8-K: TILT Holdings Faces Delisting Amid CCAA Protection

TILT Holdings Inc. announced its common shares were suspended from trading and will be delisted from Cboe Canada and OTCID following an initial order for creditor protection.

Summary

• TILT Holdings Inc. received an initial order granting protection under the Companies Creditors Arrangement Act (CCAA) from the Supreme Court of British Columbia on November 7, 2025.
• Cboe Canada Inc. (Cboe) notified the Company on November 7, 2025, that trading in its common shares was suspended as of that date.
• The Company's securities were also halted from quotation on the OTCID marketplace operated by OTC Markets Group, Inc. on November 7, 2025.
• Cboe stated that the common shares will be officially delisted as of November 18, 2025.
• There is no assurance the suspension will be lifted prior to delisting.

Sentiment

Score: 2

Explanation: The filing indicates severe financial distress, including seeking creditor protection and facing delisting from major exchanges, which are highly negative events for shareholders and the company's public standing. The only minor positive is a subsidiary's medical device certification, which is heavily overshadowed.

Positives

• Jupiter Research LLC, a wholly-owned subsidiary, recently received EU medical device certification for Europe's first handheld liquid inhalation device.

Negatives

• Suspension of trading in common shares on Cboe Canada as of November 7, 2025.
• Halting of quotation on the OTCID marketplace as of November 7, 2025.
• Official delisting of common shares from Cboe Canada as of November 18, 2025.
• The Company has sought protection under the Companies Creditors Arrangement Act (CCAA).

Risks

• No assurance that the suspension of trading will be lifted prior to the delisting.
• Ability to find a permanent successor executive.
• Impact of the announcement of the leadership change on TILT's stock, performance, operations, results of operations, employees, suppliers, and customers.
• Ability to successfully work through the leadership transition.
• Ability to execute on its business optimization strategy, capital preservation, cash generation, and reductions in corporate overhead and headcount and re-alignment of its business.
• Risks described under the heading Item 1A Risk Factors in the Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and other subsequent reports filed by TILT with the United States Securities and Exchange Commission and on SEDAR+.

Future Outlook

The Company plans to restructure and refinance its senior notes and indebtedness under its credit agreement, reestablish Jupiter Research, and complete a comprehensive restructuring. It also plans to complete a new debtor-in-possession credit facility and a new replacement senior secured credit facility. The future delisting of common shares on Cboe Canada Exchange and OTCID is expected.

Management Comments

• TILT Holdings Inc. (TILT or the Company) (Cboe CA: TILT) (OTCID: TLLTF), a global provider of cannabis business solutions including inhalation technologies, cultivation, manufacturing, processing, brand development and retail, announced that, following its announcement on November 7, 2025 that the Supreme Court of British Columbia had issued an initial order granting the Company protection under the Companies Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended., trading in the securities of TILT were suspended.

Industry Context

The cannabis industry is subject to complex regulatory environments and capital market challenges, particularly for companies operating across different jurisdictions. TILT's situation highlights the financial pressures and operational complexities faced by some players in this evolving sector, especially those undergoing restructuring.

Legal Proceedings

• Supreme Court of British Columbia issued an initial order granting the Company protection under the Companies Creditors Arrangement Act (CCAA), R.S.C. 1985, c. C-36, as amended.

Stakeholder Impact

• Shareholders: Significant negative impact due to suspension of trading, halting of quotation, and impending delisting, leading to severely reduced liquidity and potential loss of investment value.
• Creditors: The Company is operating under creditor protection (CCAA), indicating potential restructuring of debt obligations.
• Employees: Potential impact from "reductions in corporate overhead and headcount and re-alignment of its business" as part of the restructuring.

Next Steps

• Restructure and refinance senior notes and indebtedness under the credit agreement.
• Reestablish Jupiter Research.
• Complete a comprehensive restructuring process, including the implementation of a plan.
• Complete a new debtor-in-possession credit facility.
• Complete a new replacement senior secured credit facility.

Key Dates

Recommendation

The company is under creditor protection (CCAA), its shares have been suspended from trading, and it faces imminent delisting from both Cboe Canada and OTCID. These are severe indicators of financial distress and a significant loss of market access and liquidity, making the stock highly speculative and likely to experience further value erosion.

Keywords

Cannabis, TILT Holdings, CCAA, Delisting, Cboe Canada, OTCID, Creditor Protection, Suspension, Jupiter Research, Medical Device, Vaporization, Financial Restructuring