TORONTO, Ontario — December 9, 2025 — Leads & Copy — Cronos Group Inc. (NASDAQ: CRON) (TSX: CRON) has announced its wholly-owned subsidiary has entered into a definitive share sale and purchase agreement to acquire all outstanding shares of CanAdelaar B.V., the largest cannabis company operating within the Netherlands’ adult-use cannabis pilot program.
Under the Purchase Agreement, CanAdelaar’s shares will be acquired for up-front consideration of €57.5 million, or US$67.0 million, subject to certain customary adjustments. Additional contingent consideration is payable in cash based on 0.5x of CanAdelaar’s normalized EBITDA in 2026 and 2027.
The transaction has been approved by the Company’s Board of Directors and is expected to close in early 2026. The transaction remains subject to customary closing conditions, including completion of regulatory clearances required in the Netherlands.
Cronos Chairman, President and CEO Mike Gorenstein said the acquisition of CanAdelaar is a financially compelling and highly strategic transaction that will establish a strategic footprint in Europe and enable the company to leverage its investments in borderless products.
Gorenstein added that the Netherlands has a deep cannabis heritage, and its coffee shops are known worldwide to have played a foundational role in the evolution of the legal cannabis industry. He also said that European expansion is an important area of focus for Cronos, and the company was especially intrigued that the Netherlands legislated and established a responsible and well-functioning adult-use cannabis market with the Wietexperiment.
Cronos plans to work with the Dutch government, regulators, coffee shops, adult consumers and all stakeholders to make the Wietexperiment a continued success. The company believes CanAdelaar’s management team has rapidly and efficiently scaled the business into a clear market leader in Europe’s largest adult-use cannabis market, making it an ideal fit for Cronos’ borderless product strategy.
Founded in 2018, CanAdelaar received its license under the Wietexperiment in the second quarter of 2023. The company is headquartered in, and operates out of, Voorne aan Zee, Netherlands, with a 540,000 square foot facility spanning greenhouse cultivation as well as processing, production and packaging of all CanAdelaar products.
With active sales to nearly all 72 coffee shops within the Wietexperiment, CanAdelaar sells flower, pre-rolls, hash and edibles branded under CanAdelaar Original Grow, or “C.O.G.” The company currently has a cultivation yield of approximately 20,000kg of dried flower annually and is the only industrial scale greenhouse cultivator in the Wietexperiment, with the other licensed producers operating indoor grow facilities.
According to CanAdelaar management, the company has the highest market share within the Wietexperiment. Sales commenced in the fourth quarter of 2023, with revenue growing to US$17.7 million in 2024 and US$47.3 million in the twelve months ended September 30, 2025. EBITDA was US$8.0 million in 2024 and US$28.2 million in the twelve months ended September 30, 2025.
The transaction is expected to enable Cronos’ borderless product strategy, provide competitive positioning and aligned operations, create a compelling financial profile, and offer upside through potential expansion of the Dutch Adult-Use Cannabis Program, as well as thoughtful regulatory setup to promote responsible adult use.
Harrison Aaron
Investor Relations
Tel: (416) 504-0004
investor.relations@thecronosgroup.com
Emily Whalen
Communications
Tel: (416) 504-0004
media.relations@thecronosgroup.com
Daan Horbach
daan.horbach@bursonglobal.com
Source: Cronos Group Inc.
