MANAGEMENT'S DISCUSSION AND ANALYSIS
FOR THE FIRST QUARTER ENDED MARCH 28, 2026
GREENFIRST FOREST PRODUCTS INC.
Dated: May 5, 2026
Table of Contents
Page
Background 2
Forward-Looking Statements 2
Our Sustainable Business and Strategy 3
Recent Business Highlights 4
GreenFirst's Capital Allocation 4
Strategic Advantage 5
Economic Outlook 6
Financial Highlights 7
Non-GAAP Measures 8
Results of Operations 9
Selected Financial Information 13
Capital Resources and Liquidity 13
Contractual Obligations 16
Off Balance Sheet Arrangements 17
Related Party Transactions 17
Risks and Uncertainties 18
Use of Estimates and Judgments 18
Financial Instruments and Risk Management 19
21
Disclosure Controls and Procedures and Internal Control Over Financial Reporting
Commitments and Contingencies 21
Subsequent Events 22
Share Data Information 22
Background
This Management's Discussion and Analysis ("MD&A") provides information on GreenFirst Forest Products Inc. ("GreenFirst", the "Company", "we", "us", "our" or similar terms referring to GreenFirst) and should be read in conjunction with the Company's unaudited condensed consolidated interim financial statements and notes thereto for the first quarter ended March 28, 2026 ("Financial Statements"), which have been prepared in accordance and in compliance with International Accounting Standards ("IAS 34"), Interim Financial Reporting, as issued by the International Accounting Standards Board. The Financial Statements do not include all the information required for full annual financial statements and should be read in conjunction with the annual consolidated financial statements for the year ended December 31, 2025, which have been prepared in accordance with IFRS® Accounting Standards ("IFRS"), as issued by the IASB. The Financial Statements follow the same accounting policies as described in the consolidated financial statements for the year ended December 31, 2025. This MD&A should also be read in conjunction with the Company's Annual Financial Statements and the Annual Management's Discussion and Analysis for the year ended December 31, 2025 ("Annual MD&A"). This MD&A has been prepared as of May 5, 2026, and has been approved by the Company's Board of Directors.
In this MD&A, the Company uses a number of performance measures and indicators to monitor and analyze the financial results that do not have standardized meanings prescribed by IFRS and therefore may not be comparable to similar performance measures and indicators used by other issuers. Please refer to the "Non-GAAP Measures" section of this MD&A for details. All figures are stated in Canadian dollars, unless otherwise noted, and all references to "USD" or "US$" are to the United States dollar.
Forward-Looking Statements
This MD&A has been prepared taking into consideration information available as at May 5, 2026, and contains forward-looking information within the meaning of applicable securities laws. Forward-looking information includes statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as "may", "will", "anticipate", "believe", "estimate", "expect", "intend", or similar expressions suggesting future outcomes.
All statements in this MD&A other than statements of historical fact may be considered forward-looking statements, including statements regarding market conditions, duties and tariffs, liquidity, operating performance, capital expenditures, and the Company's strategic and operational plans. These forward-looking statements are based on management's current expectations, estimates, projections, beliefs and assumptions, including assumptions based on information currently available to management and management's exercise of business judgment.
Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those expressed or implied by the forward-looking statements contained in the MD&A. Readers are cautioned not to place undue reliance on forward-looking statements. These risks and uncertainties are described in this MD&A and in the Company's other filings with Canadian securities regulatory authorities.
Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ materially from those expressed or implied by the forward-looking statements contained in this MD&A.
Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, no assurance can be given that these expectations will prove to be correct.
Forward-looking statements contained in this MD&A are made as of the date of this MD&A, and the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable securities laws.
A more comprehensive discussion of the factors that could affect the Company's future results, including risk factors related to forward-looking statements, can be found in the Company's Annual Information Form dated March 25, 2026, available at https://www.sedarplus.com.
Sustainable Business, Strategy and Market Context
GreenFirst operates four sawmills and holds timber licenses for Crown forests in Ontario that provide access to renewable and stable supply of fibre. Headquartered in North Bay, with a regional office in Timmins, the Company maintains strong connections with the communities in which it serves.
GreenFirst's long-term vision is to expand its operations in the lumber sector and establish itself as the leading lumber producer in Ontario. The Company's strategy is grounded in sustainable and responsible forest management practices that support both environmental stewardship and long-term value creation. By leveraging the carbon-storing attributes of wood products, GreenFirst believes it is well positioned to navigate cyclical market conditions and benefit from the growing demand for sustainable building materials.
The Company seeks to maximize value through a focus on operational excellence, strong financial performance, a culture of safety, and disciplined cost management. Recognizing the inherent cyclicality of lumber markets, GreenFirst remains committed to maintaining financial discipline and prudent capital allocation. This approach supports a resilient balance sheet and adequate liquidity while enabling the Company to pursue strategic investments that enhance long-term competitiveness.
GreenFirst is investing strategically in its Ontario operations to improve productivity, increase capacity, and reduce production costs. These initiatives include targeted capital projects and operational improvements aimed at achieving top-quartile performance within the North American lumber industry. The Company expects these initiatives to support increased lumber production from its Ontario sawmills over time through continuous improvement and strategic upgrades.
GreenFirst's operations are influenced by industry-wide seasonal patterns. Logging activities are typically constrained in winter due to frozen or snow-covered terrain, while spring thaw can limit access to certain forest areas. These seasonal factors affect fibre harvesting, production schedules, inventory levels, and cash flows. Production and delivery schedules are adjusted throughout the year to align with log availability and customer demand, while also accounting for broader market conditions, including lumber pricing, US housing starts, and construction activity. By incorporating seasonal dynamics into operational planning and cash flow forecasting, GreenFirst maintains stable production, efficiently manages inventory, and ensures liquidity throughout the year.
GreenFirst's operations benefit from annual allowable harvest rights in Ontario, a stable and well-regulated jurisdiction that provides a reliable source of fibre supply. Sustainability is central to the operating model. The Company maintains certification under the Forest Stewardship Council® (FSC®) framework, promoting responsible forest management and adherence to recognized environmental and social standards. GreenFirst is committed to maintaining forest sustainability, supporting biodiversity, and improving energy efficiency while maximizing fibre utilization.
GreenFirst also recognizes the climate benefits of wood products. Lumber stores carbon absorbed during tree growth, making it a carbon-negative building material over its life cycle. Compared with alternative materials, such as steel or concrete, lumber requires less energy to produce, transport, and process, resulting in lower overall carbon emissions. By using wood by-products, including chips and residual fibre for energy, the Company further supports net-zero carbon operations where feasible, contributing to climate change mitigation while providing sustainable building solutions.
Employees are fundamental to GreenFirst's success, and the Company prioritizes a safe and inclusive workplace. It also values longstanding relationships with Indigenous communities and local stakeholders, supporting responsible engagement and mutual economic development.
With a strong asset base, access to sustainable fibre, and a focus on operational improvement, disciplined capital allocation, and seasonal operational planning, GreenFirst is well positioned to respond to market volatility, capture growth opportunities, and deliver long-term shareholder value while promoting sustainable forest management and community development.
Recent Business Highlights
Term Loan of $30 Million Under Federal Softwood Lumber ProgramOn January 21, 2026, the Company announced it entered into a $30 million term loan under the Softwood Lumber Program announced by the Government of Canada ("SLP Term Loan). The financing, arranged with the Company's banking partner, is intended to support liquidity and ongoing operations amid continued market volatility in the North American lumber sector.
GreenFirst's Capital Allocation
As of May 5, 2026, the Company has total debt outstanding of $73.3 million, comprised of $33.5 million under the revolving portion of the existing Credit Facility, $30.0 million under the non-revolving portion (SLP Term Loan) and $9.8 million under the equipment financing portion.
During the first quarter ended March 28, 2026, the Company made net debt drawdowns of $10.0 million, under the revolving portion of the Credit Facility and $30.0 million under the SLP Term Loan.
GreenFirst's approach to capital management is designed to support long-term value creation, operational resilience, and investor confidence. Effective capital allocation and financial discipline are particularly important given the cyclical nature of commodity markets and the forestry sector. Key objectives of the Company's capital strategy include:
Maintaining a strong financial position and liquidity through commodity price cycles.
Improving the Company's cost structure and supporting access to growth capital.
Ensuring compliance with debt agreements and preserving financial flexibility.
The Company defines capital as the sum of net debt and shareholders' equity. This provides management with a clear view of the resources available to support operations and strategic initiatives. Maintaining an appropriate balance between debt and equity enables GreenFirst to respond quickly to opportunities or challenges, while minimizing financial risk.
Seasonality is an important consideration in capital planning. Harvesting operations require significant working capital in the first quarter to build up log inventory ahead of the primary production season. This front-loaded capital demand is incorporated into liquidity planning to ensure operational needs are met without compromising financial stability.
GreenFirst maintains a disciplined and long-term approach to capital allocation. Strategic investments in Ontario sawmills and forest operations are focused on enhancing productivity, expanding capacity, and reducing costs. By prioritizing projects with strong returns and maintaining fiscal prudence, the Company strengthens its competitive position while navigating industry volatility. This capital strategy supports GreenFirst's broader objectives of sustainable growth and responsible value creation for shareholders.
As at | March 28, 2026 |
Total debt outstanding1 | $ 68,116 |
Less: cash and cash equivalents | (6,516) |
Net debt | 61,600 |
Shareholders' equity | 40,223 |
Total capital | $ 101,823 |
1.Total debt outstanding consists of the carrying amounts of the Company's credit facilities. | |
Strategic Advantages |
In addition to its prudent financial position, GreenFirst benefits from several core assets and structural advantages that support its long-term strategy and competitive position:
Strategically Located Ontario Sawmills
GreenFirst operates four sawmills in Ontario with over 525 million board feet of annualized lumber production capacity. Through targeted capital investments and productivity improvements, the Company believes its facilities in Chapleau, Cochrane, Hearst and Kapuskasing have the potential to increase annual production volumes in the coming years.
Secure Fibre Supply
The Company benefits from approximately 2.5 million cubic metres of annual allowable harvest rights in Ontario. As fibre availability declines in other regions of Canada, this secured fibre basket provides GreenFirst with a competitive advantage in a stable, business-friendly jurisdiction.
Tax Attributes
GreenFirst has available non-capital tax loss carryforwards of $203.6 million that may be used to offset future taxable income.
Established Customer Relationships
The Company maintains long-standing relationships with leading companies in the home improvement sector, supporting stable market access and long-term customer partnerships.
Economic Outlook
The outlook for the North American lumber industry reflects ongoing macroeconomic uncertainty, but long-term demand fundamentals remain supportive. Lumber demand is closely tied to residential construction activity in the United States, the primary end market for Canadian softwood lumber producers. Inflationary pressures have moderated, and interest rates may gradually ease. However, housing affordability challenges and broader economic uncertainty continue to weigh on near-term activity. Recent geopolitical tensions in the Middle East, including the ongoing conflict involving Iran and the United States, have contributed to increased volatility in global energy markets and heightened macroeconomic uncertainty. Elevated and potentially volatile energy prices may place upward pressure on transportation and input costs, while also contributing to broader inflationary pressures that could further impact consumer demand and housing affordability. As a result, demand for lumber products may remain below mid-cycle levels. Still, improving financial conditions could support a gradual recovery in residential construction, repair, and renovation activity over time.
U.S. housing starts are widely viewed as a key indicator of lumber demand. Industry participants generally consider annual housing starts of approximately 1.4 to 1.6 million units to represent normalized long-term demand levels. Recently, housing starts have remained below these levels due to higher mortgage rates and affordability constraints. In addition to new construction, repair and renovation activity represents a significant portion of lumber demand. Historically, it has accounted for around 40-45% of total wood products consumption. Demand in this segment tends to be more stable than new construction and can help partially offset cyclical fluctuations in housing starts.
Despite near-term uncertainties, the longer-term demand outlook for lumber remains supported by structural housing market dynamics. The United States continues to face a significant housing supply deficit. Combined with an aging housing stock and demographic-driven household formation, these factors are expected to support demand for wood products over the longer term. Nonetheless, housing activity and lumber demand are likely to remain sensitive to changes in mortgage rates, employment levels, and overall economic conditions.
On the supply side, the North American lumber industry faces structural pressures related to timber availability, regulatory harvest limits, and wildfire impacts, particularly in Western Canada and in the Province of Quebec. These factors have contributed to permanent mill closures, production curtailments, and reduced harvesting levels across parts of the industry. Several producers have adjusted operating plans and curtailed production in response to weak market conditions and ongoing economic uncertainty. This reflects a disciplined approach to balancing supply with demand. While many supply constraints are concentrated in Western provinces, broader fibre availability and transportation dynamics can mainly influence the Canadian lumber supply chain more broadly. Fibre supply conditions vary by region. Certain jurisdictions, including Ontario where GreenFirst operates, continue to maintain relatively stable timber availability. This supports operational continuity and supply reliability.
Labour availability, transportation constraints, energy costs, and inflationary pressures continue to influence operating costs across the forestry sector. These factors, combined with tight fibre supply in certain regions, may affect production levels and margins. At the same time, ongoing investments in mill modernization, automation, and process optimization are enabling producers to improve operating efficiency and enhance long-term competitiveness.
Canadian softwood lumber exports to the United States continue to be subject to anti-dumping and countervailing duties under the longstanding Canada-U.S. softwood lumber trade dispute. These duties, together with other potential trade measures and currency fluctuations, influence the competitive dynamics and profitability of Canadian lumber producers. The magnitude and timing of future duty rate adjustments or additional trade actions remain uncertain.
Environmental sustainability and responsible forest management remain important considerations for the industry. Wood products are increasingly recognized as a renewable building material that stores carbon and supports lower-emission construction. Companies that maintain strong environmental practices and sustainable forest management certifications are increasingly well positioned to meet evolving regulatory, investor, and customer expectations.
Lumber markets have historically been characterized by significant price volatility. This reflects the cyclical nature of residential construction activity, changing economic conditions, and shifts in supply and demand across the global wood products industry. Lumber prices can fluctuate materially over short periods in response to housing starts, interest rates, industry production levels, inventory levels throughout the supply chain, and broader macroeconomic developments. As a result, producers often adjust production levels and operating plans to manage inventories and maintain operational efficiency.
Overall, the industry continues to face cyclical and macroeconomic challenges, including housing affordability pressures, trade policy uncertainty, and supply constraints. However, the long-term outlook for lumber demand remains supported by structural housing needs, population growth, and the increasing use of wood as a sustainable building material. GreenFirst's stable Ontario fibre supply, strategic mill locations, sustainable operations, and ongoing investments in operational efficiency position the Company to navigate cyclical market conditions, enhance resilience, and create long-term value for stakeholders.
Actual market conditions may differ materially from current expectations due to changes in economic conditions, housing demand, trade policies, or other factors affecting the global wood products industry.
Financial Highlights
The following selected financial information is recalculated or derived from the Company's unaudited financial statements for the quarter ended March 28, 2026 and March 29, 2025, and from the Company's audited consolidated financial statements for the year ended December 31, 2025. The Company has recalculated the figures for the fourth quarter ended December 31, 2025 utilizing the Company's audited consolidated financial statement for the year ended December 31, 2025 and unaudited condensed consolidated financial statement for the three quarters ended September 27, 2025:
For the quarter ended | March 28, 2026 | December 31, 2025 | March 29, 2025 |
Net sales(2) | 60,621 | 76,949 | 71,830 |
Operating (loss) income | (18,999) | (34,816) | 1,411 |
Net (loss) income | (20,678) | (32,788) | 920 |
Basic (loss) earnings per share | (0.89) | (1.43) | 0.04 |
Diluted (loss) earnings per share | (0.89) | (1.43) | 0.04 |
Adjusted EBITDA(1) | (15,140) | (21,661) | 5,060 |
As at | March 28, 2026 | December 31, 2025 | |
Total assets | $ 219,528 | $ 189,825 | |
Total liabilities | 179,305 | 129,204 | |
Total shareholders' equity | 40,223 | 60,621 |
1Adjusted EBITDA is a Non-GAAP measure and does not have standardized meaning under GAAP or IFRS. As a result, it may not be comparable to information presented by other companies. For an explanation and reconciliation of Adjusted EBITDA to related comparable financial information presented in the Financial Statements prepared in accordance with IFRS, refer to the Non-GAAP
Measures section in this MD&A.
2Includes net sales to external parties only.
Non-GAAP Measures
EBITDA and Adjusted EBITDA are used by the Company and its investors as a means of assessing the performance of its core operations in comparison to prior periods. EBITDA and Adjusted EBITDA are non-GAAP measures and are not intended to replace net income (loss), or other measures of financial performance and liquidity reported in accordance with IFRS.
References to EBITDA in this document are measures of earnings (loss) before interest and finance costs, income taxes, depreciation and amortization, while references to Adjusted EBITDA reflect EBITDA plus other non-operating costs such as impact of valuation changes on the Company's investments, loss on sale of assets and other non-operating losses. Management believes that certain lenders, investors, and analysts use EBITDA and Adjusted EBITDA as a common valuation measurement and to measure the Company's ability to service debt and meet other payment obligations.
Management has utilized net debt and net debt to invested capital as key indicators to monitor the Company's debt levels and overall leverage. Net debt is defined as borrowings under the Company's credit facilities and term loans, less cash and cash equivalents. Invested capital is calculated as the sum of net debt and shareholders' equity.
These measures are non-GAAP financial measures and do not have standardized meanings prescribed by IFRS Accounting Standards. Accordingly, they may not be comparable to similar measures presented by other issuers and should not be considered as a substitute for measures of financial performance and liquidity reported in accordance with IFRS.
Adjusted EBITDAMarch 28,
December 31,
March 29,
For the quarter ended | 2026 | 2025 | 2025 |
Net (loss) income | $ (20,678) $ | (32,788) $ | 920 |
Adjustments: | |||
Finance costs, net | 1,717 | 1,771 | 440 |
Income taxes | 12 | (3,798) | 51 |
Depreciation and amortization | 3,859 | 4,155 | 3,649 |
EBITDA | (15,090) | (30,660) | 5,060 |
Impairment | - | 9,000 | - |
Gain on sale of assets | (50) | (1) | - |
Adjusted EBITDA(1) | $ (15,140) $ | (21,661) $ | 5,060 |
1Adjusted EBITDA is a Non-GAAP measure and does not have standardized meaning under GAAP or IFRS. As a result, it may not be comparable to information presented by other companies. For an explanation and reconciliation of Adjusted EBITDA to related comparable financial information presented in the Financial Statements prepared in accordance with IFRS, refer to the Non-GAAP Measures section in this MD&A.
Net Debt to Invested CapitalAs at
March 28,
2026
December 31,
2025
March 29,
2025
Net debt
Total debt1 | $ 68,116 | $ 28,853 | $ 24,976 |
Cash and cash equivalents | (6,516) | (3,479) | (2,465) |
Net debt | $ 61,600 | $ 25,374 | $ 22,511 |
Invested capital | |||
Net debt | $ 61,600 | $ 25,374 | $ 22,511 |
Shareholders' equity | 40,223 | 60,621 | 147,392 |
Invested capital | $ 101,823 | $ 85,995 | $ 169,903 |
Net debt to invested capital | 60.50 % | 29.51 % | 13.25 % |
1.Total debt outstanding consists of the carrying amounts of the Company's credit facilities.
Net debt to invested capital increased to 60.50% from 29.51% at year-end 2025, primarily reflecting higher net debt balances combined with a reduction in shareholders' equity. The increase in leverage is driven both by higher borrowings and a reduced equity base, resulting in a materially more debt-weighted capital structure compared to prior periods.
Results of Operations for the First Quarter March 28, 2026
Except for the fourth quarter the Company operates on a 13-week fiscal quarter.
The first quarter of 2026 comprises the results of operations from January 1, 2026 through March 28, 2026. The preceding fourth quarter of 2025 covers September 28, 2025 through December 31, 2025. For
comparative purposes, the first quarter of 2025 covers January 1, 2025 through March 29, 2025.
During the first quarter ended March 28, 2026, the Company recorded a net loss $20.7 million (diluted loss per share $0.89). Adjusted EBITDA was negative $15.1 million for the first quarter ended March 28, 2026.
In the preceding fourth quarter of 2025, the Company recorded a net loss of $32.8 million (diluted loss per share of $1.43) with Adjusted EBITDA from of negative $21.7 million.
For the comparative period in 2025, the Company recorded a net income of $0.9 million for the first quarter ended March 29, 2025 (diluted earnings per share of $0.04). Adjusted EBITDA was positive $5.1 million in the first quarter ended March 29, 2025.
First Quarter of 2026 HighlightsFor the first quarter of 2026, the Company reported an operating loss of $19.0 million. This includes a negative contribution of $2.0 million defined as revenues of $60.6 million offset by cost of sales of $62.6 million. The negative contribution primarily reflects a $1.8 million provision for the net realizable value of inventory recorded during the period. The operating loss also includes duties and tariffs paid ($12.1 million), selling, general & administrative expense ($4.4 million) and other operating loss ($0.5 million).
Net sales and shipmentsFor the first quarter ended March 28, 2026, the Company reported net sales of $60.6 million compared to
$76.9 million in the fourth quarter ended December 31, 2025, representing a decrease of approximately 21%. The decline in net sales was primarily driven by lower shipments partially offset by higher realized pricing during the quarter.
The total volume shipped in the first quarter of 2026 was 83.2 million board feet at an average price of
$666 per thousand board feet (mfbm), compared to 108.1 million board feet at $654/mfbm in the fourth quarter of 2025. The increase in realized pricing reflects a more favorable sales mix, partially offset by continued volatility in pricing conditions driven by uncertainty related to U.S. trade policy and tariff developments.
Compared to the first quarter ended March 29, 2025, when net sales were $71.8 million and shipments of
90.0 million board feet, the first quarter of 2026 reflected both lower shipment volumes and lower realized pricing which decreased from $729/mfbm to $666/mfbm.
The lumber industry continues to operate in a challenging demand environment, characterized by soft housing fundamentals and elevated macroeconomic and geopolitical uncertainty. Demand remains constrained by housing affordability pressures linked to higher mortgage rates, as well as elevated lumber inventories across the supply chain. These conditions are further influenced by ongoing trade-related uncertainty, including anti-dumping and countervailing duties, as well as recently implemented Section 232 measures, despite coordinated production curtailments across North American producers.
While U.S. housing starts are expected to improve modestly, construction activity remains below historical averages. Additional constraints, including labour shortages, elevated building costs, adverse weather conditions, and disciplined inventory management by builders and retailers, continue to weigh on near-term demand recovery.
U.S. housing starts were reported at 1.50 million units (SAAR) in March 2026, compared to 1.37 million in December 2025.
Benchmark lumber prices for 2x4 2&better random length and studs delivered to the Great Lakes region averaged approximately US$565/mfbm and US$475/mfbm, respectively, during the quarter. For the second quarter of 2026 to date, prices have strengthened modestly, averaging approximately US$603/ mfbm and US$523/mfbm, respectively.
Manufacturing and ProductionCost of sales includes labour, materials costs (including logs), consumables, energy costs, other costs directly attributable to inventory production. as well as freight, and depreciation.
For the first quarter ended March 28, 2026, the Company reported cost of sales of $62.6 million compared to $86.0 million in the fourth quarter ended December 31, 2025, representing a decrease of approximately 27%. This decrease was primarily due to lower shipment volumes, partially offset by higher per unit production costs associated with reduced operating leverage and planned downtime. Cost of sales in the quarter also included a $1.8 million provision for net realizable value adjustments on inventory compared to a $10.2 million provision in the fourth quarter of 2025, primarily reflecting higher log volumes from harvesting activities during the first quarter of 2026 and higher unit costs resulting from reduced operating throughput and lower absorption of fixed costs across the mill network. This is offset by slight increases in benchmark lumber prices.
Shipments totaled 83.2 million board feet, compared to 108.1 million board feet in the prior quarter, while production volumes decreased modestly to 90.7 million board feet from 93.1 million board feet. The decline in shipments reflected softer market conditions and lower production impacted by temporary January curtailments, weather-related logistical disruptions across parts of Canada and the northeastern United States, downtime associated with the Chapleau large log line installation, and scheduled maintenance.
Compared to the first quarter ended March 29, 2025, when cost of sales was $60.8 million and production volume was 101.4 million board feet, cost of sales increased in the current quarter despite these lower production and shipment volumes. The increase was primarily driven by the $1.8 million provision for net
realizable value adjustments on inventory, reflecting a decline in benchmark lumber prices, in addition to higher unit costs resulting from reduced operating throughput and lower absorption of fixed costs across the mill network during the period.
Production levels are expected to return to more normalized levels in the second quarter of 2026, with further improvement anticipated in the second half of the year as operating rates stabilize following completion of key capital projects.
Duties and TariffsThe Company's softwood lumber sales to U.S. customers are subject to ADD and CVD as determined by the US DOC. All duties are expensed in profit and loss as incurred. The Company records duties at the cash deposit rate until an Administrative Review by the US DOC is finalized, at which point a new applicable rate is set for each period of review. The difference between the cumulative cash deposits paid and cumulative export duty expense recognized for each period of review is recorded on the balance sheet as export duty deposits receivable or payable.
For the first quarter ended March 28, 2026, the Company expensed duties and tariffs of $12.1 million compared to $15.1 million in the fourth quarter of 2025, reflecting lower shipment volumes partially offset by higher applicable combined duty and tariff rates during the period. The Company was subject to a combined duty rate of 35.16%, which increased to 45.16% effective October 14, 2025 following the implementation of Section 232 tariffs.
Compared to the first quarter ended March 29, 2025, when duties expensed were $5.7 million, the increase reflects higher applicable duty rates in the current period, the introduction of section 232 tariffs, as well as changes in shipment volumes.
Notwithstanding the deposit rates assigned under review, the Company's final liability for ADD and CVD will not be determined until each annual administrative review and related appeals are concluded.
The Company will continue to reassess the duties deposit estimate at each quarter-end by applying the US DOC's methodology to updated sales and cost data as this becomes available. Quarterly revisions to duty deposit may result in a material adjustment to the consolidated statement of (loss) income and comprehensive (loss) income and changes to existing ADD and CVD rates during an Administrative Review may also lead to significant adjustments.
Selling, General and AdministrationThe Company's selling, general and administrative ("SG&A") expenses primarily consist of corporate and administrative personnel costs, consultant and external service fees, IT and infrastructure costs, public-company costs, and other shared back-office expenses.
During the year ended December 31, 2025, the Company identified that certain costs previously capitalized to inventory and subsequently recognized in cost of sales were more appropriately categorized as selling, general and administrative expenses. As a result, a reclassification of $1.2 million was recorded in the first quarter ended March 29, 2025, reducing cost of sales and increasing SG&A expenses by the same amount. This adjustment has no impact on net loss, the statement of cash flows or the statement of changes in shareholders' equity for the first quarter ended March 29, 2025. The adjustment to the March 29, 2025 inventory balance was not material.
For the first quarter ended March 29, 2025 Consolidated statement of loss and comprehensive loss | Previously Reported Adjustment | As Adjusted | |
Cost of sales | $ (62,072) $ | 1,223 $ | (60,849) |
Selling, general and administrative expenses | (2,589) | (1,223) | (3,812) |
For the first quarter ended March 28, 2026, SG&A expenses were $4.4 million compared to $3.8 million in the first quarter ended March 29, 2025 representing an increase of approximately 15%. This increase was primarily driven by higher corporate and administrative costs, including increased information technology and infrastructure related expenses.
Other Operating Income (Loss)Other operating income (loss) primarily reflects the impact of foreign exchange on the Company's US dollar-denominated net working capital. As the Company sells a substantial portion of its products to U.S. customers, these sales are denominated in US dollars.
For the first quarter ended March 28, 2026, the Company reported other operating loss of $0.5 million, driven by realized and unrealized foreign exchange losses resulting from the strengthening of the Canadian dollar compared to the US dollar.
In the comparative period, the Company reported other operating loss of $0.03 million for the first quarter ended March 29, 2025.
Net Finance Costs, NetNet finance costs, net primarily includes interest on the Company's Credit Facility, including amortization of deferred financing costs, as well as bank charges, net interest on pension assets and liabilities, interest related to duties deposits and payables, and accretion expense on lease liabilities and decommissioning obligations.
For the first quarter ended March 28, 2026, the Company recorded net finance costs of $1.7 million. In comparison, for the first quarter ended March 29, 2025, the Company recorded net finance costs of $0.4 million.
The increase in net finance costs in 2026 was due to interest expenses on its duties payables related to underpayments arising from the Sixth Administrative Review for 2023 duties. The increase also reflects additional interest expense associated to the SLP Term Loan entered into during the quarter.
Deferred Tax ExpenseFor the first quarter ended March 28, 2026, the Company recorded a deferred tax expense of $0.01 million. A substantial portion of which was driven by deferred tax recoveries on other comprehensive losses related to the Company's pension plans during period.
Selected Financial Information - Quarterly Highlights
The following table presents selected financial information related to the Company's eight most recent completed fiscal quarters (in thousands of Canadian dollars, except per share amounts and certain operating metrics):
Q1 2026 | Q4 2025 | Q3 2025 | Q2 2025 | Q1 2025 | Q4 2024 | Q3 2024 | Q2 2024 |
Net sales from continuing operations 60,621 | 76,949 | 70,230 | 84,538 | 71,830 | 69,948 | 70,806 | 69,650 |
Net (loss) earnings from continuing operations (20,678) | (32,788) | (57,383) | (9,593) | 920 | (26,647) | 14,822 | (9,946) |
Net (loss) earnings from discontinued operations - | - | - | - | - | (1,382) | (5,987) | (4,583) |
Basic (loss) earnings per share from | |||||||
continuing operations (0.89) | (1.43) | (2.54) | (0.42) | 0.04 | (1.39) | 0.83 | (0.56) |
Basic earnings (loss) per share from | |||||||
discontinued operations - | - | - | - | - | (0.07) | (0.34) | (0.26) |
Diluted (loss) earnings per share from | |||||||
continuing operations (0.89) | (1.43) | (2.54) | (0.42) | 0.04 | (1.39) | 0.81 | (0.56) |
Diluted (loss) earnings per share from | |||||||
discontinued operations - | - | - | - | - | (0.07) | (0.34) | (0.26) |
Operating metrics
Lumber Sales Volume (MFBM) fromcontinuing operations(2) | 83,172 | 108,108 | 93,339 | 109,726 | 90,034 | 93,489 | 105,904 | 102,191 |
Lumber Produced (MFBM) from | ||||||||
continuing operations(2) | 90,661 | 93,117 | 90,769 | 115,766 | 101,419 | 102,947 | 94,882 | 112,375 |
Lumber - Average Selling Price (C$/ | ||||||||
MFBM)(1)(2) | 666 | 654 | 695 | 712 | 729 | 680 | 606 | 627 |
1Average gross price before duties and other deductions.
2Average selling price is not inclusive of sales by-products and logs.
On a sustained basis, the Company's quarterly financial results are impacted by industry-wide seasonality, levels of lumber production, log costs, market prices for lumber, the USD/CAD foreign exchange rate and business-development transactions.
Logging operations are inherently seasonal due to several factors such as weather and ground conditions that vary from winter freezing to spring snowmelt, affecting harvesting schedules, production volumes, and working capital requirements. This seasonal variability, combined with market price fluctuations and foreign exchange movements, can result in significant quarter-to-quarter variations in revenue, cost of sales, and operating results.
Capital Resources and Liquidity
LiquidityAs at March 28, 2026, the Company had $6.5 million in cash on hand compared to $3.5 million at December 31, 2025. In addition, the Company had $14.3 million of excess availability under the revolving Credit Facility (net of $28.0 million drawn and $3.9 million for standby letters of credit) compared to $23.1 million as at December 31, 2025 (net of $18.0 million drawn and $3.9 million for standby letters of credit). The Company also had access to $14.8 million under its equipment financing agreement (December 31, 2025 - $14.1 million) of which $10.2 million was drawn as at March 28, 2026 (December 31, 2025 - $10.9 million). As of the date of this MD&A, the Company had drawdown $33.5 million under the revolving portion of the Credit Facility, $30.0 million under the SLP Term Loan and $9.8 million under the equipment financing portion.
Cash flow for the first quarter ended March 28, 2026During the first quarter ended March 28, 2026, the Company cash balance decreased by $3.0 million, compared to decreases of $25.3 million in the comparable periods of 2025. Ending cash on hand as at March 28, 2026 was a balance of $6.5 million as compared to $2.5 million as at March 29, 2025.
Cash Used in OperationsFor the first quarter ended March 28, 2026, the Company used $35.0 million of cash in operating activities primarily reflecting net investments in inventory driven by seasonal harvesting activities, timing of collections for certain receivables and net losses from operations, partially offset by the extension of certain accounts payables balances.
Cash Used in Investing ActivitiesFor the first quarter ended March 28, 2026, the Company used $0.6 million of cash in investing activities, primarily for property, plant and equipment primarily related to ongoing payments for the completed Chapleau large log line project.
Cash Provided by Financing ActivitiesFor the first quarter ended March 28, 2026, the Company generated $38.6 million of cash from financing related activities, primarily reflecting $30.0 million borrowing from the SLP Term Loan, net drawdown of
$10.0 million on the revolving portion of the Credit Facility, partially offset by $0.7 million in repayments on the equipment term loan.
Capital ResourcesThe Company's objectives in managing capital are to maintain a strong financial position, continuously improve its cost structure, preserve liquidity throughout commodity price cycles, support access to additional capital for expansion and ensure compliance with existing debt agreements. The Company defines capital as the sum of net debt and shareholder's equity.
March 28,
As at | 2026 |
Total debt outstanding1 | $ 68,116 |
Less: cash and cash equivalents | (6,516) |
Net debt | 61,600 |
Shareholders' equity | 40,223 |
Total capital | $ 101,823 |
1.Total debt outstanding consists of the carrying amounts of the Company's credit facilities. |
Capital management is achieved through detailed operating and capital expenditure budgets, supported by with frequent forecasting. Strategic capital expenditure decisions are based on cash flow from operations and, when necessary, the sale of non-core assets to support those expenditures.
The Company's Credit Facility contains restrictive covenants that limit certain actions without the lender's consent and includes a quarterly financial covenant test, including a maximum annual capital expenditure relative to budget, as defined in the Credit Agreement. The Company monitors its performance monthly and adjusts as necessary to remain in compliance.
As at March 28, 2026, the Company also has approximately $203.6 million in non-capital loss carryforwards and nil in capital loss carryforwards available to offset future taxable income and capital gains.
Shareholders' EquityFor the first quarter ended March 28, 2026, shareholders' equity decreased by $20.4 million, compared to December 31, 2025. The change primarily reflects; $20.7 million net loss, other comprehensive income of
$0.03 million related to adjustments in the Company's pension plans, and equity based payments of $0.2 million which increased shareholders' equity.
Credit FacilityDuring the first quarter ended March 28, 2026, the Company made net drawdowns $10.0 million on the revolving portion of its Credit Facility. As at March 28, 2026, the Company had a aggregate net draw of
$10.2 million under the equipment financing portion of the Credit Facility in the form of a term loan. The Equipment Term Loan has a 60-month term, with monthly amortizing repayments of principal and interest.
Borrowings under the facility are based on select strategic capital expenditure projects and the value of existing equipment.
The Company's Credit Facility remains subject to restrictive covenants, including a maximum annual capital expenditure limit relative to budget. Draws under the revolving portion are limited to a prescribed percentage of accounts receivable and inventory carrying value, less applicable reserves. As at March 28, 2026, the Company was in compliance with all covenants under the Credit Facility.
Under the amended and restated credit agreement, the Company's maximum borrowing capacity under the revolving portion of the Credit Facility is $60.0 million (December 31, 2025 - $60.0 million) and under the equipment financing portion is $25.0 million (December 31, 2025 - $25.0 million).
During the first quarter ended March 28, 2026, the Company amortized $1 thousand of deferred financing costs related to the Credit Facility (March 29, 2025 - $1 thousand).
At March 28, 2026, the Company had $17.8 million of standby letters of credit outstanding (December 31, 2025 - $17.6 million) that were backstopped by a third-party financial institution and did not reduce availability under the Credit Facility. In addition, standby letters of credit totaling $3.9 million were issued under the Credit Facility (December 31, 2025 - $3.9 million). Included in these standby letters of credit were $3.9 million (December 31, 2025 - $3.9 million) issued in favor of Kap Paper Inc. As at March 28, 2026, the Company had provided indemnification to the issuing financial institution and therefore these letters of credit reduce availability under the Credit Facility.
Softwood Lumber Program Term LoanDuring the first quarter ended March 28, 2026, the Company entered into a $30.0 million term loan under the Business Development Bank of Canada's Softwood Lumber Program ("SLP Term Loan"). The facility was arranged with the Company's banking partner, as an amendment to the Company's existing Credit Facility and is intended to support liquidity and ongoing operations amid continued volatility in the North American lumber market.
The SLP Term Loan bears an interest rate of Canadian prime + 1.50% and matures on July 1, 2033 with principal repayments required monthly starting August 1, 2028. The SLP Term Loan is supported by Business Development Bank of Canada under it's softwood lumber guarantee program, and is also subject to the same customary covenants noted above in the Company Credit Facility. As at March 28, 2026, the Company was in compliance with all covenants under the SLP Term Loan.
As at March 28, 2026, the Company had drawn $30.0 million (December 31, 2025 - nil) under the SLP Term Loan.
Going ConcernThe Financial Statements have been prepared on a going concern basis, which assumes that the Company will continue in operation for the foreseeable future and will realize its assets and discharge its liabilities in the normal course of business.
For the first quarter ended March 28, 2026, the Company reported a net loss of $20.7 million and cash used in operating activities of $35.0 million. As at March 28, 2026, the Company had working capital of
$50.1 million, including cash and cash equivalents of $6.5 million. In addition, as at March 28, 2026, availability under the revolving portion of the Credit Facility was $14.3 million (net of $28.0 million drawn and $3.9 million of outstanding letters of credit).
The Company's ability to continue as a going concern is dependent upon its ability to generate sufficient cash flows from operations, obtaining additional financing and to maintain compliance with the terms and financial covenants of its Credit Facility. Cash flows are influenced by several factors, including market prices for lumber, demand for the Company's products, operating performance, productivity improvements, and production and sales volumes.
At the end of each reporting period, management exercises judgment in assessing the Company's ability to continue as a going concern and operate in the normal course by reviewing the Company's performance, resources and future obligations. The Company is also dependent on regional supply and demand dynamics for the sale of its by-products. The financial viability of pulp and paper mills, including their reliance on government assistance, may impact demand or pricing for these by-products. A sustained reduction in demand or pricing for by-products could adversely impact sawmill operations and may result in production curtailments or mill closures.
Uncertainty also exists regarding amended duties and newly imposed tariffs affecting the Canadian softwood lumber market. The timing, magnitude and ultimate impact of such duties and tariffs on the Company's operating results and cash flows remain uncertain and are outside the Company's control.
Management also considered the duties liability recognized in connection with the U.S. Department of Commerce's final determination of the Sixth Administrative Review ("AR6"). As at March 28, 2026, the Company recorded export duties and related interest totaling $41.5 million based on the final AR6 rate. Cash deposits related to these duties are held in trust by the U.S. Department of Commerce. The ultimate amount of countervailing and anti-dumping duties payable will not be determined until the completion of future administrative reviews and any appeals. The Company reassesses the duties liability at each reporting date using the prescribed methodology and updated sales and cost information.
These conditions indicate the existence of material uncertainties that may cast significant doubt upon the Company's ability to continue as a going concern.
In the prior quarter and during the first quarter ended March 28, 2026, the Company strengthened its liquidity and financial flexibility through the realization of a $10.7 million pension surplus, continued support from Export Development Canada on certain lines of credit, and $30.0 million of financing under the Federal Softwood Lumber Program. While these actions provide additional liquidity, they do not eliminate the underlying uncertainties related to market and operational risks.
Management has prepared cash flow forecasts for the twelve months following March 28, 2026, based on assumptions regarding lumber prices, duty and tariff rates, operating costs, production and sales volumes consistent with recent operating levels and additional financing. While management believes the assumptions used are reasonable, they are subject to significant estimation uncertainty. Based on these forecasts, management expects that the Company will have sufficient liquidity, including available borrowing capacity under its Credit Facility and future financing, to fund its operations and meet its obligations as they become due for at least the next twelve months.
These Financial Statements do not include adjustments to the carrying amounts or classifications of assets and liabilities, or related expenses, that would be necessary if the Company were unable to continue as a going concern. Such adjustments could be material.
Contractual Obligations
The estimated cash payments (undiscounted) due in respect of contractual and legal obligations including debt principal payments and capital commitments for the periods ending March 29 are summarized as follows:
2031 and
2027 | 2028 | 2029 | 2030 | beyond | Total | |
Accounts payable and accrued | ||||||
liabilities | $ 44,329 | $ - | $ - | $ - | $ - | $ 44,329 |
Other liabilities, excl. leases | 15,075 | - | - | - | 8,322 | 23,397 |
Lease liabilities | 1,574 | 1,436 | 873 | 844 | 2,980 | 7,707 |
Long term debt | 3,100 | 3,347 | 35,466 | 6,203 | 20,000 | 68,116 |
Total | $ 64,078 | $ 4,783 | $ 36,339 | $ 7,047 | $ 31,302 | $ 143,549 |
As at March 28, 2026, the Company's pension plan assets amounted to $0.6 million (December 31, 2025
- $0.7 million). The Company also recorded liabilities of $2.9 million (December 31, 2025 - $2.9 million) related to post-retirement obligations and pension plans.
During the first quarter ended March 28, 2026, the Company recognized $0.03 million of remeasurement income, net of tax (March 29, 2025 - loss, net of tax $0.1 million) related to its pension plans in other comprehensive income (loss).
Off Balance Sheet Arrangements
As of March 28, 2026, the Company had $3.9 million (March 29, 2025 - $5.4 million) of outstanding letters of credit backed by a reserve against the revolving portion of the Company's Credit Facility, which reduces the maximum availability for borrowing. Additionally, the Company had $17.8 million (March 29, 2025 - $8.6 million) of outstanding letters of credit backstopped by a third party, which do not impact the amounts available under the Credit Facility.
The Company also had surety bonds of $1.7 million outstanding as of March 28, 2026. These bonds support the Ontario Ministry of the Environment for access to certain waste disposal sites.
Related Party Transactions
Key management personnel compensationThe Company's key management personnel is comprised of its Board of Directors and members of the senior leadership team. Compensation for key management personnel consists of the following:
For the first quarter ended | March 28, 2026 | March 29, 2025 |
Salaries, benefits and fees | $ 321 | $ 321 |
Equity-based compensation(1) | 207 | 313 |
Total | $ 528 | $ 634 |
(1) Please refer to Note 11 - Equity-based Compensation in the unaudited condensed consolidated financial statement.
Investment in Boreal Carbon CorporationOn November 30, 2021, the Company purchased 1,428,571 common shares in Boreal Carbon Corporation ("Boreal") for $0.5 million. As at March 28, 2026, the investment is valued at $1.1 million. Boreal focuses on acquiring and managing forestry projects in North America to generate carbon credits. The Chairman of GreenFirst is a member of the Boreal board.
During the first quarter ended March 28, 2026, the Company recorded a $0.3 million change in fair value as a result of a return of capital made by Boreal to all shareholders (March 29, 2025 - nil). This investment is accounted for at fair value with changes in fair value recorded in net loss.
Management Services AgreementsCertain directors of the Company, or their related parties, hold positions in other companies over which they have control or significant influence. During the first quarters ended March 28, 2026 and March 29, 2025, some of these companies transacted with the Company. All related party transactions are conducted on terms consistent with those for arm's-length parties and are disclosed in the financial statements. The aggregate value of such transactions is summarized as follows:
March 28, March 29,
For the first quarter ended 2026(1) 2025(1)
Fees incurred for services - officers and companies controlled by
officers 54 52
(1) Includes fees for management services, administrative support, and reimbursement of expenses.
Risks and Uncertainties
An investment in the Company's securities is subject to certain risks and uncertainties that investors should carefully consider. These risks include, but are not limited to, market volatility, regulatory changes, trade duties and tariffs, operational risks, and liquidity constraints.
A comprehensive list of risks and uncertainties to which the Company is exposed can be found in our Annual Information Form dated March 25, 2026 available at https://www.sedarplus.com.
Use of Estimates and Judgments
The preparation of the Financial Statements in accordance with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amount of assets, liabilities, income and expenses and related disclosures at the reporting date. Management also exercises judgment in the process of applying accounting policies.
Estimates are based on management's best knowledge of current events and actions the Company may undertake in the future. 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.
Judgments included in the financial statements are decisions made by Management, based on analysis of relevant information available at the time the decision is made. Judgments relate to the application of accounting policies and decisions applied to the measurement, recognition, and disclosure of financial information.
Information about areas of estimation uncertainty and critical judgments in applying accounting policies, that have the most significant effects on the amounts recognized in the financial statements, are included both below and in the financial statement notes relating to items subject to significant estimation uncertainty and critical judgments
Significant areas requiring estimation and judgment include, but are not limited to:
Inventory valuation, including the assessment of the net realizable value and the determination of production and logging costs, allocation of manufacturing overhead, and calculation of weighted average costs;
Recoverability of trade receivables;
Useful lives of property, plant and equipment and timber licenses;
Impairment of long-lived assets, including the assessment of indicators and the determination of the recoverable amounts;
Measurement of employee future benefit obligations, including discount rates, future compensation increases, and other actuarial assumptions;
Asset retirement obligations, including the estimation of future reclamation and decommissioning costs, timing of settlement, inflation rates, and discount rates used in determining the present value of the obligation;
Measurement and timing of payments related to duties liability;
Assumptions related to going concern.
Actual results may differ from these estimates and assumptions, and such differences could be material. The effects of changes in estimates are recognized prospectively in the period of change and in future periods, as applicable.
Financial Instruments and Risk Management
Except for the Company's investment in Boreal and cash-settled DSUs, the fair value of all other financial instruments approximates the carrying value due to their short-term nature. Long-term debt and the vendor take-back mortgage are recorded at amortized cost based on the amount at initial recognition, less principal payments or receipts respectively, plus cumulative amortization using the effective interest rate method of the difference between initial amount and the maturity amount.
The Company's investment in Boreal is classified as fair value through profit and loss. Level 3 inputs are used to assess the fair value as there is no public available information on Boreal's common shares.
Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the financial instrument and derecognized when contractual rights expire, or obligations extinguished, discharged or cancelled.
Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with IFRS 15, all financial assets are initially measured at fair value adjusted for transaction costs where applicable.
The Company's financial instruments expose it to credit, liquidity, and market risk.
Credit RiskCredit risk is the risk of financial loss to the Company if a customer or counterparty fails to meet its contractual obligations arising primarily from cash deposits and accounts receivable.
The Company's maximum exposure to credit risk attributable to cash deposits as at March 28, 2026 is
$6.5 million (December 31, 2025 - $3.5 million). The Company holds these deposits with a Canadian Schedule 1 financial institution.
The Company's exposure to credit risk with respect to accounts receivable is dependent upon individual characteristics of each customer. Each new customer is assessed for creditworthiness before payment and delivery terms and conditions are offered, with such review encompassing external ratings, and bank and other references. Purchase limits are established for each customer and are regularly reviewed. The Company does not require specific credit guarantees for its customers and mitigates the risk of potential losses through the active monitoring of its receivables, considering past experience with its customer base, current economic conditions and any known specific customer issues.
The Company regularly reviews the collectability of its accounts receivable and establishes an allowance for expected credit losses based on its best estimate of potential credit losses based on historical experience, current economic conditions and known customer-specific issues. At March 28, 2026, a $0.2 million (December 31, 2025 - $0.2 million) allowance for expected credit losses was recorded.
The carrying amount of accounts receivable, excluding value added tax, of $20.3 million, represents the maximum credit exposure for its accounts receivables as at March 28, 2026 (December 31, 2025 - $18.2 million).
Liquidity RiskLiquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages its liquidity by monitoring cash flows daily and projecting weekly ensuring obligations can be met.
Under the amended and restated credit agreement, the maximum borrowing capacity is $60.0 million for the revolving portion (December 31, 2025 - $60.0 million) and $25.0 million for the equipment financing portion (December 31, 2025 - $25.0 million).
The Company can draw down on the revolving portion of the Credit Facility based on a prescribed percentage of accounts receivable and its inventory carrying value, less reserves. The facility matures on September 23, 2028. Drawings under the equipment financing portion are either project specific or based on a prescribed percentage of appraised equipment value.
At March 28, 2026, the Company had $6.5 million in cash on hand (December 31, 2025 - $3.5 million).
In addition, the Company had $14.3 million of excess availability under the revolving Credit Facility (net of
$28.0 million drawn and $3.9 million for standby letters of credit) compared to $23.1 million as at December 31, 2025 (net of $18.0 million drawn and $3.9 million for standby letters of credit). The Company also had access to $14.8 million under its equipment financing agreement (December 31, 2025
- $14.1 million) of which $10.2 million was drawn as at March 28, 2026 (December 31, 2025 - $10.9 million).
Additionally, as at March 28, 2026, the Company had $17.8 million of standby letters of credit outstanding (December 31, 2025 - $17.6 million) that were backstopped by a third-party financial institution, which did not reduce availability under the Credit Facility. In addition, $3.9 million of standby letters of credit were issued under the Credit Facility (December 31, 2025 - $3.9 million), including $3.9 million (December 31, 2025 - $3.9 million) issued in favor of Kap Paper Inc. As at March 28, 2026, these Kap Paper letters of credit are no longer backstopped and therefore reduce availability under the Credit Facility.
As of March 28, 2026, the Company had surety bonds of $1.7 million outstanding (December 31, 2025 -
$3.6 million). These bonds are in support of the Ontario Ministry of the Environment for access to certain waste disposal sites.
Market RiskMarket risk includes exposure to commodity prices, interest rates and foreign currency fluctuations.
Commodity PricesThe Company's products are commodities that are widely available from other producers; because these products have few distinguishing qualities from producer to producer, competition is based primarily on price, which is determined by supply relative to demand. The Company attempts to minimize the economic impact of these changes through continuously looking for cost reductions in its operations and employing flexible manufacturing schedules that can increase or decrease in response to supply and demand fluctuations. The Company currently does not hedge its exposure to commodity prices.
Interest Rate RiskInterest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company has borrowings under its Credit Facility which creates interest rate risk exposure for the Company. The revolving portion of the Credit Facility bears a variable rate of Canadian Prime Rate plus a premium, currently at 4.95% annualized as at March 28, 2026. The non-revolving portion of the Credit Facility, SLP Term Loan, bears a variable rate of Canadian Prime Rate plus a premium, currently at 5.95% annualized as at March 28, 2026. The Equipment Term Loan portion of the Credit Facility bears a fixed rate of 7.70%.
As at March 28, 2026 a 100 basis point increase in the interest rate on the revolving portion of the Credit Facility would increase the net loss in the statement of (loss) income and comprehensive (loss) income by
$0.3 million on an annual basis. Similarly, as at March 28, 2026 a 100 basis point reduction in the interest rate on the equipment portion of the Credit Facility would decrease the net loss by $0.1 million on an annual basis.
Currency RiskThe Company is exposed to foreign exchange risk on revenues and expenditures denominated in foreign currencies, principally US dollars. The Company's US dollar denominated sales accounts for a significant volume of its sales. Except for duties and transportation, the majority of the Company's expenditures are in Canadian dollars.
The Company is exposed to currency risk on US dollar cash and cash equivalents, accounts receivable and accounts payable balances.
As at March 28, 2026, the portion of the Company's monetary assets and liabilities held in US dollars are as follows:
March 28,
As at (in thousands of US dollars) | 2026 |
Cash and cash equivalents | $ 2,856 |
Accounts receivable | 6,897 |
Accounts payable and other liabilities | (6,850) |
Duties liability, including accrued interest | (29,909) |
Net monetary assets in US Dollars | $ (27,006) |
Based on the US dollar statement of financial position exposure at March 28, 2026, with other variables unchanged, if the Canadian dollar were to weaken against the US dollar by 1%, relative to the rate at March 28, 2026, the net loss in the statement of (loss) income and comprehensive (loss) income would be approximately $0.4 million greater. If the Canadian dollar were to strengthen against the US dollar by 1%, relative to the rate at March 28, 2026, the net loss in the statement of (loss) income and comprehensive (loss) income would be approximately $0.4 million less.
Disclosure Controls and Procedures and Internal Control Over Financial Reporting
The Company's Chief Executive Officer and Chief Financial Officer are responsible for the establishment and maintenance of internal controls over financial reporting including disclosure controls and procedures. The Company has designed internal controls over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and preparation of financial statements for external reporting purposes in accordance with IFRS.
Management has evaluated the design and effectiveness of the Company's internal controls over financial reporting as of December 31, 2025 through inquiry, review and testing. Management has used The Committee of Sponsoring Organizations of the Treadway Commission ("COSO") framework (2013) to evaluate the effectiveness of the Company's internal controls over financial reporting as of December 31, 2025. Based on this evaluation, Management has concluded that as at December 31, 2025, the Company's internal controls and disclosure controls and procedures over financial reporting were effective.
There were no changes to the design of internal controls over financial reporting that occurred during the first quarter ended March 28, 2026 that have materially affected or are reasonably likely to materially affect the internal controls over financial reporting.
Commitments and Contingencies
Surety bonds and letters of creditIn the normal course of business, the Company is required to provide financial assurances to various governmental agencies, regulatory authorities, and counterparties in connection with its operating activities. These assurances are provided through surety bonds and letters of credit, which are off-balance sheet arrangements. These instruments do not represent a direct financial liability of the Company unless a claim is made by the beneficiary and the Company fails to perform under the related
contractual or regulatory obligation. In such an event, the Company would be required to reimburse the issuing financial institution for any amounts paid.
Surety bonds are issued primarily in support of the Company's obligations related to site reclamation and to secure the payment of estimated countervailing and anti-dumping duty cash deposits on softwood lumber sales to the United States. These bonds ensure that the Company will satisfy its regulatory and contractual obligations, including compliance with U.S. customs requirements for cross-border lumber shipments.
Letters of credit are issued under the Company's credit facilities and provide security for the Company's obligations under U.S. softwood duty requirements, certain operational contracts, energy agreements, and other operating commitments. These instruments support the Company's ability to meet its contractual and regulatory obligations and are typically drawn upon only if the Company fails to fulfill the underlying commitments.
Litigation and claimsIn the ordinary course of business, from time to time, the Company is involved in various claims related to operations, rights, commercial, employment or other claims. Although such matters cannot be predicted with certainty, management does not consider the Company's exposure to these claims to be material to these financial statements.
Subsequent Events
Net Drawdown on Revolving Portion of the Credit FacilitySubsequent to March 28, 2026 the Company made net drawdowns of $5.5 million on the revolving portion of its Credit Facility.
Share Data
As of the date of this MD&A the Company has: 23,146,973 common shares outstanding; 1,569,250 warrants to purchase common shares at a price of $30.39 with expiry date of July 30, 2026; 403,298 stock options to purchase common shares at prices ranging from $15.00 to $19.20 with expiry dates ranging from December 15, 2026 to January 2, 2028; 107,043 restricted share units with expiry dates ranging from September 16, 2028 to May 18, 2030; 39,538 performance share units with an expiry dates of May 18, 2030; and 546,320 deferred share units which can be cash or equity-settled with an expiry date at the end of the subsequent fiscal year following the director's retirement.
