004

Shares issued for cash, net of issuance costs		126	(174)	126	1,548


Net cash used in financing activities from discontinued operations		(131)	—	(131)	(89)
Net cash provided by (used) in financing activities		3,962	3,735	(3,242)	(58,208)
Effect of foreign exchange on cash and cash equivalents		(5,999)	2,188	(5,936)	439
Decrease in cash and cash equivalents		(30,566)	(28,938)	(28,518)	(106,025)

Cash and cash equivalents, beginning of period		115,487	157,855	113,439	234,942
Cash and cash equivalents, end of period		84,921	128,917	84,921	128,917

Supplemental cash flow information (Note 13)

The accompanying notes are an integral part of these Condensed Consolidated Interim Financial Statements.

(1) Comparative information has been adjusted due to discontinued operations see Note 6(b).

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 1 Nature of Operations

Aurora Cannabis Inc. (the “Company” or “Aurora”) was incorporated under the Business Corporations Act (British Columbia) on December 21, 2006 as Milk Capital Corp. Effective October 2, 2014, the Company changed its name to Aurora Cannabis Inc. The Company’s shares are listed on the Nasdaq Capital Market (“Nasdaq”) and the Toronto Stock Exchange (“TSX”) under the trading symbol “ACB”, and on the Frankfurt Stock Exchange (“FSE”) under the trading symbol “21P1”.

The Company’s head office and principal address is 2207 90B St. SW Edmonton, Alberta T6X 1V8. The Company’s registered and records office address is Suite 1700, 666 Burrard Street, Vancouver, British Columbia, Canada, V6C 2X8.

The Company’s principal strategic business lines are focused on the production, distribution and sale of cannabis related products in Canada and internationally. Aurora currently conducts the following key business activities in the jurisdictions listed below:

•Production, distribution and sale of medical and consumer cannabis products in Canada pursuant to the Cannabis Act;

•Distribution of wholesale medical cannabis in the European Union (“EU”) pursuant to the German Medicinal Products Act and German Narcotic Drugs Act; and

•Distribution of wholesale medical cannabis in various international markets, including Australia, New Zealand, the Caribbean, South America and Israel.

The Company has a 50.1% controlling interest in Bevo Agtech Inc. (“Bevo”), the sole parent of Bevo Farms Ltd., a key supplier of propagated vegetables and ornamental plants in North America.

These condensed consolidated interim financial statements were approved and authorized for issue by the Audit Committee of the Company on November 5, 2024.

Note 2 Material Accounting Policies and Judgments

(a) Basis of Presentation and Measurement

The condensed consolidated interim financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (“IFRS”), and International Accounting Standards (“IAS”) 34, Interim Financial Reporting (“IAS 34”) as issued by the International Accounting Standards Board (“IASB”). Unless otherwise noted, all amounts are presented in thousands of Canadian dollars, except share and per share data.

The condensed consolidated interim financial statements are presented in Canadian dollars and are prepared in accordance with the same accounting policies, critical estimates and methods described in the Company’s annual consolidated financial statements, except for the adoption of new accounting policies (Note 2(d)). Given that certain information and footnote disclosures, which are included in the annual audited consolidated financial statements, have been condensed or excluded in accordance with IAS 34, these condensed consolidated interim financial statements should be read in conjunction with our annual audited consolidated financial statements as at and for the year ended March 31, 2024, including the accompanying notes thereto.

(b) Basis of Consolidation

The condensed consolidated interim financial statements include the financial results of the Company and its subsidiaries. Subsidiaries include entities which are wholly-owned as well as entities over which Aurora has the authority or ability to exert control over the investee’s financial and/or operating decisions (i.e. control), which in turn may affect the Company’s exposure or rights to the variable returns from the investee. The condensed consolidated interim financial statements include the operating results of acquired or disposed entities from the date control is obtained or the date control is lost, respectively. All intercompany balances and transactions are eliminated upon consolidation.

The Company’s principal subsidiaries during the three and six months ended September 30, 2024 are as follows:


Major subsidiaries	Percentage Ownership	Functional Currency

Aurora Cannabis Enterprises Inc. (“ACE”)	100%	Canadian Dollar
Aurora Deutschland GmbH (“Aurora Deutschland”)	100%	European Euro
TerraFarma Inc.	100%	Canadian Dollar
Whistler Medical Marijuana Corporation (“Whistler”)	100%	Canadian Dollar
Bevo Agtech Inc. (“Bevo”)	50.1%	Canadian Dollar
CannaHealth Therapeutics Inc.	100%	Canadian Dollar
ACB Captive Insurance Company Inc.	100%	Canadian Dollar
Indica Industries Pty Ltd. (“MedReleaf Australia”)	100%	Australian Dollar

All shareholdings are of ordinary shares or other equity. Other subsidiaries, while included in the condensed consolidated interim financial statements, are not material and have not been reflected in the table above.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

The Company reports financial results for discontinued operations separately from continuing operations to distinguish the financial impact of disposal transactions from ongoing operations. Discontinued operations reporting occurs when the disposal of a component or a group of components of the Company represents a strategic shift that will have an impact on the Company’s operations and financial results, and where the operations and cash flows can be clearly distinguished, operationally and for financial reporting purposes, from the rest of the Company.

The results of discontinued operations are excluded from both continuing operations and business segment information in the condensed consolidated interim financial statements and the notes to the condensed consolidated interim financial statements, unless otherwise noted, and are presented net of tax in the condensed consolidated interim statements of income (loss) and comprehensive income (loss) for the current and comparative periods. Refer to Note 6(b) Discontinued Operations.

(d) Adoption of New Accounting Pronouncements

Amendments to IAS 1: Classification of Liabilities as Current or Non-current

The amendment clarifies the requirements relating to determining if a liability should be presented as current or non-current in the statement of financial position. Under the new requirement, the assessment of whether a liability is presented as current or non-current is based on the contractual arrangements in place as at the reporting date and does not impact the amount or timing of recognition. The amendment applies retrospectively for annual reporting periods beginning on or after January 1, 2024. The Company has applied the amendments effective April 1, 2024, retrospectively and it did not impact the classification of current or non-current liabilities.

(e) New Accounting Pronouncements Not Yet Adopted

The following IFRS standards have been recently issued by the IASB. Pronouncements that are irrelevant or not expected to have a significant impact have been excluded.

IFRS 18 Presentation and Disclosures in Financial Statements

IFRS 18, Presentation and Disclosures in Financial Statements, replaces IAS 1, Presentation of Financial Statements for reporting periods beginning on or after January 1, 2027, including for interim financial statements with retrospective application. IFRS 18, introduces a specified structure for the income statement by requiring income and expenses to be presented into the three defined categories of operating, investing and financing, and by specifying certain defined totals and subtotals.

Where company-specific measures related to the income statement are provided, IFRS 18 requires companies to disclose explanations around these measures, which are referred to as management defined performance measures. IFRS 18 also provides additional guidance on principles of aggregation and disaggregation which apply to the primary financial statements and the notes. IFRS 18 will not affect the recognition and measurement of items in the financial statements, nor will it affect which items are classified in other comprehensive income and how these items are classified. The Company is currently assessing the effect of this new standard on its financial statements.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 3 Biological Assets

The following is a breakdown of biological assets:


	September 30, 2024	March 31, 2024
	$	$
Indoor cannabis production facilities	22,995	21,522
Plant propagation production facilities	17,757	21,252
Outdoor cannabis production facilities	460	—
	41,212	42,774

The changes in the carrying value of biological assets during the period are as follows:



			$
Balance, March 31, 2024			42,774
Production costs capitalized			51,664

Sale of biological assets			(30,617)

Foreign currency translation			15
Changes in fair value less cost to sell due to biological transformation			86,468
Transferred to inventory upon harvest			(109,092)
Balance, September 30, 2024			41,212

During the three and six months ended September 30, 2024, biological assets expensed to cost of sales of $8.0 million and $30.6 million, respectively, (three and six months ended September 30, 2023 – $6.0 million and $20.5 million, respectively) included $1.0 million and $4.9 million, respectively (three and six months ended September 30, 2023 – $2.7 million and $4.3 million, respectively) related to the changes in fair value of biological assets sold.

a) Indoor cannabis production facilities

The following table highlights the sensitivities and impact of changes in significant assumptions on the fair value of biological assets grown at indoor cannabis production facilities:


Significant inputs & assumptions	Range of inputs				Sensitivity	Impact on fair value
	September 30, 2024		March 31, 2024			September 30, 2024	March 31, 2024
Average selling price per gram	$5.74		$4.88		Increase or decrease of $1.00 per gram	$5,039	$5,490
Weighted average yield (grams per plant)	70.48		68.61		Increase or decrease by 5 grams per plant	$1,607	$1,538
Weighted average effective yield	100	%	100	%	Increase or decrease by 5%	$1,133	$1,057
Cost per gram to complete production	$1.20		$0.99		Increase or decrease of $1.00 per gram	$5,158	$5,619

As of September 30, 2024, the weighted average fair value less cost to complete and cost to sell a gram of dried cannabis produced at the Company’s indoor cannabis cultivation facilities was $4.39 per gram (March 31, 2024 – $3.76 per gram).

During the three and six months ended September 30, 2024, the Company’s indoor cannabis biological assets produced 11,364,308 and 23,108,385 kilograms, respectively, of dried cannabis (September 30, 2023 – 12,691,568 and 22,276,724 kilograms, respectively).

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

b) Plant propagation production facilities

The following table highlights the sensitivities and impact of changes in significant assumptions on the fair value of biological assets grown at plant propagation production facilities:


Significant inputs & assumptions	Range of inputs				Sensitivity	Impact on fair value
	September 30, 2024		March 31, 2024			September 30, 2024	March 31, 2024

Average selling price per floral/bedding plant	$10.06		$7.77		Increase or decrease by 10%	$1,513	$2,360
Average stage of completion in the production process	57	%	59	%	Increase or decrease by 10%	$1,204	$3,464

As of September 30, 2024, the weighted average fair value less cost to complete and cost to sell per propagation plant was $2.87 per plant (March 31, 2024 – $2.87).

Note 4 Inventory

The following is a breakdown of inventory:


	September 30, 2024			March 31, 2024
	Capitalized cost	Fair value adjustment	Carrying value	Capitalized cost	Fair value adjustment	Carrying value
	$	$	$	$	$	$
Harvested cannabis
Work-in-process	44,461	50,141	94,602	25,977	32,519	58,496
Finished goods	21,600	16,809	38,409	34,871	10,782	45,653
	66,061	66,950	133,011	60,848	43,301	104,149
Extracted cannabis
Work-in-process	10,316	3,394	13,710	8,674	4,428	13,102
Finished goods	7,266	557	7,823	8,749	590	9,339
	17,582	3,951	21,533	17,423	5,018	22,441






Supplies and consumables	14,443	—	14,443	14,987	—	14,987

Merchandise and accessories	1,999	—	1,999	2,025	—	2,025


Ending balance	100,085	70,901	170,986	95,283	48,319	143,602

During the three and six months ended September 30, 2024, inventory expensed to cost of sales was $70.0 million and $133.7 million, respectively, (three and six months ended September 30, 2023 – $57.2 million and $120.2 million, respectively), which included $35.0 million and $64.2 million, respectively (three and six months ended September 30, 2023 – $16.0 million and $31.8 million, respectively) related to the changes in fair value of inventory sold.

During the three and six months ended September 30, 2024, the Company recognized $15.0 million and $30.8 million, respectively, in inventory provisions (three and six months ended September 30, 2023 – $21.1 million and $39.5 million, respectively) consisting of cost of sales of $3.5 million and $5.6 million, respectively (three and six months ended September 30, 2023 – $11.1 million and $19.1 million, respectively) and changes in fair value of inventory sold of $11.5 million and $25.2 million, respectively (three and six months ended September 30, 2023 – $10.0 million and $20.4 million, respectively).

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 5 Property, Plant and Equipment

The following summarizes the carrying values of property, plant and equipment for the periods reflected:


	September 30, 2024				March 31, 2024
	Cost	Accumulated depreciation	Impairment	Net book value	Cost	Accumulated depreciation	Impairment	Net book value
Owned assets
Land	44,007	—	—	44,007	43,914	—	—	43,914
Buildings	240,460	(104,965)	—	135,495	242,052	(97,885)	(300)	143,867
Construction in progress	29,932	—	—	29,932	26,330	—	(645)	25,685
Computer software & equipment	31,483	(30,496)	—	987	31,333	(30,135)	—	1,198
Furniture & fixtures	7,463	(6,505)	—	958	7,900	(6,444)	—	1,456
Production & other equipment	146,905	(111,613)	(129)	35,163	154,042	(106,370)	(202)	47,470
Total owned assets	500,250	(253,579)	(129)	246,542	505,571	(240,834)	(1,147)	263,590

Right-of-use leased assets
Land	13,890	(1,729)	—	12,161	13,890	(1,601)	—	12,289
Buildings	38,126	(20,647)	—	17,479	37,252	(16,640)	(2,512)	18,100
Production & other equipment	5,372	(5,072)	—	300	5,290	(4,945)	—	345
Total right-of-use lease assets	57,388	(27,448)	—	29,940	56,432	(23,186)	(2,512)	30,734
Total property, plant and equipment	557,638	(281,027)	(129)	276,482	562,003	(264,020)	(3,659)	294,324

The following summarizes the changes in the net book values of property, plant and equipment for the periods presented:


	Balance, March 31, 2024	Additions	Disposals	Other (1)	Depreciation	Impairment	Foreign currency translation	Balance, September 30, 2024
Owned assets
Land	43,914	—	—	—	—	—	93	44,007
Buildings	143,867	465	—	(2,445)	(6,192)	—	(200)	135,495
Construction in progress	25,685	7,393	—	(3,163)	—	—	17	29,932
Computer software & equipment	1,198	141	—	(3)	(366)	—	17	987
Furniture & fixtures	1,456	33	(12)	(298)	(249)	—	28	958
Production & other equipment	47,470	603	(55)	(7,274)	(5,533)	(129)	81	35,163
Total owned assets	263,590	8,635	(67)	(13,183)	(12,340)	(129)	36	246,542

Right-of-use leased assets
Land	12,289	—	—	—	(128)	—	—	12,161
Buildings	18,100	5,991	(562)	(4,714)	(1,495)	—	159	17,479
Production & other equipment	345	115	—	(25)	(141)	—	6	300
Total right-of-use lease assets	30,734	6,106	(562)	(4,739)	(1,764)	—	165	29,940
Total property, plant and equipment	294,324	14,741	(629)	(17,922)	(14,104)	(129)	201	276,482

(1)Includes reclassification of construction in progress cost when associated projects are complete, transfers to assets held for sale, and remeasurement of right-of-use assets. (Note 6).

Depreciation relating to manufacturing equipment and production facilities for owned and right-of-use leased assets is capitalized to inventory and is expensed to cost of sales upon the sale of goods. During the three and six months ended September 30, 2024, the Company recognized $7.0 million and $14.1 million, respectively (three and six months ended September 30, 2023 – $8.9 million and $18.6 million, respectively) of depreciation expense of which $4.0 million and $8.4 million, respectively, (three and six months ended September 30, 2023 – $5.1 million and $10.6 million, respectively) was reflected in cost of sales.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 6 Assets and Liabilities Held for Sale and Discontinued Operations

(a) Assets and Liabilities Held for Sale

Assets held for sale are comprised of the following:


															Total









Balance, March 31, 2024															1,399


Additions															14,089
Impairment															(11,643)
Foreign exchange															34
Proceeds from disposal															(1,200)

Balance, September 30, 2024															2,679

In June 2024, the Company made a formal decision to exit from its operations in Uruguay that are operated through its wholly-owned subsidiary ICC Labs Inc. (“ICC”). Accordingly, ICC’s property, plant and equipment were reclassified to assets held for sale and its lease liability of $1.3 million was classified as liabilities held for sale.

On October 8, 2024, the Company entered into an Asset Sale Agreement for the sale of the majority of ICC’s property, plant and equipment in Uruguay. As at September 30, 2024, the Company is in advanced discussions to sell the remaining assets and liabilities held for sale by way of a share sale of ICC’s wholly owned operating subsidiary. As a result, the Company recognized an impairment loss of $11.6 million during the six months ended September 30, 2024 to record the assets held for sale at their fair value less costs to sell. ICC was previously included in the Cannabis operating segment. The impairment was recorded to net loss from discontinued operations on the interim consolidated statements of loss and comprehensive loss.

(b) Discontinued Operations

In connection with the closures of the Aurora Nordic facility, Reliva, the dissolution of its partnership in Growery B.V., and the decision to exit its ICC operations in Uruguay, the Company has reported these previously designated cash generating units as discontinued operations.

The following table summarizes the Company's condensed consolidated interim discontinued operations for the respective periods:


	Three months ended September 30,		Six months ended September 30,
	2024	2023	2024	2023
Revenue	129	419	328	875

Cost of sales	2,018	1,941	1,714	5,872

Changes in fair value of inventory and biological assets sold	—	5,269	—	5,632
Unrealized loss (gain) on changes in fair value of biological assets	—	(5,175)	—	(4,411)
Gross profit (loss)	(1,889)	(1,616)	(1,386)	(6,218)







Operating expenses	925	1,247	1,189	2,259






Other expenses (income)	183	(351)	118	(278)
Impairment of property, plant, and equipment	11,643	—	11,643	85
Loss on disposal of discontinued operations	—	—	—	2,411


Income taxes	—	54	—	5

	12,751	950	12,950	4,482
Net loss from discontinued operations	(14,640)	(2,566)	(14,336)	(10,700)

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 7 Intangible Assets and Goodwill

The following is a continuity schedule of intangible assets and goodwill:


	September 30, 2024		March 31, 2024
	Cost	Accumulated amortization	Net book value	Cost	Accumulated amortization	Impairment	Net book value
Definite life intangible assets:
Customer relationships	42,529	(37,490)	5,039	42,439	(37,349)	—	5,090
Permits and licenses	54,008	(53,971)	37	54,002	(43,305)	(10,652)	45
Patents	990	(793)	197	982	(793)	—	189
Intellectual property and know-how	52,590	(52,590)	—	52,590	(52,590)	—	—
Software	19,639	(18,102)	1,537	18,661	(16,408)	(1,504)	749
Indefinite life intangible assets:
Brand	7,500	—	7,500	28,200	—	(20,700)	7,500
Permits and licenses	27,788	—	27,788	27,277	—	—	27,277
Total intangible assets	205,044	(162,946)	42,098	224,151	(150,445)	(32,856)	40,850
Goodwill	43,180	—	43,180	43,180	—	—	43,180
Total	248,224	(162,946)	85,278	267,331	(150,445)	(32,856)	84,030

The following summarizes the changes in the net book value of intangible assets and goodwill for the periods presented:


	Balance, March 31, 2024	Additions	Other	Amortization	Foreign currency translation	Balance, September 30, 2024
Definite life intangible assets:
Customer relationships	5,090	—	90	(141)	—	5,039
Permits and licenses	45	—	35	(43)	—	37
Patents	189	6	—	—	2	197

Software	749	1,055	(90)	(177)	—	1,537
Indefinite life intangible assets:
Brand	7,500	—	—	—	—	7,500
Permits and licenses	27,277	—	(138)	—	649	27,788
Total intangible assets	40,850	1,061	(103)	(361)	651	42,098
Goodwill	43,180	—	—	—	—	43,180
Total	84,030	1,061	(103)	(361)	651	85,278

Goodwill arising from business combinations were allocated to the Cannabis segment and Plant Propagation segment for $24.5 million and $18.7 million, respectively (March 31, 2024 – $24.5 million and $18.7 million, respectively).

On February 7, 2024, a wholly owned subsidiary of the Company acquired the remaining 90.43% interest in Indica Industries Pty Ltd (“MedReleaf Australia” or “MRA”) an Australian domiciled company, for total purchase price consideration of approximately $44.7 million (AUS$51.0 million), comprised of cash consideration of approximately $8.2 million (AUS$9.5 million) and issuance of Common Shares of 6,948,994 with a fair value of $36.5 million (AUS$41.6 million). As at March 31, 2024 the initial purchase price was provisionally allocated based on the Company’s estimated fair value of the identifiable assets acquired and the liabilities assumed on the acquisition date. As at September 30, 2024, the purchase price allocation has been finalized with no material adjustments.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 8 Loans and Borrowings

On August 25, 2022, through the acquisition of a controlling interest of 50.1% in Bevo, the Company acquired the loans under Bevo’s credit facility (the “Credit Agreement”). The Credit Agreement includes two term loans (“Term Facility 1” and “Term Facility 2”) for a total of $52.6 million and a revolver of $18.0 million.

The changes in the carrying value of current and non-current credit facilities are as follows:


			Credit facilities
			$










Balance, March 31, 2024			57,259

Drawings			6,346


Interest accretion			13

Principal repayments			(6,108)
Balance, September 30, 2024			57,510
Current portion			(53,689)
Long-term portion			3,821

Term Facility 1

Term Facility 1 represents the three tranches of advances which are now consolidated and have been fully drawn upon. The Company makes quarterly principal payments of $0.5 million. Any remaining principal balance will be due at maturity on January 21, 2025. As at September 30, 2024, the total amount drawn from Term Facility 1 was $34.5 million (March 31, 2024 – $35.5 million) with a borrowing rate of 7.7%. The Company is currently in discussions with the lender to enter into an amendment for the Term Facility 1 to extend the maturity date.

Term Facility 2

On October 20, 2023, the Company entered into an amendment to the Credit Agreement to include an additional term loan (“Term Facility 2”) with multiple advances for up to $16.0 million and a maturity date of October 20, 2026, specifically to fund capital expansion. The Company makes quarterly principal payments based on the amount withdrawn. As at September 30, 2024, the total amount drawn from Term Facility 2 was $4.0 million (March 31, 2024 – $2.8 million) with a borrowing rate of 7.6%.

Revolver

The revolver provides available aggregate borrowings of up to $18.0 million. Interest payments are based on prime plus a margin that ranges between 0.25% and 1.75%. As at September 30, 2024, the total amount drawn from the revolver was $16.5 million (March 31, 2024 – $16.8 million), with a borrowing rate of 7.7%.

Creditor Agreement

On March 18, 2024, the Company entered into an unsecured Pari Passu Creditor Agreement (“Creditor Agreement”) with Bevo, in which participating shareholders of Bevo provided funds pursuant to the Creditor Agreement. The Creditor Agreement was for a total loan of $5.0 million and bears interest at a rate of 14.0% per annum. The principal and accrued interest are due on May 31, 2025. The Company advanced funds of $2.5 million, which are eliminated upon consolidation.

During the three and six months ended September 30, 2024, total interest expense for loans and borrowings of $1.3 million and $2.6 million, respectively (three and six months ended September 30, 2023 – $0.8 million and $1.6 million, respectively) was recognized as finance and other costs in the condensed consolidated interim statements of loss and comprehensive loss. Accrued interest of $0.2 million (March 31, 2024 - nil) is recorded in accounts payable and accrued liabilities on the condensed consolidated interim statements of financial position.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 9 Lease Liabilities

The changes in the carrying value of current and non-current lease liabilities are as follows:














Balance, March 31, 2024						47,532
Lease additions						6,106

Lease payments						(4,187)
Transfer to liabilities held for sale (Note 6(a))						(1,326)
Lease modifications						(6,418)
Foreign exchange						158
Interest accretion						1,595

Balance, September 30, 2024						43,460
Current portion						(5,063)
Long-term portion						38,397

Note 10 Share Capital

(a) Authorized

The authorized share capital of the Company is comprised of the following:

i.Unlimited number of common voting shares without par value.

ii.Unlimited number of Class “A” Shares each with a par value of $1.00.

iii.Unlimited number of Class “B” Shares each with a par value of $5.00.

(b) Shares Issued and Outstanding

At September 30, 2024, 54,862,958 Common Shares (March 31, 2024 – 54,545,797) were issued and outstanding. As at September 30, 2024, no Class “A” Shares and no Class “B” Shares were issued and outstanding.

A summary of warrants outstanding is as follows:


	Warrants	Weighted Average Exercise Price
	#	$



Balance, March 31, 2024	7,074,348	44.34


Expired	(8,321)	487.95
Balance, September 30, 2024	7,066,027	43.74

The following summarizes the warrant derivative liabilities:


		U.S.$ equivalent
	June 2022 Offering	June 2022 Offering
	$	$
Balance, March 31, 2024	476	353


Unrealized gain on derivative liability	(1)	—
Balance, September 30, 2024	475	353

The following table summarizes the warrants that remain outstanding as at September 30, 2024:


Exercise Price ($)	Expiry Date	Warrants (#)
$43.25	June 1, 2025	7,040,875
$111.06 - $418.80	October 21, 2024 - November 30, 2025	25,152
		7,066,027

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 11 Share-Based Compensation

At the Company’s Annual General and Special Meeting held on November 13, 2017 (“2017 AGM”), shareholders approved the adoption of the Option Plan, the Restricted Share Unit Plan (the “RSU Plan”), the Deferred Share Unit Plan (the “DSU Plan”) and the Performance Share Unit Plan (the “PSU Plan”), together the “Share-based Compensation Plans”, which were subsequently amended and approved by shareholders at the Company’s Annual General and Special Meeting held on August 9, 2024 (“2024 AGM”). The amendments include reducing the Share-based Compensation Plans from 10.0% “rolling” plan to 9.5% “rolling” plan, and therefore, the number of Common Shares issuable under all Share based Compensation Plans cannot exceed 9.5% of the total number of issued and outstanding Common Shares and a rolling limit for all full value award plans of the Company of 5.0%, which includes RSU, PSU and DSU plans.

(a) Stock Options

The Option Plan amendments provides the right for directors, officers, employees and consultants to purchase shares at a specified price (exercise price) in the future. The stock options have a service requirement of three years and are amortized on an accelerated basis over that period and expire after five years.

A summary of stock options outstanding is as follows:


	Stock options (#)	Weighted average exercise price ($)





Balance, March 31, 2024	1,186,824	104.90
Granted	749,161	7.60
Exercised	(27,465)	7.60
Expired	(33,704)	696.96
Forfeited	(20,284)	13.12
Balance, September 30, 2024	1,854,532	60.56

The following table summarizes the stock options that are outstanding as at September 30, 2024:


Exercise Price ($)	Expiry Date	Weighted average remaining life	Options outstanding (#)	Options exercisable (#)
7.59 - 23.80	May 31, 2027 - September 19, 2029	4.05	1,642,837	395,838
48.60 - 272.40	January 10, 2025 - February 28, 2027	1.59	147,848	147,848
565.20 - 667.20	October 3, 2024 - November 13, 2024	0.10	63,847	63,847

			1,854,532	607,533

During the three and six months ended September 30, 2024, stock option expense of $0.8 million and $1.6 million, respectively (three and six months ended September 30, 2023 – $1.0 million and $1.5 million, respectively) was recognized in share-based compensation on the condensed consolidated interim statement of loss and comprehensive loss.

Stock options granted during the respective periods highlighted below were fair valued based on the following weighted average assumptions:


	Three months ended September 30,				Six months ended September 30,
	2024			2023		2024			2023
Risk-free annual interest rate (1)	2.84		%	n/a		3.70		%	4.34		%
Expected annual dividend yield	—		%	n/a		—		%	—		%
Expected stock price volatility (2)	97.23		%	n/a		81.19		%	85.06		%
Expected life of options (years) (3)	2.88			n/a		2.97			2.67
Forfeiture rate	10.50		%	n/a		11.20		%	19.63		%
Weighted Average Value	$	4.80		n/a		$	4.12		$	4.10

(1)The risk-free rate is based on Canada government bonds with a remaining term equal to the expected life of the options.

(2)Volatility was estimated by using the average historical volatilities of the Company and certain companies in the same industry.

(3)The expected life in years represents the period of time that options granted are expected to be outstanding.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

(b) Restricted Share Units (“RSU”)

The RSU Plan was designed to provide certain executive officers and other key employees of the Company and its subsidiaries with the opportunity to acquire RSUs of the Company in order to enable them to participate in the long-term success of the Company and to promote a greater alignment of their interests with the interests of the shareholders. Under the terms of the RSU Plan, officers, employees and consultants of the Company may be granted RSUs that are released as Common Shares upon completion of the vesting period. Each RSU gives the participant the right to receive one common share of the Company. The RSUs have a service requirement of three years and are amortized on an accelerated basis over that period and expire after three years.

A summary of the RSUs outstanding are as follows:


			RSUs
			#





Balance, March 31, 2024			797,689
Granted			378,369
Vested			(310,996)
Forfeited			(31,938)

Balance, September 30, 2024			833,124

During the three and six months ended September 30, 2024, RSU expense of $1.5 million and $2.7 million, respectively (three and six months ended September 30, 2023 – $2.1 million and $3.4 million, respectively) was recognized in share-based compensation on the condensed consolidated interim statements of loss and comprehensive loss.

Under the terms of the Company’s 2024 DSU Plan, non-employee directors of the Company may be granted DSUs. Each non-employee director is entitled to redeem their DSUs for period of 90 days following their termination date, being the date of their retirement from the Board. The DSUs can be redeemed, at the Company’s sole discretion, for (i) cash; (ii) Common Shares issued from treasury; (iii) common shares purchased in the open market; or (iv) any combination of the foregoing. DSUs vest immediately upon grant and have no expiry date.


			DSUs
			#





Balance, March 31, 2024			277,206
Issued			72,695



Balance, September 30, 2024			349,901

During the three and six months ended September 30, 2024, the Company recognized a total DSU expense of $0.7 million and $1.1 million, respectively (three and six months ended September 30, 2023 – $0.4 million and $0.7 million, respectively) in share-based compensation on the condensed consolidated interim statements of loss and comprehensive loss.

(d) Performance Share Units (“PSUs”)

Under the terms of the Company’s 2024 PSU Plan, officers, employees and consultants of the Company may be granted PSUs that are released as Common Shares or are paid in cash to the participant equal to the market price of common shares on the entitlement date multiplied by the number of performance share units being settled. In each case upon the 3-year cliff vesting date the performance shares units are subject to performance conditions multiplied by the achieved performance ratio. If the performance criteria are not met at the time of vesting the PSU will be deemed as expired. The PSUs have a three years cliff vesting structure and are amortized on a straight line basis over the three year period and expire after three years.

A summary of the PSUs outstanding is as follows:


			PSUs
			#





Balance, March 31, 2024			700,880
Granted(1)			606,115

Cancelled			(25,450)
Expired			(3,309)
Balance, September 30, 2024			1,278,236

(1)Includes PSUs issued under cash settlement plan Note 11(e).

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

During the three and six months ended September 30, 2024, the Company recognized a total PSU expense of $1.4 million and $2.1 million, respectively (three and six months ended September 30, 2023 – $1.0 million and $1.2 million, respectively) in share-based compensation on the condensed consolidated interim statements of loss and comprehensive loss.

PSUs granted during the respective periods highlighted below were fair valued based on the following weighted average assumptions:


	Three months ended September 30,			Six months ended September 30,
	2024		2023	2024		2023
Risk-free annual interest rate (1)	3.54	%	n/a	3.75	%	4.76	%
Dividend yield	—	%	n/a	—	%	—	%
Expected stock price volatility (2)	98.23	%	n/a	96.20	%	90.65	%
Expected stock price volatility of peer group (2)	80.18	%	n/a	89.27	%	91.51	%
Expected life of options (years) (3)	3		n/a	3		3
Forfeiture rate	3.63	%	n/a	15.14	%	12.45	%
Equity correlation against peer group (4)	39.90	%	n/a	38.73	%	39.14	%

(1)The risk-free rate is based on Canada government bonds with a remaining term equal to the expected life of the PSUs.

(2)Volatility was estimated by using the 20-day VWAP historical volatility of Aurora and the peer group of companies.

(3)The expected life in years represents the period of time that the PSUs granted are expected to be outstanding.

(4)The equity correlation is estimated by using 1-year historical equity correlations for the Company and the peer group of companies.

The weighted average fair value of PSUs granted during the three and six months ended September 30, 2024 was $10.77 and $10.92 per unit, respectively (three and six months ended September 30, 2023 – $11.14 per unit and $11.14 per unit).

(e) Cash Settled DSUs and PSUs

During the three and six months ended September 30, 2024, the Company issued DSU’s and PSU’s which will be settled in cash, pursuant to the Performance Share Unit and Restricted Share Unit Long-Term Cash Settled Plan and Non-Employee Directors Deferred Share Unit Cash Plan, respectively. The DSUs and PSUs issued under these plans are included in the continuities above.

The DSUs subject to cash settlement are classified as a derivative liability in the condensed consolidated interim statement of financial position and are initially measured at fair value. DSUs are issued in recognition of past service for Directors and are expensed immediately at fair value to share-based compensation expense in the condensed consolidated interim statements of loss and comprehensive loss. The DSUs are remeasured each reporting period with the difference recorded to share-based compensation expense. Upon settlement, the DSU’s are remeasured and the derivative liability is extinguished at the remeasured amount. As at September 30, 2024, the related derivative liability was $2.3 million (March 31, 2024 - $1.2 million).

The PSUs subject to cash settlement are classified as a derivative liability in the condensed consolidated interim statement of financial position. They are initially measured at fair value using a Monte Carlo simulation model. The PSUs have a service requirement of three years and are amortized ratably over that period. The PSUs are remeasured at fair value each reporting period with the change in value reflected in share-based compensation expense. As at September 30, 2024, the related derivative liability was $1.9 million (March 31, 2024 - $0.6 million).

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 12 Income (Loss) Per Share

The following is a reconciliation of basic loss per share:


	Three months ended September 30,		Six months ended September 30,
	2024	2023	2024	2023
Net income (loss) from continuing operations attributable to Aurora shareholders	$2,599	$2,043	$8,815	($16,721)
Net loss from discontinued operations attributable to Aurora shareholders	($14,640)	($2,566)	($14,336)	($10,700)
Net loss attributable to Aurora shareholders	($12,041)	($523)	($5,521)	($27,421)

Weighted average number of Common Shares outstanding	54,682,990	38,397,066	54,617,817	36,876,464

Basic and diluted earnings (loss) per share, continuing operations	$0.05	$0.05	$0.16	($0.45)
Basic loss per share, discontinued operations	($0.27)	($0.07)	($0.26)	($0.29)
Basic loss per share	($0.22)	($0.01)	($0.10)	($0.74)

The following is a reconciliation of diluted earnings per share:


	Three months ended September 30,		Six months ended September 30,
	2024	2023	2024	2023(1)
Net income (loss) from continuing operations attributable to Aurora shareholders	$2,599	$2,043	$8,815	($16,721)



Weighted average number of Common Shares outstanding	54,682,990	38,397,066	54,617,817	36,876,464

Dilutive shares outstanding
Stock options	84,275	18,912	94,447	—
RSUs	1,052,474	943,998	999,113	—
DSUs	71,398	336,545	71,398	—
PSUs	427,971	104,049	375,092	—

	1,636,118	1,403,504	1,540,050	—

Weighted average dilutive Common Shares	56,319,108	39,800,570	56,157,867	36,876,464

Diluted earnings per share, continuing operations(2)	$0.05	$0.05	$0.16	($0.45)

(1)Diluted earnings per share is not applicable when the impact will decrease loss per share or increase earnings per share.

(2)Diluted earnings per share is not applicable on discontinued operations.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 13 Supplemental Cash Flow Information

The changes in non-cash working capital are as follows:


	Three months ended September 30,		Six months ended September 30,
	2024	2023	2024	2023
			$	$
Accounts receivable	(8,736)	(7,265)	9,086	977
Biological assets	(16,477)	(12,389)	(20,928)	(16,726)
Inventory	9,369	14,976	14,746	30,820
Prepaid and other current assets	(1,859)	2,130	(1,903)	477
Accounts payable and accrued liabilities	(12,225)	(11,386)	(21,094)	(26,211)
Income taxes payable	363	(285)	857	—
Deferred revenue	167	(562)	332	(367)

Provisions	(190)	—	(2)	—

Other current liabilities	—	—	—	63
Changes in non-cash working capital	(29,588)	(14,781)	(18,906)	(10,967)

Additional supplementary cash flow information is as follows:


	Three months ended September 30,		Six months ended September 30,
	2024	2023	2024	2023
			$	$
Property, plant and equipment in accounts payable	(682)	221	(682)	(1,839)
Right-of-use asset additions	58	—	6,106	(859)
Capitalized borrowing costs	—	—	—	7,110
Amortization of prepaids	3,145	3,769	6,184	8,753
Interest paid	514	4,506	1,701	6,922
Interest received	(1,767)	(661)	(4,268)	(1,524)
Income taxes paid	928	—	928	—

Included in restricted cash as of September 30, 2024 is $3.4 million (March 31, 2024 – $3.4 million) attributed to collateral held for letters of credit and corporate credit cards, $0.8 million (March 31, 2024 – $0.8 million) related to the MedReleaf Australia acquisition, $22.6 million (March 31, 2024 – $22.7 million) for self-insurance, $0.1 million (March 31, 2024 – $0.1 million) attributed to international subsidiaries, and $39.7 million (March 31, 2024 – $38.8 million) of funds reserved for the segregated cell program for insurance coverage.

Note 14 Commitments and Contingencies

(a)Claims and Litigation

From time to time, the Company and/or its subsidiaries may become defendants in legal actions and the Company intends to take appropriate action with respect to any such legal actions, including by defending itself against such legal claims as necessary. Other than the claims described below, as of the date of this report, Aurora is not aware of any other material or significant claims against the Company.

On November 21, 2019, a purported class action proceeding was commenced in the United States District Court for the District of New Jersey against the Company and certain of its current and former directors and officers on behalf of persons or entities who purchased, or otherwise acquired, publicly traded Aurora securities between October 23, 2018 and February 6, 2020. The parties have received preliminary approval of a $8 million settlement, which will be covered by insurance.

On June 16, 2020, the Company and its subsidiary, ACE, were named in a purported class action proceeding in the Province of Alberta in relation to the alleged mislabeling of cannabis products with inaccurate THC/CBD content. The class action involved a number of other parties including Aleafia Health Inc., Hexo Corp, Tilray Canada Ltd., among others. The plaintiffs have filed a Discontinuance of Claim for this matter, as such, this claim is no longer active.

On June 15, 2020, a claim was filed with the King's Bench of Alberta by a party to a former term sheet against Aurora and a former officer alleging a claim of breach of obligations under said term sheet, with the plaintiff seeking $18.0 million in damages. While this matter is ongoing, the Company believes the action to be without merit and intends to defend the claim.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

suffered losses as a result of Aurora releasing statements containing misrepresentations during the period of September 11, 2019 and December 21, 2019. Plaintiff and Defendant have each prepared factums for a leave application. Prior to the hearing, Defendants filed a request for adjournment and leave to amend their pleadings. The amended Statement of Claim was filed on March 8, 2024. The Company has filed a motion to strike the amendment. The Company’s motion to strike will be heard the week of November 18, 2024. The Company disputes the allegations and intends to vigorously defend against the claims. Estimating an amount or range of possible losses resulting from litigation proceedings is inherently difficult, particularly where the matters involve indeterminate claims for monetary damages and are in the stages of the proceedings where key factual and legal issues have not been resolved. For these reasons, the Company is currently unable to predict the ultimate timing or outcome of or reasonably estimate the possible losses or a range of possible losses resulting from the matter described above.

On January 4, 2021, a civil claim was filed with the King’s Bench of Alberta against Aurora and Hempco by a former landlord regarding unpaid rent in the amount of $8.9 million, representing approximately $0.4 million for rent in arrears and costs, plus $8.5 million for loss of rent and remainder of the term. The Company filed a statement of defence on March 24, 2021. Plaintiffs brought an Application seeking summary judgment as against the Company and the Company has filed Affidavit evidence in response. Cross-examinations for the Company’s affiants and for Plaintiff’s affiant have been completed. While this matter is ongoing, the Company intends to continue to defend against the claims.

On November 15, 2022, the Company, its subsidiary ACE, and MedReleaf Corp. (which amalgamated with ACE in July 2020) were named in a purported class action proceeding in the Ontario Superior Court of Justice. The purported class action claims that the Company failed to warn of certain risks purported to be associated with the consumption of cannabis. While this matter is ongoing, the Company intends to continue to defend against the claims.

The Company is subject to litigation and similar claims in the ordinary course of our business, including claims related to employment, human resources, product liability and commercial disputes. The Company has received notice of, or are aware of, certain possible claims against us where the magnitude of such claims is negligible, or it is not currently possible for us to predict the outcome of such claims, possible claims or lawsuits due to various factors including: the preliminary nature of some claims; an incomplete factual record; and the unpredictable nature of opposing parties and their demands. Management is of the opinion, based upon legal assessments and information presently available, that it is unlikely that any of these claims would result in liability to the Company, to the extent not provided for through insurance or otherwise, would have a material effect on the consolidated financial statements, other than the claims described above.

In respect of the aforementioned claims, as at September 30, 2024 the Company has recognized total provisions of nil (March 31, 2024 – $2.3 million) in provisions on the condensed consolidated interim statements of financial position.

(b)Commitments

The Company has various lease commitments related to various office space, production equipment, vehicles, facilities and warehouses expiring up to June 2033. The Company has certain leases with optional renewal terms that the Company may exercise at its option.

In addition to lease liability commitments disclosed in Note 18(b) and loans and borrowing repayments in Note 8, the Company has $2.9 million in future capital commitments and purchase commitments payments, which are due over the next 12 months.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 15 Revenue

The Company generates revenue from the transfer of goods at a point-in-time from the revenue streams below. Net revenue from sale of goods is reflected net of actual returns and estimated variable consideration for future returns and price adjustments of $0.1 million for the three and six months ended September 30, 2024 (three and six months ended September 30, 2023 – nil and $0.7 million, respectively). The estimated variable consideration is based on historical experience and management’s expectation of future returns and price adjustments. As of September 30, 2024, the net return liability for the estimated variable consideration was $0.4 million (March 31, 2024 – $1.2 million) and is included in deferred revenue on the condensed consolidated interim statements of financial position.


Three months ended September 30, 2024	Medical	Consumer	Wholesale bulk cannabis	Total cannabis	Plant propagation	Total
	$	$	$	$	$	$
Canada	26,269	10,422	750	37,441	3,043	40,484
Australia	15,082	—	—	15,082	—	15,082
Europe	19,965	—	—	19,965	—	19,965
U.S.	—	—	—	—	5,591	5,591

Total net revenue	61,316	10,422	750	72,488	8,634	81,122

Three months ended September 30, 2023	Medical	Consumer	Wholesale bulk cannabis	Total cannabis	Plant propagation	Total
	$	$	$	$	$	$
Canada	25,382	11,959	489	37,830	2,663	40,493
Australia	8,439	—	—	8,439	—	8,439
Europe	9,696	—	—	9,696	—	9,696
U.S.	—	—	—	—	4,491	4,491

Total net revenue	43,517	11,959	489	55,965	7,154	63,119


Six months ended September 30, 2024	Medical	Consumer	Wholesale bulk cannabis	Total cannabis	Plant propagation	Total
	$	$	$	$	$	$
Canada	53,386	21,955	2,370	77,711	5,658	83,369
Australia	24,431	—	—	24,431	—	24,431
Europe	30,700	—	—	30,700	—	30,700
U.S.	—	—	—	—	26,057	26,057

Total net revenue	108,517	21,955	2,370	132,842	31,715	164,557

Six months ended September 30, 2023	Medical	Consumer	Wholesale bulk cannabis	Total cannabis	Plant propagation	Total
	$	$	$	$	$	$
Canada	50,822	25,102	860	76,784	4,509	81,293
Australia	13,915	—	—	13,915	—	13,915
Europe	20,094	—	—	20,094	—	20,094
U.S.	—	—	—	—	22,549	22,549

Total net revenue	84,831	25,102	860	110,793	27,058	137,851

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 16 Segmented Information


Operating Segments	Cannabis	Plant propagation	Corporate (1)	Total
	$	$	$	$
Three months ended September 30, 2024
Net revenue	72,488	8,634	—	81,122
Gross profit before fair value adjustments	39,041	944	(792)	39,193

Selling, general, and administrative expense	30,624	715	4,418	35,757
Net income (loss) before taxes from continuing operations	8,200	(864)	(6,733)	603

Three months ended September 30, 2023
Net revenue	55,965	7,154	—	63,119
Gross profit before fair value adjustments	18,329	255	—	18,584

Selling, general, and administrative expense	31,079	713	3,346	35,138
Net income (loss) before taxes from continuing operations	10,084	(815)	(8,702)	567

Operating Segments	Cannabis	Plant propagation	Corporate (1)	Total

Six months ended September 30, 2024
Net revenue	132,842	31,715	—	164,557
Gross profit before fair value adjustments	66,373	4,461	(1,516)	69,318

Selling, general, and administrative expense	63,513	1,625	7,167	72,305
Net income (loss) before taxes from continuing operations	21,215	(3,453)	(9,458)	8,304

Six months ended September 30, 2023
Net revenue	110,793	27,058	—	137,851
Gross profit before fair value adjustments	31,975	1,208	—	33,183

Selling, general, and administrative expense	61,473	1,151	6,533	69,157
Net income (loss) before taxes from continuing operations	6,601	(1,198)	(24,937)	(19,534)

(1)Net loss under the Corporate allocation includes fair value gains and losses from investments in marketable securities, derivatives and investment in associates. Corporate and administrative expenditures such as regulatory fees, share-based compensation and financing expenditures relating to debt issuances are also included under Corporate.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)


Geographical Segments	Canada	EU	Australia	Other	Total
	$	$	$	$	$
Non-current assets other than financial instruments
September 30, 2024	302,743	29,849	39,350	(52)	371,890
March 31, 2024	308,816	29,368	38,197	14,001	390,382

Three months ended September 30, 2024
Net revenue	46,204	19,964	14,954	—	81,122
Gross profit before fair value adjustments	15,168	15,018	9,007	—	39,193

Three months ended September 30, 2023
Net revenue	53,422	9,697	—	—	63,119
Gross profit before fair value adjustments	12,585	5,999	—	—	18,584

Six months ended September 30, 2024
Net revenue	109,327	30,700	24,530	—	164,557
Gross profit before fair value adjustments	30,380	22,184	16,754	—	69,318

Six months ended September 30, 2023
Net revenue	117,691	20,084	—	76	137,851
Gross profit (loss) before fair value adjustments	22,519	11,759	—	(1,095)	33,183

During the three and six months ended September 30, 2024, no customer contributed 10 per cent or more to the Company’s net revenue. During the three and six months ended September 30, 2023 are net revenues of approximately $6.7 million from one customer.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Note 17 Fair Value of Financial Instruments

The carrying values of the financial instruments at September 30, 2024 are summarized in the following table:


	Amortized cost	FVTPL	Total
	$	$	$
Financial Assets
Cash and cash equivalents	84,921	—	84,921
Restricted cash	66,678	—	66,678
Accounts receivable, excluding sales taxes and lease receivable	36,487	—	36,487



Lease receivable	6,259	—	6,259
Financial Liabilities
Accounts payable and accrued liabilities	39,032	—	39,032


Lease liabilities	43,460	—	43,460
Derivative liabilities	—	4,927	4,927
Loans and borrowings	57,510	—	57,510

Financial assets and financial liabilities measured at amortized cost reflect their approximate fair values.

The following is a summary of financial instruments measured at fair value segregated based on the various levels of inputs:


	Notes	Level 1	Level 2	Level 3	Total
		$	$	$	$
As at September 30, 2024



Other long term liability		530	—	53,517	54,047
Derivative liabilities	10(c), 11(e)	3,053	1,874	—	4,927

As at March 31, 2024
Marketable securities	—	4,036	—	—	4,036
Derivative asset		—	760	—	760

Other long term liability		591	—	45,519	46,110
Derivative liabilities	10(c), 11(e)	1,698	611	—	2,309

Other long term liability includes the put option arising from the acquisition of Bevo. The put option is valued using a Monte Carlo simulation. The determination relies on forecasted information, of which the significant assumptions used within the model are revenue, cost of sales and operating expenses. As at September 30, 2024, the present value of the amount payable on exercise of the put option was $53.5 million which is recorded in other long term liability in the condensed consolidated interim statement of financial position. The change during the six months ended September 30, 2024 of $8.0 million is recorded in deficit in the condensed consolidated interim statements of changes in equity.

Note 18 Financial Instruments Risk

The Company is exposed to a variety of financial instrument related risks. The Board mitigates these risks by assessing, monitoring and approving the Company’s risk management processes.

(a)Credit risk

Credit risk is the risk of a potential loss to the Company if a customer or third party to a financial instrument fails to meet its contractual obligations. The Company is moderately exposed to credit risk from its cash and cash equivalents, restricted cash, accounts receivable and lease receivable. The risk exposure is limited to their carrying amounts reflected on the condensed consolidated interim statements of financial position. The risk for cash and cash equivalents is mitigated by holding these instruments with highly rated Canadian financial institutions. Certain restricted funds in the amount of $39.7 million are retained by an insurer under the Segregated Accounts Companies Act governed by the Bermuda Monetary Authority. As the Company does not invest in asset-backed deposits or investments, it does not expect any credit losses. The Company periodically assesses the quality of its investments and is satisfied with the credit rating of the financial institutions and the investment grade of its Guaranteed Investment Certificates (“GICs”).

The Company provides credit to certain customers in the normal course of business and has established credit evaluation and monitoring processes to mitigate credit risk. Credit risk is generally minimal for receivables from government bodies, which generally have low default risk. Credit risk for non-government customers is assessed on a case-by-case basis and a provision is recorded where required. As of September 30, 2024, $25.0 million of accounts receivable, net of allowances, are from non-government wholesale customers (March 31, 2024 – $22.8 million).

As at September 30, 2024, three customers made up 10% or more of trade accounts receivable (March 31, 2024 – two customers).

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

As at September 30, 2024, the provision for estimated credit losses is $1.3 million (March 31, 2024 – $1.3 million). During the three and six months ended September 30, 2024, the Company wrote off nil and nil, respectively (three and six months ended September 30, 2023 – $0.5 million and $3.2 million, respectively) and recognized an expense for the three and six months ended of $0.2 million and nil, respectively (three and six months ended September 30, 2023 – expense of $0.2 million and $0.4 million, respectively) recorded in the condensed consolidated interim statements of loss and comprehensive loss.

The Company’s aging of trade receivables, net was as follows:


	September 30, 2024	March 31, 2024
	$	$
0 – 60 days	27,385	33,239
61+ days	7,541	7,303
	34,926	40,542

(b) Liquidity risk

The composition of the Company’s accounts payable and accrued liabilities was as follows:


	September 30, 2024	March 31, 2024
	$	$
Trade payables	8,735	20,325
Accrued liabilities	16,391	20,097
Payroll liabilities	11,646	15,496
Excise tax payable	2,249	2,500

Other payables	11	145
	39,032	58,563

In addition to the commitments outlined in Note 14, the Company has the following undiscounted contractual obligations as at September 30, 2024, which are expected to be payable in the following respective periods:


	Total	≤1 year	Over 1 year - 3 years	Over 3 years - 5 years	> 5 years
	$	$	$	$	$
Accounts payable and accrued liabilities	39,032	39,032	—	—	—
Lease liabilities (1)	89,394	8,282	22,014	10,804	48,294
Loans and borrowings	57,563	53,737	3,826	—	—
Capital commitments(2)	2,858	2,858	—	—	—
	188,847	103,909	25,840	10,804	48,294

(1)Includes interest payable until maturity date.

(2)Relates to remaining commitments that the Company has made to vendors for equipment purchases and capital projects pertaining to existing construction.

Liquidity risk is the risk that the Company will not be able to meet its financial obligations associated with its financial liabilities when they are due. The Company manages liquidity risk through the management of its capital structure and resources to ensure that it has sufficient liquidity to settle obligations and liabilities when they are due. Our ability to fund our operating requirements depends on future operating performance and cash flows, which are subject to economic, financial, competitive, business and regulatory conditions, and other factors, some of which are beyond our control. Our primary short-term liquidity needs are to fund our net operating losses, capital expenditures to maintain existing facilities, short and long-term loans and borrowings and lease payments. Our medium-term liquidity needs primarily relate to lease payments and our long-term liquidity needs primarily relate to potential strategic plans.

As of September 30, 2024, the Company has access to the following capital resources available to fund operations and obligations:

•$84.9 million cash and cash equivalents; and

•access to the 2023 Shelf Prospectus (as defined below). The Company currently has access to securities registered for sale under the 2023 Shelf Prospectus currently covering U.S.$650.0 million of issuable securities. Of the U.S.$650.0 million of securities registered under the 2023 Shelf Prospectus and corresponding registration statement on form F-10 filed with the U.S. Securities and Exchange Commission in the U.S., approximately U.S.$225.3 million is allocated to the potential exercise of currently outstanding warrants issued in financing transactions from 2022. Following the closing of the bought deal offering on October 3, 2023 and the expiration of warrants during the year approximately U.S.$396.4 million is available for potential new issuances of Common Shares, warrants, options, subscription receipts, debt securities or any combination thereof during the 25-month period that the 2023 Shelf Prospectus remains effective. Volatility in the cannabis industry, stock market and the Company’s share price may impact the amount and our ability to raise financing under the 2023 Shelf Prospectus.

AURORA CANNABIS INC.

Notes to the Condensed Consolidated Interim Financial Statements

Three and six months ended September 30, 2024 and 2023

(Amounts reflected in thousands of Canadian dollars, except share and per share amounts)

Based on all of the aforementioned factors, the Company believes that its reduction of operating costs, current liquidity position, and access to the 2023 Shelf Prospectus are adequate to fund operating activities and cash commitments for investing, financing and strategic activities for the foreseeable future. In addition, the Company could access restricted cash of $62.3 million relating to its self-insurance policy, if necessary.

AURORA CANNABIS INC.

Management’s Discussion & Analysis

For the three and six months ended September 30, 2024 and 2023

(in Canadian Dollars)

Management’s Discussion & Analysis

Table of Contents


Business Overview			3
Condensed Statement of Comprehensive Loss			5
Key Quarterly Financial Results			6


Key Developments During and Subsequent to Three Months Ended September 30, 2024			6
Financial Review			7
Liquidity and Capital Resources			14
Related Party Transactions			17
Critical Accounting Estimates			17
Change in Accounting Policies			18

Recent Accounting Pronouncements			18

Financial Instruments Risk			18
Summary of Outstanding Share Data			19
Historical Quarterly Results			19
Risk Factors			20
Disclosure Controls and Procedures and Internal Controls Over Financial Reporting			21
Cautionary Statement Regarding Forward-Looking Statements			22
Cautionary Statement Regarding Certain Non-GAAP Performance Measures			23


2 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Interim Management’s Discussion and Analysis of Financial Condition and Results of Operations for the three and six months ended September 30, 2024

The following Interim Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) of Aurora Cannabis Inc. (“Aurora” or the “Company”) for the three and six months ended September 30, 2024 should be read in conjunction with both the Company’s annual audited consolidated financial statements as at and for the year ended March 31, 2024 (the “Annual Financial Statements”), and the condensed consolidated interim financial statements as at and for the three and six months ended September 30, 2024 and the accompanying notes there to (the “Financial Statements”), which have been prepared in accordance with International Accounting Standards 34 – Interim Financial Reporting (“IAS 34”) of International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. The MD&A has been prepared as of November 5, 2024 pursuant to the disclosure requirements under National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”) of the Canadian Securities Administrators (“CSA”). Under the United States (“U.S.”) / Canada Multijurisdictional Disclosure System, we are permitted to prepare the MD&A in accordance with Canadian disclosure requirements which may differ from U.S. disclosure requirements.

All dollar amounts are expressed in thousands of Canadian dollars, except for share and per share amounts, and where otherwise indicated.

This MD&A contains forward-looking information within the meaning of applicable securities laws, and the use of Non-GAAP Measures (as defined below). Refer to “Cautionary Statement Regarding Forward-Looking Statements” and “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” included within this MD&A.

This MD&A, the Financial Statements, the Annual Financial Statements, the Company’s annual information form (“AIF”) and press releases have been filed in Canada on SEDAR+ at www.sedarplus.com and in the U.S. on EDGAR at www.sec.gov/edgar. Additional information can also be found on the Company’s website at www.auroramj.com.

Business Overview

Aurora was incorporated under the Business Corporations Act (British Columbia) on December 21, 2006 as “Milk Capital Corp.” Effective October 2, 2014, the Company changed its name to “Aurora Cannabis Inc.”. The Company’s shares are listed on the Nasdaq Capital Market (“Nasdaq”) and the Toronto Stock Exchange (“TSX”) under the trading symbol “ACB”, and on the Frankfurt Stock Exchange (“FSE”) under the trading symbol “21P”.

The Company’s head office and principal address is 2207 90B St. SW Edmonton, Alberta, Canada T6X 1V8. The Company’s registered and records office address is Suite 1700, 666 Burrard Street, Vancouver, British Columbia, Canada V6C 2X8.

The Company’s principal strategic business lines are focused on the production, distribution and sale of cannabis and cannabis-derivative products in Canada and internationally, and the propagation of vegetables and ornamental plants in North America.

The Company’s primary cannabis market opportunities are:

•Global medical cannabis market: Development, production, distribution and sale of pharmaceutical-grade cannabis products in countries around the world where permitted by government legislation. Currently, there are approximately 50 countries that have implemented regimes for some form of access to cannabis for medical purposes. The Company’s current principal medical markets are in Canada, Germany, United Kingdom, Poland, and Australia. Aurora has established a leading market position in most of these countries; and

•Global consumer use cannabis market: Currently, only two countries have implemented federally-regulated consumer use of cannabis regimes and the Company’s current consumer market is in Canada. Longer term, the Company believes that the increasing success of medical cannabis regimes globally may lead to increased legalization of consumer markets.

On February 7, 2024, a wholly owned subsidiary of the Company acquired the remaining interest of 90.43% in Indica Industries Pty Ltd. (“MedReleaf Australia”) an Australian domiciled company, for a purchase price of $44.7 million (AUS$51.0 million).

Our Strategy

Aurora’s strategy is to leverage our diversified and scaled platform, our leadership in global cannabis medical markets, and our cultivation, science and genetics expertise and capabilities to drive profitability and cash flow in our core Canadian and international operations in order to build sustainable, long-term shareholder value. We believe our key strength to delivering on our strategy is through our highly experienced leadership team and dedicated workforce.

Medical leadership

Our established leadership in the Canadian and international medical markets positions us well for new regulated medical market openings, as

well as the potential U.S. federal legalization of medical cannabis. At the core of Aurora’s near-term objective to deliver sustainable profitability and positive operating cash flow is our focus on maintaining and growing our industry leading Canadian and international medical cannabis operations.

Our Canadian medical platform is characterized by leading market share, high barriers to entry through regulatory expertise, investment in technology and distribution, and an unwavering commitment to science, testing and compliance. Our Canadian medical operations allow for a direct-to-patient sales channel that does not rely on provincial wholesalers or private retailers to get product to patients. This direct-to-patient model allows Aurora to achieve sustainable gross profit margins of better than 60% with substantially better pricing power relative to the Canadian adult-use segment.


3 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Our leadership in the International medical cannabis segment provides us with what we expect to be a high growth, profitable business segment that consistently delivers strong adjusted gross profit before fair value adjustments1. Our expertise in managing the complexity of multiple jurisdictions’ regulatory frameworks and relationships, as well as providing export and in-country EU GMP (European Union Good Manufacturing Practices) and other key certificated cannabis production, are capabilities that we believe will allow us to succeed as new medical and recreational markets open.

Consumer

Leveraging our leading strength in science, cultivation and post-harvest processing, Aurora is working to build a sustainable and profitable Canadian consumer business. Advances in Aurora cultivar breeding yielding unique proprietary genetics coupled with operational advancements in cultivation, and post-harvest techniques have repositioned the Aurora flower portfolio to one that has the characteristics that consumers are looking for: high THC and terpene levels, and distinctive experiences. These advances have also driven significant improvements in per unit production costs with higher yields and consistent delivery of specification resulting in all-in per unit costs for Aurora’s new portfolio that are a 30% or better improvement from our legacy cultivars. We believe this economic advantage will allow us to compete and make a profit in the most attractive and highest growth categories in the Canadian consumer market. We have also refocused our innovation pipeline for efficient delivery of targeted new products and line extensions. The pace of innovation required to compete in the current Canadian consumer market is significant, with most new products delivering 80% of their lifetime value in the nine months following launch.

Combined, Aurora’s ability to deliver products that deliver exceptional customer value in our targeted market segments, while at the same time achieving favorable contribution and gross margins, allows us to build towards a profitable and growing business and provides the know-how to leverage these lessons into future global consumer markets that are expected to open over the next few years.

Science leadership: Genetics and Breeding

We believe that our scientific leadership and ongoing investment in cannabis breeding and genetics provides Aurora with a strong competitive advantage in premium margin consumer and medical categories driven by what we believe to be our industry leading genetics and breeding program. Our breeding program, located at Aurora Coast, a state-of-the-art facility in Vancouver Island’s Comox Valley, is driving revenues by injecting rotation and variety into our product pipeline and has delivered 22 new proprietary cultivars, grown at scale in our own internal network, to our product pipeline since June 2021. These new cultivars have consistently delivered high potency flower with intensely aromatic profiles – critical attributes to delight consumers and deliver the effects patients are seeking.

Most recently, we have expanded the global reach of a number of our cultivars – launching Cosmic Cream, Black Jelly, Pink Diesel for patient access in the United Kingdom. We have also launched three new products for our Canadian Medical channel: Esprit de Corps, Frosted Alpine and Noculus, each offering a unique set of aroma and potency traits sought by our patients.

In addition, these high quality and high potency cultivars continue to drive meaningful improvements in yield, improving output of our sites and continuing to drive down costs. In selecting Aurora’s “next-generation” cultivars, we are able to set substantially higher minimum thresholds for yield which continue to drive up our overall production using the same cultivation footprint, improving our cultivation efficiency over time in both indoor and outdoor applications. This pipeline is a key competitive advantage for Aurora, creating a sustainable means for driving productivity of high-quality products.

Looking to the future, we continue to build what we believe is an industry-leading knowledge base with an intellectual property portfolio to capture the value of this investment. Our team of scientists at Coast have now characterized a number of traits around cannabinoid profile, aroma, disease resistance, and autoflowering, and created marker-assisted selection tools to rapidly screen our populations to drive further improvements in our breeding program. We believe that this expertise continues to set Aurora apart from our competitors and raises the bar on cannabis breeding globally.

Global and U.S. expansion

We believe that the global expansion of cannabis medical and recreational markets is just beginning. The Company believes its strengths in navigating complex regulatory environments, compliance, testing, cultivar breeding, genetic science, and cultivating high quality cannabis are essential strengths that create a repeatable, credible and portable process to new market development. These drive our current leadership in international medical markets which should allow us to win as new medical markets emerge and potentially transition to recreational markets. For instance, Aurora is active in all key European medical cannabis markets, including Germany, Poland, UK, France, Switzerland, Czech Republic and Malta. The Company holds a top three position in the flower segment in each market and is overall the leading medical cannabis company in Europe. In Germany, Aurora is one of three active in-country producers of medical cannabis and has just received its production and R&D license under the new cannabis law. With this, the Company is in a strong position to serve all medical markets in Europe and for any upcoming pilot projects for recreational cannabis.

We also believe that the U.S. cannabis market will eventually be federally regulated, with states’ rights respected, in a framework similar to every other comparable market. The timeframe for this is unknown, but Aurora is well positioned to create significant value for our shareholders once that federal permissibility allows. Our strategic strengths of medical and regulatory expertise in a federal framework, and our scientific expertise, including genetics and breeding, position us as a partner of choice, and to be successful in lucrative components of the cannabis value chain.

1Adjusted gross profit before fair value is a Non-GAAP Measure and is defined in the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A. Refer to the “Adjusted Gross Margin” section for a reconciliation to IFRS equivalent.


4 \| AURORA CANNABIS INC.			Q2 2025 MD&A

With the acquisition of the remaining 90% equity interest of Indica Industries Pty Ltd. (“MedReleaf Australia”), the Company now sells directly into Australia. MedReleaf Australia is a leading distributor of medical cannabis products in Australia and is expanding sales into New Zealand.

Plant Propagation

With the acquisition of Bevo Agtech Inc. (“Bevo”) in August 2022, Aurora moved into the adjacent segment of plant propagation. Building on Bevo’s established record of profitable and positive cash flow, Aurora is accelerating the growth of the plant propagation business segment through the repurposing of Aurora Sky and Aurora Sun, which will open additional geographic regions for the existing propagation business, as well as allowing entry into the higher gross margin orchid business, one which is currently served in North America by lower-quality imports.

Financial leadership in a rapidly maturing industry

Aurora believes that profitable growth, positive cash flow, smart capital allocation and balance sheet health are critical success factors in such a dynamic and rapidly developing global industry. Our medical businesses, with country diversification, growth, and strong gross margins provide the foundation for profitability. Aurora has right sized selling, general & administration costs (“SG&A”), centralized and optimized production facilities, and leveraged the Company’s cultivar breeding success to shift the Company’s portfolio in the Canadian consumer business to products with higher gross margins.

Aurora has one of the strongest balance sheets in the Canadian cannabis industry with approximately $151.6 million of cash and cash equivalents, inclusive of restricted cash, as at September 30, 2024 and access to a shelf prospectus filed on April 27, 2023 (the “2023 Shelf Prospectus”) currently covering U.S.$650.0 million of issuable securities. Of the U.S.$650.0 million of securities registered under the 2023 Shelf Prospectus and corresponding registration statement on form F-10 filed with the U.S. Securities and Exchange Commission in the U.S., approximately U.S.$225.3 million is allocated to the potential exercise of currently outstanding warrants issued in financing transactions from 2022. As result, following the closing of the bought deal financing on October 3, 2023, approximately U.S.$396.4 million is available for potential new issuances of Common Shares, warrants, options, subscription receipts, debt securities or any combination thereof during the 25-month period that the 2023 Shelf Prospectus remains effective. Volatility in the cannabis industry, the stock market and the Company’s share price may impact our ability to raise, and the amount of any, financing under the 2023 Shelf Prospectus.

Cash used in operating activities from continuing operations during the three months ended September 30, 2024 was $24.3 million compared to cash provided by of $8.9 million during the three months ended June 30, 2024 and cash used of $27.7 million during three months ended September 30, 2023. The Company continues to focus its operating cash use to deliver sustainable positive free cash flow2. During the three months ended September 30, 2024, free cash outflow was $26.4 million, which includes a working capital investment of $29.6 million.

Condensed Statements of Loss

This MD&A reflects only the results of continuing operations, unless otherwise noted.

The condensed consolidated interim statements of loss and comprehensive loss and condensed consolidated interim statements of cash flows for the previously reported Growery, Nordic, Reliva and ICC Labs Inc. (“ICC”), all formerly part of the Cannabis operating segment are presented as discontinued operations, separate from the Company’s continuing operations. Certain prior period financial information on the condensed consolidated interim statements of loss and comprehensive loss and the condensed consolidated interim statements of cash flows have been updated to present Growery, Nordic, Reliva and ICC as discontinued operations, and has therefore been excluded from both continuing operations and results for all periods presented in this MD&A.

The results from discontinued operations included in the condensed consolidated interim statements of loss and comprehensive loss for the three and six months ended September 30, 2024 was a loss of $14.6 million and $14.3 million, respectively, compared to a loss of $2.6 million and $10.7 million for the three and six months ended September 30, 2023, respectively.


	Three months ended			Six months ended
($ thousands)	September 30, 2024	June 30, 2024(2)	September 30, 2023(2)	September 30, 2024	September 30, 2023(2)
Net revenue (1a)	$81,122	$83,435	$63,119	$164,557	$137,851
Gross profit before fair value adjustments (1b)	$39,193	$30,125	$18,584	$69,318	$33,183
Gross profit	$42,165	$44,546	$34,401	$86,711	$60,421
Operating expenses	$44,557	$43,669	$45,226	$88,226	$85,667
Income (loss) from operations	($2,392)	$877	($10,825)	($1,515)	($25,246)
Other income	$2,995	$6,824	$11,392	$9,819	$5,712
Net income (loss) from continuing operations	$1,675	$4,844	$439	$6,519	($19,758)
Net income (loss) from discontinued operations, net of taxes	($14,640)	$304	($2,566)	($14,336)	($10,700)
Net income (loss)	($12,965)	$5,148	($2,127)	($7,817)	($30,458)

(1)These terms are defined in the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A. Refer to the following sections for reconciliation of Non-GAAP Measures to the IFRS equivalent measure:

a.Refer to the “Cost of Sales and Gross Margin” section for a reconciliation of net revenue to the IFRS equivalent.

b.Refer to the “Adjusted Gross Margin” section for reconciliation to the IFRS equivalent.

(2) Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

2 Free cash flow is a Non-GAAP Measure and is defined in the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A. Refer to the “Liquidity and Capital Resources” section for a reconciliation to the IFRS equivalent.


5 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Key Quarterly Financial Results


($ thousands, except Operational Results)	Three months ended
	September 30, 2024		June 30, 2024		$ Change	% Change		September 30, 2023(3)		$ Change	% Change
Financial Results
Net revenue (1a)	$81,122		$83,435		($2,313)	(3	%)	$63,119		$18,003	29	%

Medical cannabis net revenue (1a)	$61,316		$47,201		$14,115	30	%	$43,517		$17,799	41	%
Consumer cannabis net revenue (1a)	$10,422		$11,533		($1,111)	(10	%)	$11,959		($1,537)	(13	%)
Plant propagation revenue	$8,634		$23,081		($14,447)	(63	%)	$7,154		$1,480	21	%
Adjusted gross margin before FV adjustments on total net revenue (1b)	54	%	43	%	N/A	11	%	51	%	N/A	3	%
Adjusted gross margin before FV adjustments on cannabis net revenue (1b)	57	%	53	%	N/A	4	%	55	%	N/A	2	%
Adjusted gross margin before FV adjustments on medical cannabis net revenue (1b)	68	%	69	%	N/A	(1	%)	63	%	N/A	5	%
Adjusted gross margin before FV adjustments on consumer cannabis net revenue (1b)	14	%	24	%	N/A	(10	%)	27	%	N/A	(13	%)
Adjusted gross margin before FV adjustments on plant propagation net revenue (1b)	19	%	18	%	N/A	1	%	22	%	N/A	(3	%)
Adjusted SG&A expense(1d)	$31,722		$31,396		$326	1	%	$27,733		$3,989	14	%

Adjusted EBITDA (1c)	$10,122		$4,887		$5,235	107	%	$3,265		$6,857	210	%
Free cash flow (1e)	($26,433)		$6,490		($32,923)	(507	%)	($29,479)		$3,046	10	%

Balance Sheet
Working capital (1f)	$308,580		$322,563		($13,983)	(4	%)	$200,837		$107,743	54	%
Cannabis inventory and biological assets (2)	$177,999		$173,197		$4,802	3	%	$114,781		$63,218	55	%
Total assets	$808,774		$838,689		($29,915)	(4	%)	$818,371		($9,597)	(1)	%

a.Refer to the “Revenue” and “Cost of Sales and Gross Margin” section for a reconciliation of cannabis net revenue to the IFRS equivalent.

b.Refer to the “Adjusted Gross Margin” section for reconciliation to the IFRS equivalent.

c.Refer to the “Adjusted EBITDA” section for reconciliation to the IFRS equivalent.

d.Refer to the “Operating Expenses” section for reconciliation to the IFRS equivalent.

e.Refer to the “Liquidity and Capital Resources” section for a reconciliation to the IFRS equivalent.

f.“Working capital” is defined as Current Assets less Current Liabilities as reported on the Company’s Consolidated Statements of Financial Position.

(2)Represents total biological assets and inventory, exclusive of merchandise, accessories, supplies, consumables and plant propagation biological assets.

(3)Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

Key Developments During and Subsequent to the Three Months Ended September 30, 2024

Operating Activities

The Company continues to focus on growth opportunities that are also expected to deliver profit and positive cash flow.

Subsequent to the three months ended September 30, 2024, the Company sold the majority of the assets and related liabilities comprising its operations in Uruguay that are operated through its wholly-owned subsidiary ICC. ICC is presented as discontinued operations in the condensed consolidated interim statements of loss and comprehensive loss.

On July 25, 2024, the Company announced that it was granted two licenses by the Federal Institute for Drugs and Medical Devices (BfArM) under Germany's new Medical Cannabis Act (MedCanG), granting the Company continued domestic cultivation and will allow the Company to cultivate an approved additional product and expand offerings in Germany. The Company will also receive a dedicated R&D license allowing for the trial of up to seven additional novel cultivars at the Company’s local EU GMP facility in Leuna, Germany.

On August 1, 2024, the Company also announced a commercial collaboration with Cogent International Manufacturing Ltd (“Cogent”), a wholly-owned subsidiary of Vectura Fertin, Inc. (“Vectura”) for the launch of a new CBD lozenge developed by Cogent on Aurora’s Canadian medical cannabis platform (the “Collaboration Agreement”). The Collaboration Agreement is expected to have an initial term of 24 months, provides for a fixed fee to Aurora on a quarterly basis for the provision of certain marketing, distribution and data collection services to Cogent for a total of $9.8 million over the term of the Collaboration Agreement, and allows for Aurora to earn net a commission on a percentage basis of sales.


6 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Financial Review

Net Revenue

The Company primarily operates in the cannabis market. The table below outlines the revenue attributed to medical, consumer and bulk sales channels for the three and six months ended September 30, 2024 and the comparative periods.


($ thousands)	Three months ended			Six months ended
	September 30, 2024	June 30, 2024(2)	September 30, 2023(2)	September 30, 2024	September 30, 2023(3)
Medical cannabis net revenue(1)


Canadian medical cannabis net revenue	26,269	27,117	25,382	53,386	50,822


International medical cannabis net revenue	35,047	20,084	18,135	55,131	34,009


Total medical cannabis net revenue	61,316	47,201	43,517	108,517	84,831

Consumer cannabis net revenue(1)



Consumer cannabis net revenue(1)	10,422	11,533	11,959	22,078	25,102









Wholesale bulk cannabis net revenue(1)	750	1,620	489	2,370	860

Total cannabis net revenue(1)	72,488	60,354	55,965	132,842	110,793
					—
Plant propagation revenue	8,634	23,081	7,154	31,715	27,058

Total net revenue(1)	81,122	83,435	63,119	164,557	137,851

(1)Net revenue is a Non-GAAP Measure and is defined in the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A. Refer to the “Cost of Sales and Gross Margin” section of this MD&A for a reconciliation to IFRS equivalent.

(2)Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

Medical Cannabis Net Revenue

During the three months ended September 30, 2024, total medical cannabis net revenue was $61.3 million compared to the three months ended June 30, 2024 of $47.2 million, and $43.5 million for the three months ended September 30, 2023, representing an increase of $14.1 million and $17.8 million, respectively. The increase over the comparative periods is primarily attributable to international medical cannabis sales in Europe and Australia.

Canadian medical cannabis net revenue remained relatively consistent during the three months ended September 30, 2024 compared to the three months ended June 30, 2024, and the three months ended September 30, 2023.

International medical cannabis net revenue was $35.0 million during the three months ended September 30, 2024 compared to $20.1 million for the three months ended June 30, 2024 and $18.1 million for the three months ended September 30, 2023. The increase of $15.0 million and $16.9 million, respectively, is largely due to (i) increased sales in Germany as a result of de-schedulization, (ii) increased permits in Poland, and (iii) increased sales in United Kingdom and Australia. Similarly, this is reflected in the increase of $21.1 million during the six months ended September 30, 2024 compared to the six months ended September 30, 2023.

During the six months ended September 30, 2024, total medical cannabis net revenue was $108.5 million, an increase of $23.7 million compared to $84.8 million during the six months ended September 30, 2023, with most of the increase occurring during the three months ended September 30, 2024 due to the increase in European and Australian sales noted above.

Canadian medical cannabis net revenue increased by $2.6 million to $53.4 million during the six months ended September 30, 2024 compared to the six months ended September 30, 2023. The slight increase is primarily due to higher sales to both insurance and non-insurance covered patients as a result of additional product offerings.

Consumer Cannabis Net Revenue

During the three months ended September 30, 2024, consumer cannabis net revenue decreased to $10.4 million compared to $11.5 million for the three months ended June 30, 2024 and $12.0 million for the three months ended September 30, 2023. The decrease over both periods was due to the Company’s focus on portfolio optimization and prioritization of sales to the higher margin medical businesses.

During the six months ended September 30, 2024, consumer cannabis net revenue decreased to $22.0 million compared to $25.1 million during the six months ended September 30, 2023. Consumer cannabis net revenue declined as the Company shifted its focus to portfolio optimization and allocation of cannabis flower to Aurora’s highest margin business segments.


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Plant Propagation Revenue

During the three months ended September 30, 2024, the Company’s plant propagation revenue was $8.6 million compared to the three months ended June 30, 2024 of $23.1 million and $7.2 million for the three months ended September 30, 2023. The decrease over the prior quarter is due to the seasonality of the Bevo business, which delivers higher revenue in the late winter and spring months as orders are fulfilled. Historically, approximately 65-75% of plant propagation revenue has been earned in the first half of the calendar year. The increase over the three months ended September 30, 2023 is a result of organic growth and increased product offerings, both arising from increased capacity.

During the six months ended September 30, 2024 and six months ended September 30, 2023, plant propagation revenue was $31.7 million and $27.1 million, respectively. The increase is a result of organic growth and increased product offerings, namely orchids.

Cost of Sales and Gross Margin


	Three months ended						Six months ended
($ thousands)	September 30, 2024		June 30, 2024(2)		September 30, 2023(2)		September 30, 2024		September 30, 2023(2)
Revenue from sale of goods	88,544		91,936		70,048		180,480		151,103
Revenue from provision of services	389		101		135		490		278
Excise taxes	(7,811)		(8,602)		(7,064)		(16,413)		(13,530)
Net revenue (1)	81,122		83,435		63,119		164,557		137,851
Cost of sales	(41,929)		(53,310)		(44,535)		(95,239)		(104,668)
Gross profit before FV adjustments (1)	39,193		30,125		18,584		69,318		33,183
Gross margin before FV adjustments (1)	48	%	36	%	29	%	42	%	24	%
Changes in fair value of inventory sold	(36,027)		(33,048)		(18,636)		(69,075)		(36,088)
Unrealized gain on changes in fair value of biological assets	38,999		47,469		34,453		86,468		63,326
Gross profit	42,165		44,546		34,401		86,711		60,421
Gross margin	52	%	53	%	55	%	53	%	44	%

(1)These terms are Non-GAAP Measures and neither is a recognized, defined or standardized measure under IFRS. Refer to the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.

(2)Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

Gross margin before fair value adjustments was 48% for the three months ended September 30, 2024 compared to 36% for the three months ended June 30, 2024 and 29% for the three months ended September 30, 2023. The improvement quarter over quarter is due to purposeful evolution of the channel mix through increasing participation of the medical market channel which has higher adjusted gross margin before fair value adjustments than the consumer channel and to efficiencies in production cost. The increase compared to the three months ended September 30, 2023 is largely driven by inventory management improvement with lower net inventory impairments, provisions, and destruction charges on cannabis inventory as the Company’s supply is fully allocated to sales channels with minimal excess production.

Gross margin before fair value adjustments was 42% for the six months ended September 30, 2024 compared to 24% for the six months ended September 30, 2023. The improvement is a result of a sourcing change, with Europe being supplied by Canada and the related positive impact of closing the Nordic production facility, higher efficiencies in production operations and improved channel and product mix, relative to the comparative period.


8 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Adjusted Gross Margin – Q2 2025

The table below outlines adjusted gross profit and margin before fair value adjustments for the indicated three month period:


($ thousands)	Medical cannabis		Consumer cannabis		Wholesale bulk cannabis		Total cannabis		Plant propagation			Total
Three months ended September 30, 2024
Gross revenue	64,294		15,255		750		80,299		8,634			88,933
Excise taxes	(2,978)		(4,833)		—		(7,811)		—			(7,811)
Net revenue (1)	61,316		10,422		750		72,488		8,634			81,122
Non-recurring net revenue adjustments (3)	—		—		—		—		(2,321)			(2,321)
Adjusted net revenue	61,316		10,422		750		72,488		6,313			78,801
Cost of sales	(21,593)		(9,909)		(2,716)		(34,218)		(7,711)			(41,929)

Depreciation	1,948		894		245		3,087		927			4,014
Inventory impairment and non-recurring costs included in cost of sales (2)(3)	4		—		2		6		1,680			1,686
Adjusted gross profit (loss) before FV adjustments (1)	41,675		1,407		(1,719)		41,363		1,209			42,572
Adjusted gross margin before FV adjustments (1)	68	%	14	%	(229	%)	57	%	19		%	54	%

Three months ended June 30, 2024(5)
Gross revenue	50,121		17,215		1,620		68,956		23,081			92,037
Excise taxes	(2,920)		(5,682)		—		(8,602)		—			(8,602)

Net revenue(1)	47,201		11,533		1,620		60,354		23,081			83,435
Non-recurring revenue adjustments (3)	—		—		—		—		$	(369)		(369)
Adjusted net revenue	47,201		11,533		1,620		60,354		22,712			83,066
Cost of sales	(16,902)		(10,557)		(6,212)		(33,671)		(19,639)			(53,310)

Depreciation	1,705		1,041		612		3,358		1,022			4,380
Inventory impairment, non-recurring, out-of-period, and market development costs included in cost of sales (2)(3)	800		733		431		1,964		(118)			1,846
Adjusted gross profit (loss) before FV adjustments (1)	32,804		2,750		(3,549)		32,005		3,977			35,982
Adjusted gross margin before FV adjustments (1)	69	%	24	%	(219	%)	53	%	18		%	43	%

Three months ended September 30, 2023(4)
Gross revenue	46,437		16,103		489		63,029		7,154			70,183
Excise taxes	(2,920)		(4,144)		—		(7,064)		—			(7,064)
Net revenue(1)	43,517		11,959		489		55,965		7,154			63,119
Non-recurring net revenue adjustments (3)	—		—		—		—		(518)			(518)
Adjusted net revenue	43,517		11,959		489		55,965		6,636			62,601
Cost of sales	(23,624)		(13,292)		(719)		(37,635)		(6,900)			(44,535)

Depreciation	2,726		1,441		77		4,244		896			5,140
Inventory impairment, and non-recurring adjustments included in cost of sales (2)(3)	4,632		3,143		170		7,945		804			8,749
Adjusted gross profit before FV adjustments (1)	27,251		3,251		17		30,519		1,436			31,955
Adjusted gross margin before FV adjustments (1)	63	%	27	%	3	%	55	%	22		%	51	%

(1)These terms are Non-GAAP Measures and are note recognized, defined or standardized measures under IFRS. Refer to the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.

(2)Inventory impairment includes inventory write-downs due to lower of cost or net realizable value adjustments, obsolescence provision adjustments and inventory destruction.

(3)Non-recurring items includes inventory count adjustments resulting from facility shutdowns and inter-site transfers and business transformation costs in connection with the re-purposing of the Company’s Sky and Sun facilities.

(4)Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

Medical Cannabis Adjusted Gross Margin

Aurora’s leading medical cannabis businesses in Canada, Europe and Australia continued to perform well during the three months ended September 30, 2024 and delivered 93% (three months ended June 30, 2024 – 91%, three months ended September 30, 2023 – 85%) of adjusted gross profit before fair value adjustments. Excluding the plant propagation business, the medical cannabis business delivered 92% of the adjusted gross profit before fair value adjustments for the three months ended September 30, 2024 (three months ended June 30, 2024 – 92%, three months ended September 30, 2023 – 89%).


9 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Adjusted gross margin before fair value adjustments on medical cannabis net revenue was 68% for the three months ended September 30, 2024, compared to 69% in three months ended June 30, 2024, and 63% in three months ended September 30, 2023. The adjusted gross margin before fair value adjustments has improved from the comparative prior periods due larger participation on revenue from high margin markets, sustainable cost reductions, and improved efficiency in production operations, including shifting sourcing for Europe from Canada due to the closure of the Company’s Nordic production facility.

Consumer Cannabis Adjusted Gross Margin

Adjusted gross margin before fair value adjustments on consumer cannabis net revenue was 14% for the three months ended September 30, 2024, compared to 24% in three months ended June 30, 2024 and 27% in three months ended September 30, 2023. The decrease in adjusted gross margin before fair value adjustments from the comparative periods is due to higher fixed overhead costs allocated to the consumer channel as a result of lower volumes manufactured for products sold by the consumer channel. The Company strategically decided to allocate less internally produced cannabis for the consumer channel in favor of increasing its overall cannabis allocation for both its domestic and international medical channels.

Plant Propagation Adjusted Gross Margin

Adjusted gross margin before fair value adjustments on plant propagation revenue was 19% for the three months ended September 30, 2024 compared to 18% for the three months ended June 30, 2024 and 22% in three months ended September 30, 2024. The fluctuations in the plant propagation adjusted gross margin before fair value adjustments is due to the seasonal timing of lower margin product revenue and ramp up of the orchid business.


10 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Adjusted Gross Margin – Q2 2025 YTD

The table below outlines adjusted gross profit and margin before fair value adjustments for the indicated six month period:


($ thousands)	Medical cannabis		Consumer cannabis		Wholesale bulk cannabis		Total cannabis		Plant propagation		Total
Six months ended September 30, 2024
Gross revenue	114,415		32,470		2,370		149,255		31,715		180,970
Excise taxes	(5,898)		(10,515)		—		(16,413)		—		(16,413)

Net revenue (1)	108,517		21,955		2,370		132,842		31,715		164,557
Non-recurring revenue adjustments (4,5)	—		—		—		—		(2,690)		(2,690)
Adjusted net revenue	108,517		21,955		2,370		132,842		29,025		161,867
Cost of sales	(38,495)		(20,466)		(8,928)		(67,889)		(27,350)		(95,239)

Depreciation	3,653		1,935		857		6,445		1,949		8,394
Inventory impairment, non-recurring, out-of-period, business transformation, and market development costs included in cost of sales (2)(3)(4)(5)(6)	804		733		433		1,970		1,562		3,532
Adjusted gross profit (loss) before FV adjustments (1)	74,479		4,157		(5,268)		73,368		5,186		78,554
Adjusted gross margin before FV adjustments (1)	69	%	19	%	(222	%)	55	%	18	%	49	%

Six months ended September 30, 2023(7,8)
Gross revenue	90,008		33,455		860		124,323		27,058		151,381
Excise taxes	(5,177)		(8,353)		—		(13,530)		—		(13,530)
Net revenue (1)	84,831		25,102		860		110,793		27,058		137,851
Non-recurring revenue adjustments (4)	(598)		(249)		—		(847)		(518)		(1,365)
Adjusted net revenue	84,233		24,853		860		109,946		26,540		136,486
Cost of sales	(48,014)		(29,262)		(1,541)		(78,817)		(25,851)		(104,668)

Depreciation	5,502		3,084		162		8,748		1,766		10,514
Inventory impairment, non-recurring, and out-of-period adjustments in cost of sales (2)(4)(5)	10,324		8,153		412		18,889		3,305		22,194
Adjusted gross (loss) profit before FV adjustments (1)	52,045		6,828		(107)		58,766		5,760		64,526
Adjusted gross margin before FV adjustments (1)	62	%	27	%	(12	%)	53	%	22	%	47	%

(1)These terms are defined in the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.

(2)Inventory impairment includes inventory write-downs due to lower of cost or net realizable value adjustments, obsolescence provision adjustments and inventory destruction.

(3)Markets under development represents the adjustment for business operations focused on developing international markets prior to commercialization.

(4)Non-recurring items includes one-time excise tax refunds, inventory count adjustments resulting from facility shutdowns and inter-site transfers.

(5)Out-of-period adjustments includes adjustments related to year-end bonus accruals, adjustments to fair value assumptions related to biological assets and raw material count adjustments.

(6)Business transformation includes costs in connection with the re-purpose of the Company’s Sky and Sun facilities.

(7)Prior year comparatives have been adjusted to conform to the current period’s presentation.

(8)Certain previously reported amounts have been adjusted to exclude the results of discontinued operations and adjusted for the accounts payable and accrued liabilities non-material prior period adjustment (refer to Note 2 in the consolidated annual financial statements).

Medical Cannabis Adjusted Gross Margin

Adjusted gross margin before fair value adjustments on medical cannabis net revenue was 69% for the six months ended September 30, 2024 compared to 62% for the six months ended September 30, 2023. Adjusted gross margin before fair value adjustments increase due to sales mix by increasing sales on more profitable markets, production spend efficiencies year over year including change in sourcing strategy by fulfilling European market from Canada.

Consumer Cannabis Adjusted Gross Margin

Adjusted gross margin before fair value adjustments on consumer cannabis net revenue decreased to 19% for the six months ended September 30, 2024 compared to 27% for the six months ended September 30, 2023, The decrease in adjusted gross margin before fair value adjustments is due to higher fixed overhead costs allocated to the consumer channel as a result of lower volumes manufactured for products sold by the channel.

Plant Propagation Adjusted Gross Margin

Adjusted gross margin before fair value adjustments on plant propagation was 18% for the six months ended September 30, 2024 compared to 22% for the six months ended September 30, 2023. The fluctuations are due to product mix of vegetables and ornamental plants and ramp up of the orchid business.


11 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Operating Expenses


	Three months ended			Six months ended
($ thousands)	September 30, 2024	June 30, 2024	September 30, 2023(1)	September 30, 2024	September 30, 2023
General and administration	22,036	22,524	22,527	44,560	43,876
Sales and marketing	13,721	14,024	12,611	27,745	25,281
Acquisition costs	991	1,001	563	1,992	789
Research and development	975	987	946	1,962	2,047
Depreciation and amortization	2,366	2,114	4,011	4,480	6,825
Share-based compensation	4,468	3,019	4,568	7,487	6,849
Total operating expenses	44,557	43,669	45,226	88,226	85,667

(1) Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

General and administration (“G&A”)

During the three months ended September 30, 2024, G&A expense remained consistent compared to the three months ended June 30, 2024 and the three months ended September 30, 2023.

During the six months ended September 30, 2024, G&A expense remained relatively consistent compared to the six months ended September 30, 2023. The slight increase is attributable to incremental costs following the acquisition of MedReleaf Australia.

Sales and marketing (“S&M”)

During the three months ended September 30, 2024, S&M expense decreased by $0.3 million to $13.7 million compared to three months ended June 30, 2024 and increased by $1.1 million compared to the three months ended September 30, 2023. The increase over the prior year comparative quarter is attributable to incremental costs following the acquisition of MedReleaf Australia.

During the six months ended September 30, 2024, S&M expense increased by $2.5 million to $27.7 million compared to the six months ended September 30, 2023. The increase is due to freight and logistics costs, notably from sales to Europe with the increase in sourcing from Canada with the closure of Nordic and incremental costs following the acquisition of MedReleaf Australia.

Research and development (“R&D”)

The Company’s investment in R&D and product innovation is partly opportunistic and its approach to R&D spend is targeted and gated. As such these costs will vary quarter over quarter and year over year.

Depreciation and amortization

During the three months ended September 30, 2024, depreciation and amortization expense increased by $0.3 million compared to the three months ended June 30, 2024 and decreased by $1.6 million compared to the three months ended September 30, 2023. The decrease compared to the three months ended September 30, 2023 relates to facility disposals and asset impairment charges previously recognized.

During the six months ended September 30, 2024, depreciation and amortization expense decreased by $2.3 million compared to the prior year. This decrease is primarily due to facility disposals, closures and asset impairment charges recognized in the prior year.

Share-based compensation

During the three months ended September 30, 2024, share-based compensation expense increased by $1.4 million compared to the three months ended June 30, 2024 and remained unchanged compared to the three months ended September 30, 2023. The increase compared to prior quarter is due to an increase in fair value adjustments for cash settled instruments and a result of the Company’s annual share-based grants occurring in late June each year.

During the six months ended September 30, 2024, share-based compensation expense remained relatively consistent compared to the six months ended September 30, 2023.


12 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Adjusted SG&A

The table below outlines Adjusted SG&A for the periods ended:


	Three months ended			Six months ended
($ thousands)	September 30, 2024	June 30, 2024	September 30, 2023(2)	September 30, 2024	September 30, 2023

General and administration	22,036	22,524	22,527	44,560	43,876
Sales and marketing	13,721	14,024	12,611	27,745	25,281
Business transformation costs	(4,035)	(4,868)	(6,515)	(8,903)	(10,578)
Out-of-period adjustments	—	—	(478)	—	(808)
Non-recurring costs	—	(284)	(412)	(284)	(1,005)

Adjusted SG&A (1)	31,722	31,396	27,733	63,118	56,766

(1)Adjusted SG&A is a Non-GAAP Measure and is not a recognized, defined, or standardized measure under IFRS. Refer to the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.

(2)Certain previously reported amounts have been adjusted to exclude the results of discontinued operations.

During the three months ended September 30, 2024 adjusted SG&A remained relatively consistent with the three months ended June 30, 2024. The increase compared to the three months ended September 30, 2023 relates to higher freight and logistics costs, notably from sales to Europe with the increase in sourcing from Canada and incremental costs following the acquisition of MedReleaf Australia. Similarly, this is reflected in the increase of $6.4 million during the six months ended September 30, 2024 compared to the six months ended September 30, 2023.

Other Income (Expenses)


	Three months ended			Six months ended
($ thousands)	September 30, 2024	June 30, 2024	September 30, 2023	September 30, 2024	September 30, 2023

Interest and other income	2,968	3,346	3,250	6,314	6,601
Finance and other costs	(2,136)	(1,736)	(4,099)	(3,872)	(9,307)
Foreign exchange	2,116	1,843	1,844	3,959	(1,606)
Other gains (losses)	47	3,500	12,096	3,547	12,155
Restructuring charges	—	—	(469)	—	(901)
Impairment of property, plant and equipment	—	(129)	(1,230)	(129)	(1,230)



Other income	2,995	6,824	11,392	9,819	5,712

Other income for the three months ended September 30, 2024 was $3.0 million compared to $6.8 million for the three months ended June 30, 2024 and $11.4 million for the three months ended September 30, 2023.

During the three months ended September 30, 2024, other income decreased by $3.8 million compared to the three months ended June 30, 2024, mainly due to a decrease in other gains of $3.5 million as a result of a gain on the sale of marketable securities and an insurance premium refund included in the comparative period.

During the three months ended September 30, 2024, other income decreased by $8.4 million compared to the three months ended September 30, 2023. The comparative period includes a reversal of a provision for $12.4 million in other gains. The provision was established to account for uncertainty regarding eligibility of the government grant that was expeditiously rolled out in response to the Covid-19 pandemic.

Other income for the six months ended September 30, 2024 was $9.8 million compared to $5.7 million for the six months ended September 30, 2023. The increase of $4.1 million is primarily due to a reduction in finance costs of $5.4 million related to the extinguishment of the convertible debentures and foreign exchange gains, partially offset by the reversal of the $12.4 million provision included in other gains in the comparative period.

Net Income (Loss)

Net income from continuing operations for the three months ended September 30, 2024 was $1.7 million compared net income of $4.8 million for the three months ended June 30, 2024 and net income of $0.4 million for the three months ended September 30, 2023.

The decrease in net income of $3.2 million compared to the three months ended June 30, 2024 primarily relates to a decrease in gross profit of $2.4 million and an increase in operating expenses of $0.9 million, partially offset by a decrease in other income of $3.8 million.


13 \| AURORA CANNABIS INC.			Q2 2025 MD&A

The increase in net income of $1.2 million compared to the three months ended September 30, 2023 primarily relates to a decrease in other income of $8.4 million and decrease of operating expenses of $0.7 million, partially offset by an increase in gross profit of $7.8 million.

Net income from continuing operations for the six months ended September 30, 2024 was $6.5 million compared to a net loss of $19.8 million for the six months ended September 30, 2023. The increase in net income of $26.3 million primarily relates to an increase in gross profit of $26.3 million, an increase of in other income of $4.1 million, partially offset by an increase in operating expenses of $2.6 million.

Adjusted EBITDA

The following is the Company’s adjusted EBITDA:


($ thousands)	Three months ended			Six months ended
	September 30, 2024	June 30, 2024	September 30, 2023	September 30, 2024	September 30, 2023(6)
Net income (loss) from continuing operations	1,675	4,844	439	6,519	(19,758)
Income tax expense (recovery)	(1,072)	2,857	128	1,785	224
Other income (expense)	(2,995)	(6,824)	(11,392)	(9,819)	(5,712)
Share-based compensation	4,468	3,019	4,568	7,487	6,849
Depreciation and amortization	6,380	6,494	9,151	12,874	17,392
Acquisition costs	991	1,001	563	1,992	789
Inventory and biological assets fair value and impairment adjustments	529	(12,348)	(4,705)	(11,819)	(8,109)
Business transformation related charges (1)	3,394	4,381	6,801	7,775	12,518
Out-of-period adjustments (2)	—	—	478	—	808
Non-recurring items (3)	(3,248)	1,463	(2,766)	(1,785)	883

Adjusted EBITDA (4)	10,122	4,887	3,265	15,009	5,884

(1)Business transformation related charges includes costs related to closed facilities, certain IT project costs, costs associated with the repurposing of Sky and Sun, severance and retention costs in connection with the business transformation plan, and costs associated with the retention of certain medical aggregators. Some prior period amounts have been adjusted for changes in presentation.

(2)Out-of-period adjustments reflect adjustments to net loss for the financial impact of transactions recorded in the current period that relate to prior periods. Some prior period amounts have been adjusted for changes in presentation.

(3)Non-recurring items includes one-time excise tax refunds, non-core adjusted wholesale bulk margins, inventory count adjustments resulting from facility shutdowns and inter-site transfers, litigation and non-recurring project costs.

(4)Adjusted EBITDA is a Non-GAAP Measure and is not a recognized, defined, or standardized measure under IFRS. Refer to “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of the MD&A. Prior period comparatives were adjusted to include the adjustments for markets under development, business transformation costs and non-recurring charges related to non-core bulk cannabis wholesale to be comparable to the current period presentation.

Adjusted EBITDA was $10.1 million for the three months ended September 30, 2024 compared to $4.9 million for the three months ended June 30, 2024 and $3.3 million for the three months ended September 30, 2023. The improvement over the prior periods is from an increase in gross profit before fair value adjustments resulting from higher net revenue.

Adjusted EBITDA was $15.0 million for the six months ended September 30, 2024 compared to Adjusted EBITDA of $5.9 million for the six months ended September 30, 2023. The improvement is primarily due to an increase in gross profit before fair value adjustments, partially offset by higher Adjusted SG&A resulting from higher freight and logistics costs, notably from sales to Europe with the increase in sourcing from Canada and incremental costs following the acquisition of MedReleaf Australia.

Liquidity and Capital Resources


($ thousands)	September 30, 2024	March 31, 2024
Cash and cash equivalents	84,921	113,439
Restricted cash	66,678	65,782


Working capital (1)	308,580	301,985
Total assets	808,774	838,673
Total non-current liabilities	116,706	112,183

Capitalization
Loans and borrowings	57,510	57,259
Lease liabilities	43,460	47,532
Total debt	100,970	104,791
Total equity	582,973	601,870
Total capitalization	683,943	706,661

(1)Working Capital is a Non-GAAP Measure and is not a recognized, defined, or a standardized measure under IFRS. Refer to the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.


14 \| AURORA CANNABIS INC.			Q2 2025 MD&A

During the three and six months ended September 30, 2024, the Company primarily financed its operations, capital expenditures and growth initiatives through the generation of net revenue, working capital and cash on hand. For more information on key cash flows related to operations, investing and financing activities during the quarter, refer to the “Cash Flow Highlights” discussion below.

The Company’s objective when managing its liquidity and capital resources is to maintain sufficient liquidity to support financial obligations when they come due, while executing operating and strategic plans. The Company manages liquidity risk through the management of its capital structure and resources to ensure that it has sufficient liquidity to settle obligations and liabilities when they are due. Our ability to fund our operating requirements depends on future operating performance and cash flows, which are subject to economic, financial, competitive, business and regulatory conditions, and other factors, some of which are beyond our control. Our primary short-term liquidity needs are to fund our net operating losses and capital expenditures to maintain existing facilities, loans and borrowings repayments and lease payments. Our medium-term liquidity needs primarily relate to lease payments and our long-term liquidity needs primarily relate to potential strategic plans.

As of September 30, 2024, the Company has access to the following capital resources available to fund operations and obligations:

•$84.9 million cash and cash equivalents; and

•access to the 2023 Shelf Prospectus (as defined below). The Company currently has access to securities registered for sale under the 2023 Shelf Prospectus currently covering U.S.$650.0 million of issuable securities. Of the U.S.$650.0 million of securities registered under the 2023 Shelf Prospectus and corresponding registration statement on form F-10 filed with the U.S. Securities and Exchange Commission in the U.S., approximately U.S.$225.3 million is allocated to the potential exercise of currently outstanding warrants issued in financing transactions from 2022. Following the closing of the bought deal financing on October 3, 2023 and the expiration of warrants during the year ended March 31, 2024, approximately U.S.$396.4 million is available for potential new issuances of Common Shares, warrants, options, subscription receipts, debt securities or any combination thereof during the 25-month period that the 2023 Shelf Prospectus remains effective. Volatility in the cannabis industry, stock market and the Company’s share price may impact the amount and our ability to raise financing under the 2023 Shelf Prospectus.

Cash Flow Highlights

The table below summarizes the Company’s cash flows, including discontinued operations:


($ thousands)	Three months ended		Six months ended
	September 30, 2024	September 30, 2023	September 30, 2024	September 30, 2023
Cash provided by (used in) operating activities	(24,891)	(30,882)	(16,516)	(42,119)
Cash provided by (used in) investing activities	(3,638)	(3,979)	(2,824)	(6,137)
Cash provided by (used in) financing activities	3,962	3,735	(3,242)	(58,208)
Effect of foreign exchange	(5,999)	2,188	(5,936)	439
Increase (decrease) in cash and cash equivalents	(30,566)	(28,938)	(28,518)	(106,025)

Cash used in operating activities for the three months ended September 30, 2024 was $24.9 million compared to $30.9 million for the three months ended September 30, 2023. Excluding changes in non-cash working capital and discontinued operations, cash provided by operating activities during the three months ended September 30, 2024 was $5.3 million compared to cash used in operations of $12.9 million for the three months ended September 30, 2023. The improvement of $18.2 million is a combination of increased net revenue and improved profit margin.

Cash used in investing activities for the three months ended September 30, 2024 was $3.6 million compared to $4.0 million for the three months ended September 30, 2023, is largely comprised of purchases of property plant and equipment for both periods. The slight improvement in the current period relates to the disposition of marketable securities of $0.8 million.

Cash provided by financing activities for the three months ended September 30, 2024 was $4.0 million compared to $3.7 million for the three months ended September 30, 2023. The increase of $0.2 million relates to proceeds from loans and borrowings.

Cash used in operating activities for the six months ended September 30, 2024 was $16.5 million compared to cash used of $42.1 million during the six months ended September 30, 2023. The improvement of $25.6 million is a combination of increased net revenue and profit margin.

Cash used in investing activities for the six months ended September 30, 2024 was $2.8 million compared to cash used of $6.1 million during the six months ended September 30, 2023. The improvement in the current period relates to the disposition of marketable securities of $5.5 million.

Cash used in financing activities for the six months ended September 30, 2024 was $3.2 million compared to $58.2 million for the six months ended September 30, 2023. The significant decrease relates to the repayment of convertible debentures of $61.9 million during the six months ended September 30, 2023. The convertible debentures were fully extinguished in Q4 2024.


15 \| AURORA CANNABIS INC.			Q2 2025 MD&A

Free Cash Flow

The table below outlines free cash flow for the periods ended:


	Three months ended			Six months ended
($ thousands)	September 30, 2024	June 30, 2024	September 30, 2023	September 30, 2024	September 30, 2023
Cash provided by (used in) operating activities from continuing operations before changes in non-cash working capital	5,295	(1,822)	(12,883)	3,473	(25,888)
Changes in non-cash working capital	(29,588)	10,682	(14,781)	(18,906)	(10,967)
Net cash provided by (used in) operating activities from continuing operations	(24,293)	8,860	(27,664)	(15,433)	(36,855)
Less: maintenance capital expenditures(1)	(2,140)	(2,370)	(1,815)	(4,510)	(4,310)

Free cash flow(2)	(26,433)	6,490	(29,479)	(19,943)	(41,165)

(1)Maintenance capital expenditures are comprised of costs to sustain facilities, machinery and equipment in working order to support operations and excludes discretionary investments for revenue growth.

(2)Free cash flow is a Non-GAAP Measure and is not a recognized, defined, or a standardized measure under IFRS. Refer to the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.

Free cash outflow was $26.4 million for the three months ended September 30, 2024 compared to an inflow of $6.5 million for the three months ended June 30, 2024 and an outflow of $29.5 million for the three months ended September 30, 2023. Compared to the three months ended June 30, 2024, the decrease of $32.9 million is primarily due to a $29.6 million investment in working capital in the current quarter compared to a $10.7 million recovery of working capital in the prior quarter. The investment in working capital during the current quarter includes annual payments for insurance premiums and employee bonuses. Compared to the three months ended September 30, 2023, the decrease in the free cash outflow of $3.0 million primarily relates to higher net revenue and contribution margin, partially offset by an increase in the investment of working capital of $14.8 million.

Free cash outflow was $19.9 million for the six months ended September 30, 2024 compared to an outflow of $41.2 million for the six months ended September 30, 2023. The improvement of $21.2 million relates primarily to higher net revenue and improved contribution margin over the current period, slightly offset with a higher investment in working capital of $7.9 million.

Contractual Obligations

As at September 30, 2024, the Company had the following undiscounted contractual obligations:


($ thousands)	Total	≤ 1 year	Over 1 year to 3 years	Over 3 years to 5 years	> 5 years
Accounts payable and accrued liabilities	39,032	39,032	—	—	—

Lease liabilities (1)	89,394	8,282	22,014	10,804	48,294
Loans and borrowings, principal repayment	57,563	53,737	3,826	—	—

Capital commitments (2)	2,858	2,858	—	—	—


Total contractual obligations	188,847	103,909	25,840	10,804	48,294

(1)Includes interest payable until maturity date.

(2)Relates to remaining commitments that the Company has made to vendors for equipment purchases and capital projects pertaining to existing construction.

Contingencies

On November 21, 2019, a purported class action proceeding was commenced in the United States District Court for the District of New Jersey against the Company and certain of its current and former directors and officers on behalf of persons or entities who purchased, or otherwise acquired, publicly traded Aurora securities between October 23, 2018 and February 6, 2020. The parties have filed for preliminary approval of a settlement, which will be covered by insurance.

On June 15, 2020, a claim was filed with the King's Bench of Alberta by a party to a former term sheet with the King's Bench of Alberta against Aurora and a former officer alleging a claim of breach of obligations under said term sheet, with the plaintiff seeking $18.0 million in damages. While this matter is ongoing, the Company believes the action to be without merit and intends to defend the claim.

On August 10, 2020, a purported class action lawsuit was filed with the King's Bench of Alberta against Aurora and certain executive officers in the Province of Alberta on behalf of persons or entities who purchased, or otherwise acquired, publicly traded Aurora securities and suffered losses as a result of Aurora releasing statements containing misrepresentations during the period of September 11, 2019 and December 21,


16 \| AURORA CANNABIS INC.			Q2 2025 MD&A

2019. Plaintiff and Defendant have each prepared factums for a leave application. Prior to the hearing, Defendants filed a request for adjournment and leave to amend their pleadings. The amended Statement of Claim was filed on March 8, 2024. The Company has filed a motion to strike the amendment. The Company’s motion to strike will be heard the week of November 18, 2024. The Company disputes the allegations and intends to vigorously defend against the claims. Estimating an amount or range of possible losses resulting from litigation proceedings is inherently difficult, particularly where the matters involve indeterminate claims for monetary damages and are in the stages of the proceedings where key factual and legal issues have not been resolved. For these reasons, the Company is currently unable to predict the ultimate timing or outcome of or reasonably estimate the possible losses or a range of possible losses resulting from the matter described above.

Off-balance sheet arrangements

As at the date of this MD&A, the Company has $0.9 million letters of credit outstanding with the Bank of Montreal. There are no other material off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on the financial performance or financial condition of the Company.

Related Party Transactions

The Company’s key management personnel consists of the Company’s executive management team and management directors who, collectively, have the authority and responsibility for planning, directing and controlling the activities of the Company. Compensation expense for key management personnel was as follows:


($ thousands)	Three months ended		Six months ended
	September 30, 2024	September 30, 2023	September 30, 2024	September 30, 2023

Short-term employment benefits (1)	1,839	3,855	3,631	5,627
Long-term employment benefits	12	11	22	21

Directors’ fees (2)	97	84	185	187
Share-based compensation	3,334	3,452	5,393	5,752
Total management compensation(3)	5,282	7,402	9,231	11,587

(1)As at September 30, 2024, $1.4 million is payable or accrued for key management compensation (March 31, 2024 - $1.8 million).

(2)Share-based compensation represent the fair value of options granted and vested to key management personnel and directors of the Company under the Company’s share-based compensation plans. Director DSUs are included in share-based compensation.

(3)As at September 30, 2024, there are 10 key management personnel (September 30, 2023 - 10).

The Company entered into an unsecured Pari Passu Creditor Agreement with Bevo, in which participating shareholders of Bevo provided the funds pursuant to the Creditor Agreement. The Creditor Agreement was for a total loan of $5.0 million and bears interest at a rate of 14.0% per annum. The principal and accrued interest are due on May 31, 2025. The Company advanced funds of $2.5 million, which is eliminated upon consolidation.

Critical Accounting Estimates

The preparation of the Financial Statements under IFRS requires management to make judgments, estimates, and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.


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The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

There have been no changes in the Company’s critical accounting estimates during the three and six months ended September 30, 2024. For additional information on the Company’s accounting policies and key estimates, refer to the note disclosures in the annual consolidated financial statements and MD&A as at and for the year ended March 31, 2024.

Adoption of New Accounting Pronouncements

Amendments to IAS 1: Classification of Liabilities as Current or Non-current

New Accounting Pronouncements Not Yet Adopted

The following IFRS standards have been recently issued by the IASB. Pronouncements that are irrelevant or not expected to have a significant impact have been excluded.

IFRS 18 Presentation and Disclosures in Financial Statements

Financial Instruments Risk

The Company is exposed in varying degrees to a variety of financial instrument related risks. The Company’s board of directors mitigates these risks by assessing, monitoring and approving the Company’s risk management processes.

Credit risk

Credit risk is the risk of a potential loss to the Company if a customer or third party to a financial instrument fails to meet its contractual obligations. The Company is moderately exposed to credit risk from its cash and cash equivalents, accounts receivable and loans receivable. The risk exposure is limited to their carrying amounts reflected on the condensed consolidated interim statements of financial position. The risk for cash and cash equivalents is mitigated by holding these instruments with highly rated Canadian financial institutions. Certain restricted funds in the amount of $39.7 million are retained by an insurer under the Segregated Accounts Companies Act governed by the Bermuda Monetary Authority. As the Company does not invest in asset-backed deposits or investments, it does not expect any credit losses. The Company periodically assesses the quality of its investments and is satisfied with the credit rating of the financial institutions and the investment grade of its Guaranteed Investment Certificates (“GICs”). The Company mitigates the credit risk associated with the loans receivable by managing and monitoring the underlying business relationship.

The Company provides credit to certain customers in the normal course of business and has established credit evaluation and monitoring processes to mitigate credit risk. Credit risk is generally limited for receivables from government bodies, which generally have low default risk. Credit risk for non-government customers is assessed on a case-by-case basis and a provision is recorded where required. As of September 30, 2024, $25.0 million of accounts receivable, net of allowances, are from non-government wholesale customers (March 31, 2024 – $22.8 million).

As at September 30, 2024, three customers made up 10% or more of trade accounts receivable (March 31, 2024 – two customers).


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Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations associated with its financial liabilities when they are due. The Company’s objective is to manage liquidity risk through the management of its capital structure and resources to ensure that it has sufficient liquidity to settle obligations and liabilities when they are due, while executing on its operating and strategic plans. Refer to “Liquidity and Capital Resources” section of this MD&A for detailed discussion.

Summary of Outstanding Share Data

The Company had the following securities issued and outstanding as at November 5, 2024:


Securities (1)			Units Outstanding
Issued and outstanding Common Shares			54,877,160
Stock options			1,853,897
Warrants			7,066,027
Restricted share units			833,098
Deferred share units			358,201
Performance share units			1,253,778

(1)Refer to Note 10 “Share Capital” in the Financial Statements for a detailed description of these securities.

Historical Quarterly Results


($ thousands, except earnings per share and operational results)	September 30, 2024		June 30, 2024		March 31, 2024		December 31, 2023(7)
Financial Results

Net revenue (2)	81,122		83,435		67,411		64,375
Adjusted gross margin before FV adjustments on total net revenue (3)	54	%	43	%	50	%	53	%
Income (loss) from continuing operations attributable to common shareholders (4)	2,599		6,216		(20,624)		(15,994)
Income (loss) from discontinued operations attributable to common shareholders	(14,640)		304		(501)		(1,042)
Income (loss) attributable to common shareholders	(12,041)		6,520		(21,125)		(17,036)
Basic and diluted income (loss) per share from continuing operations (8)	0.05		0.12		(0.40)		(0.34)
Basic income (loss) per share	(0.22)		0.13		(0.41)		(0.36)



Balance Sheet
Working capital	308,580		322,563		301,985		308,743
Cannabis inventory and biological assets (5)	177,999		173,197		148,112		112,645
Total assets	808,774		838,689		838,673		824,272






	September 30, 2023		June 30, 2023		March 31, 2023(1)		December 31, 2022(1)
Financial Results

Net revenue (2)	63,119		74,732		63,951		61,023
Adjusted gross margin before FV adjustments on total net revenue (3)	51	%	44	%	49	%	46	%
Income (loss) from continuing operations attributable to common shareholders (4)	2,043		(18,764)		(68,965)		(59,419)
Loss from discontinued operations attributable to common shareholders	(2,566)		(8,134)		(12,649)		(5,568)
Loss attributable to common shareholders	(523)		(26,898)		(81,614)		(64,987)
Basic and diluted income (loss) per share from continuing operations (8)	0.05		(0.53)		(2.02)		(1.82)
Basic loss per share	(0.01)		(0.76)		(2.39)		(1.99)



Balance Sheet
Working capital(6)	200,837		192,201		242,190		413,909
Cannabis inventory and biological assets (5)	114,781		100,846		93,081		93,675
Total assets	818,371		832,188		926,322		1,023,835

(1)Certain previously reported amounts have been adjusted to exclude the results related to discontinued operations and adjusted for the accounts payable and accrued liabilities non-material prior period adjustment.

(2)Net revenue represents our total gross revenue net of excise taxes levied by the CRA on the sale of medical and consumer use cannabis products. Given that our gross revenue figures exclude excise taxes that were levied and billed back to customers, as reflected in accordance with IFRS 15, we believe that the presentation of net revenue more accurately reflects the level of revenue earned during the relevant period.

(3)Adjusted gross margin before FV adjustments” is a Non-GAAP Measure and is not a recognized, defined, or standardized measure under IFRS. Refer to

the “Cautionary Statement Regarding Certain Non-GAAP Performance Measures” section of this MD&A.


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(4)Income (loss) from continuing operations attributable to common shareholders includes asset impairment and restructuring charges. Refer to “Adjusted EBITDA” section.

(5)Represents total biological assets and inventory, exclusive of merchandise, accessories, supplies, consumables and plant propagation biological assets.

(6)Working capital for the three months ended June 30, 2023 and September 30, 2023 has been adjusted. Refer to discussion under “Liquidity and Capital Resources” section of this MD&A.

(7)Information for the three months ended December 31, 2023 has been adjusted for certain out-of-period adjustments.

(8)Diluted earnings per share is not applicable when the impact will decrease loss per share or increase earnings per share.

Risk Factors

In addition to the other information included in this report, readers should consider carefully the following factors, which describe the risks, uncertainties and other factors that may materially and adversely affect our business, products, financial condition and operating results. There are many factors that affect our business and our results of operations, some of which are beyond our control. The following is a description of important factors that may cause our actual results of operations in future periods to differ materially from those currently expected or discussed in the forward-looking statements (“FLS”) set forth in this report relating to our financial results, operations and business prospects. Except as required by law, we undertake no obligation to update any such FLS to reflect events or circumstances after the date of this MD&A.

These risks include, but are not limited to the following:

•We have a limited operating history and a history of losses in prior periods and there is no assurance that we will be able to achieve or maintain profitability.

•Our business is reliant on the good standing of our licenses.

•Our Canadian licenses are reliant on our established sites.

•We operate in a highly regulated business and any failure or significant delay in obtaining applicable regulatory approvals could adversely affect our ability to conduct our business.

•Change in the laws, regulations, and guidelines that impact our business may cause adverse effects on our operations.

•Failure to comply with anti-money laundering laws and regulation could subject us to penalties and other adverse consequences.

•We compete for market share with a number of competitors and expect even more competitors to enter our market, and many of our current and future competitors may have longer operating histories, more financial resources, and lower costs than us.

•Selling prices and the cost of cannabis production may vary based on a number of factors outside of our control.

•We may not be able to realize our growth targets or successfully manage our growth.

•The continuance of our contractual relations with provincial and territorial governments cannot be guaranteed.

•Our continued growth may require additional financing, which may not be available on acceptable terms or at all.

•Any default under our existing debt that is not waived by the applicable lenders could materially adversely impact our results of operations and financial results and may have a material adverse effect on the trading price of our Common Shares.

•We may be subject to credit risk.

•We may not be able to successfully develop new products or find a market for their sale.

•As the cannabis market continues to mature, our products may become obsolete, less competitive, or less marketable.

•Restrictions on branding and advertising may negatively impact our ability to attract and retain customers.

•The cannabis business may be subject to unfavorable publicity or consumer perception.

•Third parties with whom we do business may perceive themselves as being exposed to reputational risk by virtue of their relationship with us and may ultimately elect to discontinue their relationships with us.

•There may be unknown health impacts associated with the use of cannabis and cannabis derivative products.

•We may enter into strategic alliances or expand the scope of currently existing relationships with third parties that we believe

•complement our business, financial condition and results of operation and there are risks associated with such activities.

•Our success will depend on attracting and retaining key personnel.

•Dependence on Senior Management.

•Certain of our directors and officers may have conflicts of interests due to other business relationships.

•Future execution efforts may not be successful.

•We have expanded and intend to further expand our business and operations into jurisdictions outside of Canada, and there are risks associated with doing so.

•Our business may be affected by political and economic instability, and a period of sustained inflation across the markets in which we operate could result in higher operating costs.

•We rely on international advisors and consultants in foreign jurisdictions.

•Failure to comply with the Corruption of Foreign Public Officials Act (Canada) (“CFPOA”) and the Foreign Corrupt Practices Act (U.S.) (“FCPA”), as well as the anti-bribery laws of the other nations in which we conduct business, could subject us to penalties and other adverse consequences.

•We may be subject to uninsured or uninsurable risks.

•We may be subject to product liability claims.

•Our cannabis products may be subject to recalls for a variety of reasons.

•We are and may become party to litigation, mediation, and/or arbitration from time to time.

•The transportation of our products is subject to security risks and disruptions.

•Our business is subject to the risks inherent in agricultural operations.

•We have in the past, and may in the future, record significant impairments or write-downs of our assets.

•Our operations are subject to various environmental and employee health and safety regulations.

•Climate change may have an adverse effect on demand for our products or on our operations.

•We may not be able to protect our intellectual property.

•We may experience breaches of security at our facilities or in respect of electronic documents and data storage and may face risks related to breaches of applicable privacy laws.

•We may be subject to risks related to our information technology systems, including cyber-attacks.


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•We may not be able to successfully identify and execute future acquisitions or dispositions, or to successfully manage the impacts of such transactions on our operations.

•As a holding company, Aurora Cannabis Inc. is dependent on its operating subsidiaries to pay dividends and other obligations.

•The price of our Common Shares has historically been volatile. This volatility may affect the value of your investment in Aurora, the price at which you could sell our Common Shares and the sale of substantial amounts of our Common Shares could adversely affect the price of our Common Shares and the value of your convertible debentures/notes.

•It is not anticipated that any dividend will be paid to holders of our Common Shares for the foreseeable future.

•Future sales or issuances of equity securities could decrease the value of our Common Shares, dilute investors’ voting power, and reduce our earnings per share.

•Our management will have substantial discretion concerning the use of proceeds from future share sales and financing transactions.

•The regulated nature of our business may impede or discourage a takeover, which could reduce the market price of our Common Shares and the value of any outstanding convertible debentures/notes.

•There is no assurance we will meet or continue to meet, as applicable, the listing standards of Nasdaq and the TSX.

•The financial reporting obligations of being a public company and maintaining a dual listing on the TSX and on Nasdaq requires significant company resources and management attention.

•Failure to develop and maintain an effective system of internal controls increases the risk that we may not be able to accurately and reliably report our financial results or prevent fraud, which may harm our business, the trading price of our Common Shares and market value of other securities.

•We are a Canadian company and shareholder protections may differ from shareholder protections in the U.S. and elsewhere.

•We are a foreign private issuer within the meaning of the rules under the U.S. Exchange Act, and as such is exempt from certain provisions applicable to United States domestic issuers.

•Our employees and counterparties may be subject to potential U.S. entry restrictions as a result of their relationship with us.

•Participants in the cannabis industry may have difficulty accessing the service of banks and financial institutions, which may make it difficult for us to operate.

•The Company’s employees, independent contractors and consultants may engage in fraudulent or other illegal activities.

•The controversy surrounding vaporizers and vaporizer products may materially and adversely affect the market for vaporizer products and expose us to litigation and additional regulation.

•We must rely largely on our own market research and internal data to forecast sales and market demand and market prices which may differ from our forecasts.

•The Canadian excise duty framework affects profitability.

•We may hedge or enter into forward sales, which involves inherent risks.

•Our costs, including for input materials, energy and transportation, could be negatively impacted by international conflicts

•The Company may be a passive foreign investment company, which may result in adverse U.S. federal income tax consequences for U.S. holders of Common Shares.

PFIC Risk

Generally, if for any taxable year 75% or more of the Company’s gross income is passive income, or at least 50% of the average quarterly value of the Company’s assets are held for the production of, or produce, passive income, the Company would be characterized as a passive foreign investment company (“PFIC”) for U.S. federal income tax purposes. Based on the current profile of the Company’s gross income, gross assets, the nature of its business, and its anticipated market capitalization, the Company believes that it may have been a PFIC for the 2023 taxable year. While it has not made a determination of expected PFIC status for the current taxable year, there is a risk that it may be a PFIC in the current taxable year and in the foreseeable future. Because PFIC status is determined on an annual basis and generally cannot be determined until the end of the taxable year, there can be no assurance that the Company will not be a PFIC for the current or future taxable years. If the Company is characterized as a PFIC, the Company’s shareholders who are U.S. holders may suffer adverse tax consequences, including the treatment of gains realized on the sale of the Common Shares as ordinary income, rather than as capital gain. A U.S. holder may be able to make a "qualified electing fund" election (a “QEF Election”) or, alternatively, a "mark-to-market" election that could mitigate the adverse U.S. federal income tax consequences that would otherwise apply to such U.S. holder. Upon request of a U.S. holder, the Company intends to provide the information necessary for a U.S. Holder to make applicable QEF Elections

Disclosure Controls and Procedures and Internal Controls over Financial Reporting

Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (“DC&P”) designed to provide reasonable assurance that information required to be disclosed in the Company’s annual filings, interim filings and other reports filed or submitted by it under securities laws is recorded, processed, summarized and reported accurately and in the time periods specified under such securities laws, and include controls and procedures designed to ensure such information is accumulated and communicated to the Company’s management, including its certifying officers, as appropriate to allow timely decisions regarding required disclosure. As at September 30, 2024, the CEO and CFO have concluded that the Company’s DC&P were not effective as at that date as a result of the material weaknesses identified as at March 31, 2024.

Changes to Internal Control over Financial Reporting

In compliance with reporting obligations, management is in the process of assessing the effectiveness of ICFR pertaining to the Indica Industries Pty Ltd. (MedReleaf Australia) business unit acquired on February 7, 2024, to be concluded upon as part of the ICFR assessment for the fiscal period ending March 31, 2025. Management, with oversight from the Audit Committee, also continues to implement remediation measures related to the material weaknesses as at March 31, 2024, with a focus on reducing the reliance on manual review procedures over data and information in key business processes, enhancement of IT systems and leveraging automated controls, providing training to control owners and hiring additional resources where appropriate, and enhancement to business processes and controls as the Company continues to mature its processes.


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Aside from these initiatives and the identified material weaknesses resulting from this work and testing of controls as described in management’s assessment of ICFR below, no changes to the Company’s ICFR occurred during the quarter that have materially affected, or are likely to materially affect, the Company’s ICFR.

Management’s Assessment on Internal Control over Financial Reporting

In accordance with National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings and as required by Rule 13a-15(f) and 15d-5(f) of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, management is responsible for establishing and maintaining adequate ICFR. The Company’s management, including the CEO and CFO, has designed ICFR based on the 2013 Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the “COSO Framework”) to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with IFRS.

ICFR is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. ICFR has inherent limitations. ICFR is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. ICFR also can be circumvented by collusion or improper management override. Because of such limitations, there is a risk that material misstatements will not be prevented or detected on a timely basis by ICFR. However, these inherent limitations are known features of the financial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

Management has concluded that material weaknesses in the Company’s ICFR continue to exist as identified and described in the Company’s annual report and disclosures for the period ending March 31, 2024.

Process Level Control Activities: The Company did not consistently execute and document sufficiently precise management review controls over key assumptions, estimates and period cut-off controls over payable accruals, as well as controls over review of data inputs, completeness of data entry, and the accuracy of mathematical formulas within spreadsheets. This deficiency impacts property, plant & equipment, biological assets and inventory, goodwill and impairment, purchase price accounting, accounts payable, and financial statement close processes.

Insufficient Segregation of Duties and Personnel at Bevo Agtech Inc.: Specific to the Bevo Agtech Inc. business component and due to both staffing limitations resulting in lack of segregation of duties and limited experience of personnel in key roles in implementing and performing ICFR, the Company had an aggregation of pervasive deficiencies across IT General Controls as well as business processes including manual journal entries, treasury and cash management, payroll, production and inventory, revenue and receivables, and financial reporting processes.

Remediation Plan

Management, with oversight from the Audit Committee will continue to implement remediation measures related to the identified material weaknesses, with a continued focus on reducing the reliance on manual review procedures over data and information in key business processes, providing training to control owners, hiring additional staff to enable the performance of timely internal controls, and enhancement to business processes and controls as the Company continues to mature. The Company’s Enterprise Resource Planning (“ERP”) transformation is a critical step to reducing our dependency on manual review controls, with deployment of the Company’s ERP planned for the European business unit in fiscal year 2025.

Management continues to work to improve the robustness of source data used in key assumptions and estimates, including data used in business and operational forecasting, and believes that the precision of assumptions and estimates will continue to improve as additional market and historical company data becomes available as the industry matures.

We believe these measures, and others that may be implemented, will remediate the material weaknesses in ICFR described above.

Cautionary Statement Regarding Forward-Looking Statements

This MD&A contains certain statements which may constitute “forward-looking information” and “forward-looking statements” within the meaning of Canadian securities law requirements (collectively, “forward-looking statements”). These forward-looking statements are made as of the date of this MD&A and the Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required under applicable securities legislation. Forward-looking statements relate to future events or future performance and reflect Company management’s expectations or beliefs regarding future events. In certain cases, forward-looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative of these terms or comparable terminology. By their very nature forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. The Company provides no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Forward-looking statements in this MD&A include, but are not limited to, statements with respect to:

•pro forma measures including revenue, cash flow, adjusted gross margin before fair value adjustments, expected SG&A run-rates, and grams produced;

•the Company’s ability to fund operating activities and cash commitments for investing and financing activities for the foreseeable future;


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•expectations regarding production capacity, costs and yields;

•statements made under the heading “Our Strategy”;

•statements made with respect to the anticipated disposition of legal claims disclosed under the heading “Contingencies”;

•the Company’s strategy and path to deliver profitability and to achieve positive free cash flow in calendar 2024;

•the Bevo business and associated benefits to the Company, including, but not limited to, those in respect of revenues and the creation of long-term value;

•expectations for the plant propagation segment, including contributions from the Sky and Sun facilities;

•future strategic opportunities;

•future growth opportunities including the expansion into additional international markets;

•expectations related to the increased legalization of medical and consumer markets, including the United States;

•the repositioning and improvements in the Company’s consumer business, and associated benefits to the business including, but not limited to, its ability to contribute towards profitability;

•competitive advantages and strengths in Canadian and international medical cannabis, medical and regulatory expertise in a federal framework and scientific expertise, including genetics and breeding;

•the Company’s breeding program, product portfolio and innovation, and the expected impact on revenue and long-term success;

•critical success factors in the cannabis industry, including profitable growth, positive cash flow, smart capital allocation and balance sheet strength;

•the acquisition of MedReleaf Australia, including the associated benefits to the Company’s business;

•the availability of funds under the Company’s 2023 Shelf Prospectus, and

•the creation of sustainable, long-term shareholder value.

Forward looking information or statements contained in this document have been developed based on assumptions management considers to be reasonable. Material factors or assumptions involved in developing forward-looking statements include, without limitation, publicly available information from governmental sources as well as from market research and industry analysis and on assumptions based on data and knowledge of this industry which the Company believes to be reasonable.

Such forward-looking statements are estimates reflecting the Company’s best judgment based upon current information and involve a number of risks and uncertainties, and there can be no assurance that other factors will not affect the accuracy of such forward-looking statements. These risks include, but are not limited to, the ability to retain key personnel, the ability to continue investing in infrastructure to support growth, the ability to obtain financing on acceptable terms, the continued quality of our products, customer experience and retention, the development of third party government and non-government consumer sales channels, management’s estimates of consumer demand in Canada and in jurisdictions where the Company exports, expectations of future results and expenses, the availability of additional capital to complete construction projects and facilities improvements, the risk of successful integration of acquired business and operations, management’s estimation that SG&A will grow only in proportion of revenue growth, the ability to expand and maintain distribution capabilities, the impact of competition, the general impact of financial market conditions, the yield from cannabis growing operations, product demand, changes in prices of required commodities, competition, and the possibility for changes in laws, rules, and regulations in the industry, epidemics, pandemics or other public health crises, and other risks as set out under “Risk Factors” contained herein. Readers are urged to consider the risks, uncertainties and assumptions carefully in evaluating the forward-looking statements.

Although the Company believes that the expectations conveyed by the forward-looking statements are reasonable based on the information available to the Company on the date hereof, no assurance can be given as to future results, approvals or achievements. Forward-looking statements contained in this MD&A and in the documents incorporated by reference herein are expressly qualified by this cautionary statement.

Cautionary Statement Regarding Certain Non-GAAP Performance Measures

This MD&A contains certain financial performance measures that are not recognized or defined under IFRS (“Non-GAAP Measures”). As a result, this data may not be comparable to data presented by other licensed producers of cannabis and cannabis companies. For an explanation of these measures to related comparable financial information presented in the consolidated Financial Statements prepared in accordance with IFRS, refer to the discussion below. The Company believes that these Non-GAAP Measures are useful indicators of operating performance and are specifically used by management to assess the financial and operational performance of the Company. The following are Non-GAAP measures contained in this MD&A:

•Cannabis net revenue represents revenue from the sale of cannabis products, excluding excise taxes. Cannabis net revenue is further broken down as follows:

◦Medical cannabis net revenue represents Canadian and international cannabis net revenue for medical cannabis sales only.

◦Consumer cannabis net revenue represents cannabis net revenue for consumer cannabis sales only.

◦Wholesale bulk cannabis net revenue represents cannabis net revenue for wholesale bulk cannabis only.

Management believes the cannabis net revenue measures provide more specific information about the net revenue purely generated from our core cannabis business and by market type.

•Gross profit before fair value adjustments (“FV adjustments”) is calculated by subtracting cost of sales, before the effects of changes in FV of biological assets and inventory from net revenue. Gross margin before FV adjustments is calculated by dividing gross profit before FV adjustments by net revenue. Management believes that these measures provide useful information to assess the profitability of our operations as it excludes the effects of non-cash FV adjustments on inventory and biological assets, which are required by IFRS.

•Adjusted gross profit before FV adjustments represents cash gross profit on net revenue and is calculated by subtracting from total net revenue (i) cost of sales, before the effects of changes in FV of biological assets and inventory; and removing (ii) depreciation in cost of sales; (iii) cannabis inventory impairment; and (iv) business transformation, non-recurring, and out-of-period adjustments. Adjusted gross margin before FV adjustments is calculated by dividing adjusted gross profit before FV adjustments by net revenue. Adjusted gross profit and gross margin before FV adjustments on cannabis net revenue is further broken down as follows:

◦Adjusted gross profit and gross margin before FV adjustments on medical cannabis net revenue represents gross profit and gross margin before FV adjustments on sales generated in the medical market only.


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◦Adjusted gross profit and gross margin before FV adjustments on consumer cannabis net revenue represents gross profit and gross margin before FV adjustments on sales generated in the consumer market only.

◦Adjusted gross profit and gross margin before FV adjustments on wholesale bulk cannabis net revenue represents gross profit and gross margin before FV adjustments on sales generated from wholesale bulk cannabis only.

Management believes that these measures provide useful information to assess the profitability of our operations as it represents the cash gross profit and margin generated from operations and excludes (i) out-of-period adjustments to provide information that reflects current period results; and (ii) excludes the effects of non-cash FV adjustments on inventory and biological assets, which are required by IFRS.

•Adjusted EBITDA is calculated as net income (loss) from continuing operations excluding income tax expense (recovery), other income (expenses), share-based compensation, depreciation and amortization, acquisition costs, changes in fair value of inventory sold, inventory impairment adjustments, changes in fair value of biological assets, costs related to our business transformation, out-of-period adjustments, non-recurring items and costs related to business operations focused on developing international markets prior to commercialization. Adjusted EBITDA is intended to provide a proxy for the Company’s operating cash flow and is widely used by industry analysts to compare Aurora to its competitors, and derive expectations of future financial performance for Aurora, and excludes out-of-period adjustments that are not reflective of current operating results.

•Management believes that working capital is an important liquidity measure and is defined as current assets less current liabilities as stated on the Company’s Consolidated Statements of Financial Position.

•Management believes that free cash flow presents meaningful information regarding the amount of cash flow required to maintain and organically grow the Company’s business and is an important liquidity measure.

•Adjusted SG&A is defined as SG&A, less business transformation, non-recurring, market development and out-of-period costs. Management believes this measure provides useful information to assess the recurring costs of our operations.

Non-GAAP Measures should be considered together with other data prepared in accordance with IFRS to enable investors to evaluate the Company’s operating results, underlying performance and prospects in a manner similar to Aurora’s management. Accordingly, these Non-GAAP Measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with IFRS.


24 \| AURORA CANNABIS INC.			Q2 2025 MD&A

1 Form 52-109F2 Certification of Interim Filings Full Certificate I, Miguel Martin, Chief Executive Officer of Aurora Cannabis Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Aurora Cannabis Inc. (the “issuer”) for the interim period ended September 30, 2024. 2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. 3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. 4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer. 5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings (a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that (i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and (ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and (b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. 5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework (COSO Framework 2013) published by The Committee of Sponsoring Organization of the Treadway Commission (COSO). 5.2 ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period:

2 (a) a description of the material weakness; (b) the impact of the material weakness on the issuer’s financial reporting and its ICFR; and (c) the issuer’s current plans, if any, or any actions already undertaken, for remediating the material weakness. 5.3 Limitation on scope of design: N/A 6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2024 and ended on September 30, 2024 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. Date: November 06, 2024 /s/ Miguel Martin Miguel Martin Chief Executive Officer

1 Form 52-109F2 Certification of Interim Filings Full Certificate I, Simona King, Chief Financial Officer of Aurora Cannabis Inc., certify the following: 1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Aurora Cannabis Inc. (the “issuer”) for the interim period ended September 30, 2024. 2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. 3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. 4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer. 5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings (a) designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that (i) material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and (ii) information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and (b) designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. 5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control – Integrated Framework (COSO Framework 2013) published by The Committee of Sponsoring Organization of the Treadway Commission (COSO). 5.2 ICFR – material weakness relating to design: The issuer has disclosed in its interim MD&A for each material weakness relating to design existing at the end of the interim period:

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ACB Aurora Cannabis Inc