Crescita Reports Q4 and Fiscal 2025 Results

LAVAL, Québec--(BUSINESS WIRE)--Crescita Therapeutics Inc. (TSX: CTX and OTC US: CRRTF) (“Crescita” or the “Company”), a growth-oriented, innovation-driven Canadian commercial dermatology company, today reported its financial results for the fourth quarter and fiscal year ended December 31, 2025 (“Q4-2025” and “F2025”). All amounts presented are in thousands of Canadian dollars (“CAD”) unless otherwise noted and in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.

Financial Highlights

Q4-2025 vs. Q4-2024²

• Revenue was $5,955 compared to $6,902, down $947;
• Gross profit was $3,239 compared to $2,807, up $432;
• Operating expenses were $3,620 compared to $3,075, up $545;
• Net loss was $(711) compared to a net loss of $(162), up $549;
• Adjusted EBITDA¹ was $70 compared to $151, down $81.

F2025 vs. F2024²

• Revenue was $21,118 compared to $19,580, up $1,538;
• Gross profit was $11,109 compared to $8,990, up $2,119;
• Operating expenses were $12,131 compared to $12,205, down $74;
• Net loss was $(92) compared to a net loss of $(2,750), up $2,658;
• Adjusted EBITDA¹ was $617 compared to $(1,541), up $2,158;
• Ending cash of $8,577 compared to $9,273, down $696.

Commenting on the results and Crescita’s proposed acquisition by ClinActiv, as set out below, Serge Verreault, President and CEO of Crescita, stated: “Despite the impact of economic uncertainty and softness in the skincare market in 2025, our results reflect the successful integration of acquired assets over the last 24 months, resulting in incremental sales and production volumes. We maintained our financial discipline, including selectively deploying capital, while preserving flexibility to support our core business. We remain focused on executing our operations and serving our customers effectively while we seek the required approvals to complete the previously announced acquisition of the Company by ClinActiv Holdings.”

“On behalf of the Board, including our independent directors, we believe that the proposed transaction with ClinActiv Holdings will provide compelling and certain value at an attractive premium to our shareholders,” said Mr. Daniel Chicoine, Independent Chair of Crescita. “The Board has carefully reviewed the terms of the transaction and unanimously recommends that shareholders approve the arrangement.”

Operational and Corporate Developments

For the three months and year ended December 31, 2025 and up to the date of this press release:

Acquisition by ClinActiv Holdings Inc. in an All-Cash Deal at a Significant Premium

• Subsequent to year-end, on March 14, the Company entered into an arrangement agreement with ClinActiv Holdings Inc. and its affiliate (the “Purchaser”), pursuant to which the Purchaser will acquire all of the issued and outstanding common shares of the Company for cash consideration of $0.80 per share, subject to upward or downward adjustment based on the Company’s net working capital balance at closing, with a minimum purchase price of $0.75 per share. The target purchase price of $0.80 per share represents a premium of approximately 74% over the five-day volume weighted average price of the Company’s shares on the TSX as of the close of market trading on March 13 (being the last trading day prior to the announcement of the transaction).

The transaction will be implemented by way of a court-approved statutory plan of arrangement under section 182 of the Business Corporations Act (Ontario). Completion of the transaction is subject to approval by the Company’s shareholders, court approval, satisfaction of customary closing conditions, and the Company maintaining minimum cash and net working capital balances at closing.

The transaction is expected to close in the second quarter of 2026. Upon closing, the Company’s common shares are expected to be delisted from the TSX, and the Company intends to apply to cease to be a reporting issuer under applicable Canadian securities laws.

A special meeting of the shareholders of the Company will be held on May 14, 2026 to consider and vote on the transaction. Additional information regarding the transaction will be provided in a management information circular of the Company, which is expected to be mailed to shareholders and filed on SEDAR+ in April 2026.

Manufacturing and Office Facility Lease Renewal

• Subsequent to year-end, in February, we exercised our option to renew the lease for our manufacturing and office facility. The lease, which was set to expire on September 30, 2026, has been extended for an additional five years and will now expire on September 30, 2031. The renewal is on the same terms and conditions as our existing lease.

Laboratoire Provence-Canada Inc. Asset Acquisition

• In August, we acquired select assets of Laboratoire Provence-Canada Inc. (“LPC”), a Quebec-based company specialized in the development and manufacturing of cosmetics and natural health products, through the exercise of our first-ranking secured creditor rights, obtained through a series of precursor steps under applicable bankruptcy and insolvency legislation (the “Transaction”). The assets, acquired for total cash consideration of $775, include accounts receivable, inventories, manufacturing equipment, customer network and the intellectual property related to the Bacti Control^® brand, and have an estimated fair value of $1,383. The Transaction allows for the integration of revenue-producing assets into our manufacturing business, increasing manufacturing volumes and improving plant utilization. For its fiscal year ended December 31, 2024, LPC generated approximatively $900 in sales from Bacti Control.

Exclusive 5-Year Supply Agreement for Additional Contract Manufacturing Volumes

• In parallel with the Transaction, we secured an exclusive five-year supply agreement to manufacture products for one of LPC’s largest customers formerly served by their contract manufacturing (“CMO”) business. This agreement further strengthens and stabilizes our Manufacturing segment by enhancing our base of recurring revenues and reinforcing long-term partnerships. For its fiscal year ended December 31, 2024, LPC generated over $500 from its CMO operations, which we have now assumed, for branded and private label products, mainly distributed in pharmacies and other retail outlets in Québec.

Repurchases under our Normal Course Issuer Bid (“NCIB”)

• During the year ended December 31, 2025, we repurchased 436,692 common shares under a NCIB at a weighted average purchase price per share of $0.51 for total cash consideration of $223. The NCIB ended on September 26, 2025 and was not renewed.

Mutual Termination of Licensing Agreement with Croma Pharma GmbH for Pliaglis^®

In May, we mutually agreed to terminate our Commercialization and Development License Agreement with Croma Pharma GmbH (“Croma”), that granted Croma exclusive rights to market Pliaglis^® in Germany, the United Kingdom, Ireland, Switzerland, Brazil, Romania, Belgium, the Netherlands and Luxembourg. Following a strategic business review, Croma decided to rationalize its product portfolio and realign its business priorities. Under the terms of the termination agreement, we regained all development and commercialization rights for Pliaglis in the affected territories, and Croma paid Crescita €575,000 (CA$902,000) (the “Termination Payment”).

Q4-2025 and F2025 Summary Financial Results

Note: Select financial information is outlined below and should be read in conjunction with Crescita's Consolidated Audited Financial Statements and related Management's Discussion and Analysis (“MD&A”) for the fiscal year ended December 31, 2025, which are available on Crescita’s profile on SEDAR+ at www.sedarplus.ca and on Crescita’s website at www.crescitatherapeutics.com.

In thousands of CAD, except per share data and number of shares	Quarter ended December 31,		Year ended December 31,
	2025	2024^2	2025	2024^2
	$	$	$	$
Commercial Skincare	4,013	3,230	12,212	11,440
Licensing and Royalties	143	303	1,774	1,251
Manufacturing and Services	1,799	3,369	7,132	6,889
Revenues	5,955	6,902	21,118	19,580
Cost of goods sold	2,716	4,095	10,009	10,590
Gross profit	3,239	2,807	11,109	8,990
Gross margin (%)	54.4%	40.7%	52.6%	45.9%
Research and development (“R&D”)	164	156	574	646
Selling, general and administrative (“SG&A”)	3,253	2,742	10,821	10,811
Depreciation and amortization	203	177	736	748
Total operating expenses	3,620	3,075	12,131	12,205
Operating loss	(381)	(268)	(1,022)	(3,215)
Interest income, net	(55)	(119)	(290)	(431)
Foreign exchange (gain) loss	76	91	(157)	41
Share of loss of an associate	-	44	30	47
Impairment of investment in an associate	-	-	281	-
Net (gain) loss on convertible note measured at fair value through profit or loss	300	(108)	666	(108)
Release of accrued liabilities	-	-	(1,469)	-
Loss before income taxes	(702)	(176)	(83)	(2,764)
Deferred income tax (recovery) expense	9	(14)	9	(14)
Net loss	(711)	(162)	(92)	(2,750)
Adjusted EBITDA^1	70	151	617	(1,541)
Weighted average number of common shares outstanding
Basic and diluted	18,613,938	19,124,184	18,851,984	19,356,979
Loss per share
Basic and diluted	$ (0.04)	$ (0.01)	$ (0.00)	$ (0.14)
Selected Balance Sheet Information
Cash and cash equivalents, end of period			8,577	9,273
Selected Cash Flow Information
Cash provided by operating activities	416	1,376	1,073	2,725
Cash provided by (used in) investing activities	84	(353)	(973)	(2,019)
Cash used in financing activities	(215)	(240)	(788)	(861)

^1Please refer to the Non-IFRS Financial Measures section of this press release.

^2Certain comparative amounts have been reclassified to conform with the current period presentation. Please refer to the Reclassification of Depreciation and Amortization section of our F2025 Management`s Discussion and Analysis.

Revenue
We have three reportable segments: 1) Commercial Skincare (“Skincare”), which generates revenue from the commercialization of our branded non-prescription skincare products, manufactured in-house, in Canada and in certain international markets, as well as other brands under exclusive distribution agreements; 2) Licensing and Royalties (“Licensing”), which derives revenue from licensing our intellectual property related to Pliaglis^®; and 3) Manufacturing and Services (“Manufacturing”), which generates revenue from contract manufacturing and product development services.

For the quarter ended December 31, 2025, total revenue was $5,955, compared to $6,902 for the quarter ended December 31, 2024. The net decrease of $947 was mainly driven by the reimbursement for unused inventory of $1,620 (US$1,200) received in Q4-2024 after we amended an agreement with our largest Manufacturing client (the “Reimbursement”), partly offset by higher Skincare revenue in the current year, primarily due to increased e-commerce sales and incremental revenue from Bacti Control, acquired in August 2025.

For the year ended December 31, 2025, total revenue was $21,118, compared to $19,580 for the year ended December 31, 2024. The increase of $1,538 was mainly due to higher Skincare revenue, reflecting the full year impact of sales from Aquafolia, acquired in June 2024, and incremental revenue from Bacti Control, acquired in August 2025, the Termination Payment from Croma, and the fulfillment of large Manufacturing orders, including the ramp-up in production volumes for a new customer. These gains were partly offset by the Reimbursement.

Gross Profit and Gross Margin
For the quarter ended December 31, 2025, gross profit was $3,239, representing a gross margin of 54.4%, compared to $2,807 and 40.7%, respectively, for the quarter ended December 31, 2025. The net increase in gross profit of $432 was mainly driven by higher revenue in our Skincare segment, including higher-margin e-commerce sales, and by the cost of promotions in the prior year. The net increase in gross margin of 13.7% was primarily due to the same factors driving the increase in gross profit, along with the impact of the Reimbursement, which was recorded in revenue with an equal corresponding charge to cost of goods sold.

For the year ended December 31, 2025, gross profit was $11,109, representing a gross margin of 52.6%, compared to $8,990 and 45.9%, respectively, for the year ended December 31, 2024. The increase in gross profit of $2,119 was mainly due to the full-margin Termination Payment received from Croma, the favorable impact of increased plant utilization from higher manufacturing volumes, and by the cost of promotions in the prior year. The increase in gross margin of 6.7% was mainly due to same drivers as for gross profit, as well as the impact of the Reimbursement, which was recorded in revenue with an equal corresponding charge to cost of goods sold.

Operating Expenses
For the quarter ended December 31, 2025, total operating expenses were $3,620 compared to $3,075 for the quarter ended December 31, 2024, representing an increase of $545. The increase was primarily driven by higher SG&A expenses of $511, mainly reflecting increased advertising and promotion spend related to digital sales, as well as higher regulatory, consulting and distribution fees.

For the year ended December 31, 2025, total operating expenses were $12,131 compared to $12,205 for the year ended December 31, 2024, representing a net decrease of $74. The decrease was primarily driven by lower R&D expenses of $72, mainly reflecting lower headcount-related expenses.

Impairment of Investment in an Associate
During the year ended December 31, 2025, following a period of ongoing financial difficulties and increasing liquidity risks that culminated in the latter part of the year, the Company recorded an impairment charge of $281 on its investment in The Best You (“TBY”), reducing its carrying amount to $nil.

Net (Gain) Loss on Convertible Note
The Company holds a convertible note receivable related to its minority interest in TBY for an initial principal amount of $500 (the “Convertible Note”). This financial instrument is remeasured at fair value at each reporting period. Due to TBY’s deteriorating financial outlook, the Convertible Note was remeasured to a fair value of $nil as of December 31, 2025, based on the expected recoverable amount, resulting in a fair value loss of $666 recognized for the year.

Release of Accrued Liabilities
During the year ended December 31, 2025, the Company released certain outstanding liabilities totaling $1,469, as the statutory limitation period for their enforcement had expired.

Cash and Cash Equivalents
Cash and cash equivalents were $8,577 at December 31, 2025, compared to $9,273 at December 31, 2024. The net decrease of $696 was mainly driven by the $775 investment to fund the LPC asset acquisition and by financing activities, including share repurchases and lease payments, partly offset by cash provided by operating activities.

Non-IFRS Financial Measures
We report our financial results in accordance with IFRS. However, we use certain non-IFRS financial measures to assess our Company’s performance. We believe these to be useful to management, investors, and other financial stakeholders in assessing Crescita’s performance. The non-IFRS measures used in this press release do not have any standardized meaning prescribed by IFRS and are therefore not comparable to similar measures presented by other issuers. These measures should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with IFRS. The following are the Company’s non-IFRS measures along with their respective definitions:

1. EBITDA is defined as earnings before interest, income taxes, depreciation of property, plant and equipment, and amortization of right-of-use asset and intangible assets.
2. Adjusted EBITDA is defined as earnings before interest, income taxes, depreciation of property, plant and equipment, amortization of right-of-use asset and intangible assets, foreign exchange (gains) losses, share of (profit) loss of associates, fair value (gains) losses, share-based compensation, restructuring, acquisition-related and integration costs, impairment of goodwill, intangible assets, and investment in an associate, and material non-recurring items that are outside the normal course of operations, as applicable.

Management believes that Adjusted EBITDA is an important measure of operating performance and cash flow and provides useful information to investors as it highlights trends in the underlying business that may not otherwise be apparent when relying solely on IFRS measures. Below is a reconciliation of EBITDA and Adjusted EBITDA to their closest IFRS measures.

In thousands of CAD dollars	Quarter ended December 31,		Year ended December 31,
	2025	2024	2025	2024
	$	$	$	$
Net loss	(711)	(162)	(92)	(2,750)
Adjust for:
Depreciation and amortization	411	365	1,501	1,366
Interest income, net	(55)	(119)	(290)	(431)
Deferred income tax (recovery) expense	9	(14)	9	(14)
EBITDA	(346)	70	1,128	(1,829)
Adjust for:
Acquisition-related and integration costs	34	37	67	127
Share-based compensation	6	17	71	181
Foreign exchange (gain) loss	76	91	(157)	41
Share of loss of an associate	-	44	30	47
Impairment of investment in an associate	-	-	281	-
Net (gain) loss on convertible note measured at fair value through profit or loss	300	(108)	666	(108)
Release of accrued liabilities	-	-	(1,469)	-
Adjusted EBITDA	70	151	617	(1,541)

Caution Concerning Limitations of Summary Financial Results Press Release
This summary earnings press release contains limited information meant to assist the reader in assessing Crescita’s performance, but it is not a suitable source of information for readers who are unfamiliar with Crescita and is not in any way a substitute for the Company's Consolidated Audited Financial Statements and notes thereto, MD&A and latest Annual Information Form (“AIF”), all of which can be found on the Company’s profile on SEDAR+ at www.sedarplus.ca.

About Crescita Therapeutics Inc.
Crescita (TSX: CTX and OTC US: CRRTF) is a growth-oriented, innovation-driven Canadian commercial dermatology company with in-house R&D and manufacturing capabilities. The Company offers a portfolio of high-quality, science-based non-prescription skincare products and a commercial stage prescription product, Pliaglis^®. We also own multiple proprietary transdermal delivery platforms that support the development of patented formulations to facilitate the delivery of active ingredients into or through the skin. For more information visit, www.crescitatherapeutics.com.

Forward-looking Information
Certain statements in this press release constitute forward-looking statements and/or forward-looking information (collectively “forward-looking information”) within the meaning of applicable securities laws. All information in this press release, other than statements of current and historical fact, represents forward-looking information and is qualified by this cautionary note.

Forward-looking information may relate to the Company’s future financial outlook and anticipated events or results and may include information regarding the Company’s financial position, business strategy, growth strategies, addressable markets, budgets, operations, financial results, taxes, dividend policy, plans, objectives, and expectations. Such information is provided for the purpose of presenting information about management’s current expectations and plans relating to the future and allowing investors and others to get a better understanding of the Company’s anticipated financial position, results of operations and operating environment. Readers are cautioned that such information may not be appropriate for other purposes.

Often, but not always, forward-looking information can be identified by the use of forward-looking terminology such as: “outlook”, “objective”, “anticipate”, “intend”, “plan”, “goal”, “seek”, “believe”, “aim”, “project”, “estimate”, “expect”, “strategy”, “future”, “likely”, “may”, “should”, “will”, “growth strategy”, “future”, “prospects”, “continue”, and similar references to future periods or suggesting future outcomes or events. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information.

Examples of forward-looking information include, but are not limited to, statements made in this press release under the heading “Financial Highlights”, including statements regarding the Company’s objectives, plans, goals, strategies, growth, performance, operating results, financial condition, business prospects, opportunities and industry trends, and similar statements concerning anticipated future events, results, circumstances, performance or expectations.

Forward-looking information is neither historical fact nor assurance of future performance. Instead, it reflects management’s current beliefs, expectations and assumptions and is based only on information currently available to us. Forward-looking information is necessarily based on a number of estimates and assumptions that, while considered reasonable by the management of the Company as of the date of this press release, are inherently subject to significant business, economic, and competitive uncertainties and contingencies that are difficult to predict and many of which are outside of our control.

The Company’s estimates, beliefs and assumptions, which may prove to be incorrect, include various assumptions regarding, among other things: the Company’s future growth potential, results of operations, future prospects and opportunities; the Company’s ability to retain and recruit, as applicable, customers, members of management and key personnel; industry trends; legislative or regulatory matters, including expected changes to laws and regulations and the effects of such changes; future levels of indebtedness; availability of capital; the Company’s ability to secure additional capital and source and complete acquisitions; the Company’s ability to maintain and expand its market presence and geographic scope; economic and market conditions, including the imposition of and adverse changes to tariffs and other trade protection measures; the impact of currency exchange and interest rates; the Company’s ability to maintain existing financing and insurance on acceptable terms; the Company’s ability to execute on, and the impact of, its environmental, social and governance initiatives; the impact of competition; the Company’s ability to respond to changes to its industry and the global economy; and the Company’s expectations and assumptions concerning the Arrangement, including the completion of the Arrangement, the receipt, in a timely manner, of shareholder and court approvals in respect of the Arrangement, the satisfaction of other conditions to closing of the Arrangement, and the Company's cash balance and net working capital as of closing of the Arrangement.

Forward-looking information involves risks and uncertainties that could cause Crescita’s actual results and financial condition to differ materially from those contemplated by such forward-looking information. Important factors that could cause such differences include, among others:

• economic and market conditions, including factors impacting global supply chains such as pandemics, geopolitical conflicts and tensions, and trade protection measures, like the imposition of tariffs and retaliatory tariffs by the United States and Canada;
• the impact of inflation and fluctuating interest rates;
• the Company’s ability to execute its growth strategies;
• the degree or lack of market acceptance of the Company’s products;
• reliance on third parties for marketing, distribution and commercialization, and clinical trials;
• the impact of variations in the values of the Canadian dollar in relation to the U.S. dollar and Euro;
• the impact of the volatility in financial markets;
• the Company’s ability to retain members of its management team and key personnel;
• the impact of changing conditions in the regulatory environment and product development processes;
• manufacturing and supply risks;
• increasing competition in the industries in which the Company operates;
• the Company’s ability to meet its contractual obligations;
• the impact of product liability matters;
• the impact of litigation involving the Company and/or its products;
• the impact of changes in relationships with customers and suppliers;
• the degree of intellectual property protection of the Company’s products;
• developments and changes in applicable laws and regulations,
• risks related to the Arrangement; and
• other risk factors described from time to time in the reports and disclosure documents filed by Crescita with Canadian securities regulatory agencies and commissions, including the sections entitled “Risk Factors” in the Company’s most recent annual MD&A and AIF.

If any risks or uncertainties with respect to the above materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. This list is not exhaustive of the factors that may impact the Company’s forward-looking information. Although management has attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known or that management believes are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, investors should not place undue reliance on forward-looking information, which speaks only as of the date provided, and is subject to change after such date. Except as required by applicable securities laws, the Company undertakes no obligation to publicly update any forward-looking information, whether written or oral, that may be provided from time to time, whether as a result of new information, future developments or otherwise.

Source: Crescita Therapeutics

^1Please refer to the Non-IFRS Financial Measures section of this press release.

^2Certain comparative amounts have been reclassified to conform with the current period presentation. Please refer to the Reclassification of Depreciation and Amortization section of our F2025 Management`s Discussion and Analysis.