Cronos Group Inc. 10-K

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES. Our common shares are traded on Nasdaq and the TSX under the symbol “CRON.” Holders As of February 25, 2021, there were approximately 71 holders of record of our common shares. This number of holders of record does not represent the actual number of beneficial owners of our common shares because shares are frequently held in “street name” by securities dealers and others for the benefit of individual owners who have the right to vote their shares. Dividends As of the date of this Annual Report, we have not declared any dividends or made any distributions on our common shares. Furthermore, we have no current intention to declare dividends on our common shares in the foreseeable future. Any decision to pay dividends on our common shares in the future will be at the discretion of the Board and will depend on, among other things, our results of operations, current and anticipated cash requirements and surplus, financial condition, any future contractual restrictions and financing agreement covenants, our ability to meet solvency tests imposed by corporate law and other factors that the Board may deem relevant. Securities Authorized for Issuance under Equity Compensation Plans Information concerning securities authorized for issuance under equity compensation plans will be set forth in the Company’s definitive proxy statement for its 2021 Annual Meeting of Shareholders or an amendment to this Annual Report to be filed within 120 days of our fiscal year end. Purchases of Equity Securities by the Issuer and Affiliated Persons None. Recent Sales of Unregistered Securities None. Performance Graph The following performance graph compares the cumulative total shareholder return of our common shares as listed on Nasdaq with the cumulative total return of the S&P 500 Index and two market-weighted indices of publicly traded peers over the 34-month period beginning on February 27, 2018 and ending on December 31, 2020. Because the Company changed the composition of the peer group for 2020 as described below, the peer group used for the corresponding disclosures in 2019 is shown for comparison. The graph assumes that $100 is invested in each of our common shares, the S&P 500 Index, and the indices of publicly traded peers on February 27, 2018 and that all dividends, if applicable, were reinvested. The publicly traded companies in the new peer group are Aphria Inc., Aurora Cannabis Inc., Canopy Growth Corporation, Green Thumb Industries Inc., GW Pharmaceuticals plc, HEXO Corporation, iAnthus Capital Holdings Inc., Organigram Holdings Inc. and Tilray Inc. (the “New Peer Group”). The old peer group also included CannTrust Holdings (the “Old Peer Group”) Inc., which has been excluded from the New Peer Group for the year ended December 31, 2020 because we no longer believe that its business model makes it comparable. Past performance may not be indicative of future performance. 48 Table of Contents Date Cronos Group Inc. S&P 500 2019 Peer Group 2020 Peer Group February 27, 2018 $ 100.00 $ 100.00 $ 100.00 $ 100.00 March 31, 2018 $ 88.32 $ 97.46 $ 104.89 $ 105.16 June 30, 2018 $ 85.56 $ 100.81 $ 115.49 $ 116.33 September 30, 2018 $ 145.93 $ 108.58 $ 170.60 $ 171.08 December 31, 2018 $ 136.35 $ 93.90 $ 88.54 $ 88.91 March 31, 2019 $ 241.86 $ 106.71 $ 135.59 $ 136.03 June 30, 2019 $ 209.71 $ 111.31 $ 118.11 $ 119.12 September 30, 2019 $ 118.77 $ 113.20 $ 68.69 $ 70.14 December 31, 2019 $ 100.66 $ 123.46 $ 56.31 $ 57.49 March 31, 2020 $ 74.41 $ 99.27 $ 35.98 $ 36.71 June 30, 2020 $ 78.87 $ 119.66 $ 44.09 $ 45.19 September 30, 2020 $ 65.75 $ 130.35 $ 37.58 $ 38.52 December 31, 2020 $ 91.08 $ 146.18 $ 60.28 $ 61.88 *$100 invested on 2/27/18 in stock or 2/28/18 in index, including reinvestment of dividends. Fiscal year ending December 31. Copyright© 2021 Standard & Poor’s, a division of S&P Global. All rights reserved. 49 Table of Contents Because Cronos Group’s common shares are also traded on the TSX, we are providing additional information in order to enhance the reader’s understanding of our trading history. The following performance graph compares the cumulative total shareholder return of our common shares as listed on the TSX with the cumulative total return of the S&P 500 Index, the New Peer Group and the Old Peer Group over the five-year period beginning on December 31, 2015 and ending on December 31, 2020. The graph assumes that $100 is invested in each of our common shares, the S&P 500 Index, and the indices of the New Peer Group and Old Peer Group and that all dividends, if applicable, were reinvested. Past performance may not be indicative of future performance. Date Cronos Group Inc. S&P 500 2019 Peer Group 2020 Peer Group December 31, 2015 $ 100.00 $ 100.00 $ 100.00 $ 100.00 December 31, 2016 $ 469.84 $ 111.96 $ 189.24 $ 189.24 December 31, 2017 $ 3,092.06 $ 136.40 $ 410.21 $ 410.21 December 31, 2018 $ 4,565.08 $ 130.42 $ 328.76 $ 331.43 December 31, 2019 $ 3,165.08 $ 171.49 $ 207.65 $ 212.29 December 31, 2020 $ 2,806.35 $ 203.04 $ 220.55 $ 226.81 *$100 invested on 12/31/15 in stock or index, including reinvestment of dividends. Fiscal year ending December 31. Copyright© 2021 Standard & Poor’s, a division of S&P Global. All rights reserved. Share Information As of February 25, 2021 Issued and outstanding shares Common shares 360,258,680 Potentially issuable shares Stock options 13,749,800 Warrants 7,987,354 Restricted stock units 948,357 Altria Warrant 80,056,296 Exercisable Top-up Rights 3,557,226 Total potentially issuable shares 106,299,033 Total outstanding and potentially issuable shares 466,557,713 50 Table of Contents ITEM 6. Selected Financial Data Omitted.