The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our unaudited condensed
consolidated interim financial statements and related notes included in Item 1
of Part I of this Quarterly Report and the Management's Discussion and Analysis
of Financial Condition and Results of Operations and consolidated financial
statements contained in our Annual Report on Form 10-K for the year
ended December 31, 2021. This discussion and analysis contain forward-looking
statements about our plans and expectations of what may happen in the future.
Forward-looking statements are based on assumptions and estimates that are
inherently subject to significant risks and uncertainties, and our actual
results could differ materially from the results anticipated by our
forward-looking statements, particularly in light of the ongoing and developing
COVID-19 pandemic. We encourage you to review the risks and uncertainties
described in "Risk Factors" in Part I, Item 1A in the Annual Report on Form 10-K
for the year ended December 31, 2021 and in Part II, Item 1A of this Quarterly
Report. These risks and uncertainties could cause actual results to differ
materially from those projected or implied by our forward-looking statements
contained in this report. These forward-looking statements are made as of the
date of this management's discussion and analysis, and we do not intend, and do
not assume any obligation, to update these forward-looking statements, except as
required by law.

EXECUTIVE OVERVIEW

Village Farms International, Inc. ("VFF", together with its subsidiaries, the
"Company", "Village Farms", "we" "us" or "our") is a corporation existing under
the Canada Business Corporations Act. The Company's principal operating
subsidiaries are Village Farms Canada LP, Village Farms LP, VF Clean Energy,
Inc. ("VFCE"), Pure Sunfarms Corp ("Pure Sunfarms" or "PSF"), Balanced Health
Botanicals, LLC ("Balanced Health" or "BHB") and Rose LifeScience Inc. "(Rose
LifeScience" or "Rose"). Village Farms acquired 70% ownership of privately-held,
Quebec-based Rose LifeScience on November 15, 2021 and acquired 100% interest in
privately held Colorado-based Balanced Health on August 16, 2021.

The Company's overall strategy is to be recognized as an international leader in
consumer products from plants, whereby we produce and market value-added
products that are consistently preferred by consumers. To do so, we leverage
decades of cultivation expertise, investment, and experience in fresh produce
(primarily tomatoes) across other plant-based opportunities. In Canada, we
converted two produce facilities to grow cannabis for the Canadian adult use
market. Our focus for our Canadian cannabis segment is to produce the highest
quality cannabis products at an "everyday premium price". This market position,
together with our cultivation expertise, has enabled us to evolve into one of
the few consistently profitable Canadian licensed producers ("LPs") under our
Pure Sunfarms subsidiary.

Additionally, through organic growth, acquisitions and/or exports, we plan to
participate in other international markets where cannabis attains legal status.
In March 2022, Pure Sunfarms received European Union Good Manufacturing Practice
("EU GMP") certification for its 1.1 million square foot Delta 3 cannabis
facility located in Delta, British Columbia ("B.C.") which permits Pure Sunfarms
to export EU GMP-certified medical cannabis to importers and distributors in
international markets that require EU GMP certification. We expect international
expansion should enhance our profitability while expanding our brand and
experience into emerging new legal cannabis markets.

Within the U.S., we acquired Balanced Health, an industry-leading cannabinoid
business which extends our portfolio into cannabidiol ("CBD") consumer products.
We also operate a large, well-established produce business under the Village
Farms Fresh ("VF Fresh") brand which sells into food and mass retail stores. We
own and operate produce cultivation assets in both B.C. and Texas and source
produce from our growing partners, predominantly in Mexico. Our intention is to
use our assets, expertise and experience (across cannabis, CBD and produce) to
participate in the U.S. cannabis market when legally permitted to do so.

Our Operating Segments

Canadian Cannabis Segment

Village Farms' Canadian cannabis segment includes Pure Sunfarms and Rose LifeScience.



Pure Sunfarms is one of the single largest cannabis growing operations in the
world, one of the lowest-cost greenhouse producers and one of the best-selling
flower brands in Canada. Pure Sunfarms leverages our 30 years of experience as a
vertically integrated greenhouse grower for the rapidly developing cannabis
opportunity in Canada with commercial distribution in six Canadian provinces:
Alberta, British Columbia, Ontario, Manitoba, Quebec and Saskatchewan. Our
long-term objective for Pure Sunfarms is to be the leading low-cost,
high-quality cannabis producer in Canada.

Village Farms acquired 70% ownership of privately-held Rose LifeScience on
November 15, 2021. Rose is a leading third-party cannabis products
commercialization expert in the Province of Quebec, acting as the exclusive,
direct-to-retail sales, marketing and distribution entity for some of the
best-known brands in Canada as well as Quebec-based micro and craft growers.
With decades of regulated-market experience, Rose partners with cannabis
companies to assist in commercializing their products, distributing the products
throughout Quebec and ensuring a strong presence in the marketplace.

                                       16
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U.S. Cannabis Segment

Village Farms' U.S. cannabis segment includes Balanced Health and VF Hemp.



On August 16, 2021, the Company acquired 100% interest in privately held
Colorado-based Balanced Health. Balanced Health is one of the leading
cannabinoid brands and e-commerce platforms in the United States. BHB develops
and sells high-quality CBD-based health and wellness products, distributing
their diverse portfolio of consumer products through retail storefronts and its
top-ranked e-commerce platform, CBDistilleryTM.

The Company entered the U.S. hemp business in the spring of 2019 after the
passing of the 2018 Farm Bill. We established a joint venture with a 65%
interest in VF Hemp for multi-state outdoor hemp cultivation and cannabidiol
extraction. Currently, VF Hemp is not cultivating hemp as we await FDA clarity
on the use of CBD.

Produce Segment - VF Fresh

Through our Village Farms Fresh brand, we are growers, marketers and
distributors of premium-quality, greenhouse-grown tomatoes in North America.
These premium products are grown in sophisticated, highly intensive agricultural
greenhouse facilities located in B.C. and Texas. The Company also markets and
distributes premium tomatoes, peppers and cucumbers produced under exclusive
arrangements with other greenhouse producers located primarily in Mexico, B.C.
and Ontario. The Company primarily markets and distributes under its Village
Farms® brand name to retail supermarkets and dedicated fresh food distribution
companies throughout the United States and Canada.

Energy Segment



Through our subsidiary VF Clean Energy, Inc., we owned and operated a power
plant from landfill gas that generated electricity and provided thermal heat, in
colder months, to one of the Company's adjacent British Columbia greenhouse
facilities and sold electricity to the British Columbia Hydro and Power
Authority. On November 10, 2020 we announced that we will be transitioning this
operation to a Renewable Natural Gas ("RNG") operation in conjunction with Mas
Energy, LLC, which we believe will enhance our financial return as well as
provide food-grade CO2 that can be used in both our cannabis and produce growing
operations in Delta, B.C. As of April 30, 2022, VFCE has shut down its power
plant in preparation for the transition to RNG operations. For additional
detail, see "Recent Developments and Updates - Village Farms Clean Energy
Update" below.

Our Response to the Ongoing Coronavirus Pandemic



In March 2020, the World Health Organization declared the outbreak of the
COVID-19 virus a global pandemic. This outbreak continues to cause major
disruptions to businesses and markets worldwide as the virus continues to
spread. Several countries as well as certain states and cities within the United
States and Canada have enacted temporary closures of businesses, issued
quarantine or shelter-in-place orders and taken other restrictive measures. In
response to the COVID-19 pandemic, the Company implemented safety protocols and
procedures to protect its employees, its subcontractors, and its customers.
These protocols take into consideration guidance from state and local government
agencies as well as the Centers for Disease Control and Prevention and other
public health authorities.

As of May 9, 2022, all of the Company's operations are operating normally,
however, the extent to which COVID-19 and the related global economic crisis
affect the Company's business, results of operations and financial condition,
will depend on future developments that are highly uncertain and cannot be
predicted, including the scope and duration of the pandemic and any recovery
period, future actions taken by governmental authorities, central banks and
other third parties (including new financial regulation and other regulatory
reform) in response to the pandemic, and the effects on our produce, clients,
vendors and employees. Village Farms continues to service its customers amid
uncertainty and disruption linked to COVID-19 and is actively managing its
business to respond to the impact.

Impact of Inflation and the Russia/Ukraine Conflict



Our business has been affected, and we expect will continue to be affected for
the foreseeable future, by rising inflation and supply chain issues arising from
COVID-19, and indirectly, the Russia/Ukraine conflict may impact the price of
oil and natural gas which may negatively affect our operating results. Inflation
has affected and continues to affect, amongst other items, supply chain and
labor costs as well as purchasing decisions of consumers which may impact demand
for our products. See Part II, Item 1A, "Risk Factors", in this Quarterly
Report.

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Recent Developments and Updates

Canadian Cannabis Recent Developments and Updates

Canadian cannabis recent developments and updates include the following:


         •  On March 9, 2022, Pure Sunfarms received EU GMP certification for its
            1.1 million square foot Delta 3 cannabis production facility located
            in Delta, British Columbia. EU GMP certification permits Pure Sunfarms
            to export EU-GMP-certified medical cannabis to importers and
            distributors in international markets that require EU GMP
            certification.


         •  On January 13, 2022, Pure Sunfarms received from Health Canada an
            amendment to their existing sales license for its 1.1 million square
            foot Delta 2 facility. Pure Sunfarms may now conduct sales activities
            for provincial customers and retailers out of the Delta 2 facility,
            including packaging of dried flower, storage of final goods, shipping
            and receiving.


         •  In January 2022, Pure Sunfarms introduced pre-ground dried flower to
            their product portfolio in three exclusive blends, with each signature
            blend hand-selected from strains for their potency, flavor and effect.

• In the first quarter of 2022, Rose launched twelve product SKUs under


            its own brands and two partner brands in order to meet emerging
            consumer needs for attributes like craft, locally grown,

product type,


            potency and strain.

U.S. Cannabis Recent Developments and Updates

U.S. cannabis recent developments and updates include the following:


         •  Balanced Health completed its third annual NSF International cGMP
            (current good manufacturing practices) audit and received the very
            distinguished "A" grade. The audit provides third party

assurance that

Balanced Health's facility is going above and beyond regulatory
            requirements to provide customers with safe, high-quality products.


         •  Through a partnership between Balanced Health and leading pet
            supplement brand Zesty Paws, CBDistillery's hemp extract is now found
            in approximately 1,000 PetSmart locations across the United States.
            Five of Zesty Paws best-selling SKUs showcase the "Quality with
            CBDistillery" badge on the front of its packaging.

• A study published by Pathfinder Missions concluded that CBDistillery


            Broad-Spectrum and Isolate tinctures were effective in managing anger,
            irritation and annoyance. The 393-participant study, conducted at the
            end of 2021, also found CBDistillery Broad-Spectrum and Isolate
            tinctures effective in combatting overall stress.

Village Farms Clean Energy Update

The Delta RNG Project consists of a partnership with Mas Energy to convert the
current landfill gas to electricity business into a state-of-the-art landfill
gas to high-demand renewable natural gas facility, which was entered into in
November 2020 by VFCE. Mas Energy will design, build, finance, own and operate
the Delta RNG Project. VFCE renewed and extended the existing contract with the
City of Vancouver to capture the landfill gas at its Delta, B.C. site securing
future resources for the Delta RNG Project. The 20-year extension, with an
option for an additional five-year extension period, commences upon the start-up
of the commercial operations of the Delta RNG Project.

The project is designed to generate renewable natural gas and CO2 from the
methane gas created at the nearby landfill. Village Farms plans to utilize the
CO2 from the renewable natural gas production process for use in our three
Delta, B.C. vegetable and cannabis greenhouse facilities, thereby reducing
natural gas requirements and decreasing the total carbon footprint of Village
Farms. Mas Energy intends to sell the renewable natural gas and VFCE will
receive a portion of the revenues in the form of a royalty. When announced in
November 2020, we anticipated attaining all regulatory approvals in the first
half of 2021 with an expected operational start up as early as the first half of
2022. However, COVID-19 adversely impacted the bureaucratic approval processes
in Canada surrounding permitting and zoning requirements necessary to break
ground on the Delta RNG Project. We attained the majority of regulatory
approvals in the first quarter of 2022, and we now have an expected operational
start up in mid-2023. In addition, the Company has paid off all VFCE loans and
entered into a financial arrangement with Mas Energy, in which Mas Energy
advanced $445 against future natural gas royalties anticipated after operations
commence in mid-2023.

International Update

On September 28, 2021, Village Farms entered into an option agreement whereby
the Company received the irrevocable right to acquire at least an 80% ownership
interest (the "Option Agreement") in Netherlands-based Leli Holland B.V.
("Leli") upon payment of EUR50,000 (the "Option"). The Option Agreement allows
Village Farms to acquire 80% of Leli's shares for EUR3,950,000, of which
EUR950,000 is due and payable to Leli's shareholders upon the exercise of the
Option and the remainder due in three equal installments subject to the
achievement of certain project development milestones. The Option is exercisable
at the sole discretion of Village Farms during the Option exercise period ending
September 30, 2026. As of the date of this filing of this Quarterly Report, we
have not exercised the Option.

                                       18
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Leli is one of ten applicants selected to receive a license (subject to
customary government approval) to legally cultivate and distribute cannabis to
retailers when the Dutch government implements its Experiment to Investigate
Closed Cannabis Supply Chains ("Dutch Supply Chain Experiment"). The Dutch
Supply Chain Experiment is specified by the Dutch government to be approximately
65,000 kilograms of dried flower annually from the ten approved producers during
the first year. Leli and Village Farms plan to construct two indoor CEA
production facilities, leveraging Leli's track record managing complex
regulatory and approval procedures in the Netherlands at both the federal and
local levels and Village Farms' three-plus decades as a vertically integrated
CEA grower, as well as its extensive experience in cultivation, product
development and commercialization in the Canadian legal recreational cannabis
market. If the Option is exercised, the Company will be the majority owner of
Leli. Village Farms will then become responsible for the development of the
project and product commercialization throughout the fully vertically integrated
business model.

On March 18, 2022, the Company loaned $2,715 (EUR 2.6 million) to L.L.
Lichtendahl Beheer B.V, a private company that holds a 50% interest in Leli. The
outstanding loan and accrued interest are to be repaid within fourteen days upon
written request by the Company.

Presentation of Financial Results



Our consolidated results of operations (prior to net income) for the three
months ended March 31, 2022 and March 31, 2021 presented below reflect the
operations of our consolidated wholly-owned subsidiaries, which does not include
our VFH joint venture. The income (loss) from the equity method investments is
reflected in our net income for the three months ended March 31, 2022 and March
31, 2021 presented below. Balanced Health was acquired on August 16, 2021 and
their results are presented in the operations of our consolidated wholly-owned
subsidiaries for the three months ended March 31, 2022. The Company acquired 70%
of Rose LifeScience on November 15, 2021 and their results are presented in the
operations of our consolidated wholly-owned subsidiaries and the minority
interest is presented in Net Income (Loss) Attributable to Non-controlling
Interests, Net of Tax for the three months ended March 31, 2022.

RESULTS OF OPERATIONS
(In thousands of U.S. dollars, except per share amounts, and unless otherwise
noted)

Consolidated Financial Performance



                                                       For the three months ended March 31,
                                                         2022 (1)                2021 (1)
Sales                                                $          70,156       $          52,396
Cost of sales                                                  (60,252 )               (50,089 )
Gross margin                                                     9,904                   2,307
Selling, general and administrative expenses                   (16,971 )                (8,092 )
Share-based compensation                                          (964 )                (1,998 )
Interest expense                                                  (683 )                  (741 )
Interest income                                                    110                       3
Foreign exchange gain (loss)                                       319                    (504 )
Other expense, net                                                  (8 )                   (69 )
Recovery of income taxes                                         1,666                   1,839
Loss from consolidated entities                                 (6,627 )                (7,255 )
Less: net loss attributable to non-controlling
interests, net of tax                                              162                       -
Loss from equity method investments                                (52 )                  (127 )
Net loss attributable to Village Farms
International Inc.                                   $          (6,517 )     $          (7,382 )
Adjusted EBITDA (2)                                  $          (6,111 )     $             404
Basic loss per share                                 $           (0.07 )     $           (0.10 )
Diluted loss per share                               $           (0.07 )     $           (0.10 )

(1) For the three months ended March 31, 2022, Balanced Health's financial

results are fully consolidated in the financial results of the Company.

For the three months ended March 31, 2022, Village Farms' share of Rose

LifeScience's financial results are fully consolidated in the financial

results of the Company with the minority non-controlling interest

presented in net loss attributable to non-controlling interests, net of

tax.

(2) Adjusted EBITDA is not a recognized earnings measure and does not have a

standardized meaning prescribed by GAAP. Therefore, Adjusted EBITDA may

not be comparable to similar measures presented by other issuers.

Management believes that Adjusted EBITDA is a useful supplemental measure

in evaluating the performance of the Company because it excludes

non-recuring and other items that do not reflect our business performance.

Adjusted EBITDA includes the Company's 70% interest in Rose LifeScience

since acquisition and 65% interest in VFH.


                                       19
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We caution that our results of operations for the three months ended March 31,
2022 and 2021 may not be indicative of our future performance, particularly in
light of the ongoing COVID-19 pandemic. We are currently unable to assess the
ultimate impact of the COVID-19 pandemic on our business and our results of
operations for future periods.

Discussion of Financial Results



A discussion of our consolidated results for the three months ended March 31,
2022 and March 31, 2021 is included below. The consolidated results include all
four of our operating segments, VF Fresh (produce), Canadian cannabis, U.S.
cannabis and clean energy, along with all public company expenses. Village Farms
acquired 100% of Balanced Health on August 16, 2021 and their operating results
are consolidated in our Consolidated Statements of Loss for January 1, 2022
through March 31, 2022. The Company acquired 70% of Rose LifeScience on November
15, 2021 and their operating results are consolidated in our Consolidated
Statements of Loss and the minority interest is presented in Net Loss
Attributable to Non-controlling Interests, Net of Tax for January 1, 2022
through March 31, 2022. For a discussion of our segmented results, please see
"Segmented Results of Operations" below.

CONSOLIDATED RESULTS

Three Months Ended March 31, 2022 Compared to Three Months Ended March 31, 2021

Sales



Sales for the three months ended March 31, 2022 were $70,156 as compared to
$52,396 for the three months ended March 31, 2021. The increase in sales of
$17,760 or 34% was attributable to revenue growth in our key operating segments:
VF Fresh, Canadian cannabis and U.S. cannabis. VF Fresh's sales increased
$6,566, Canadian cannabis increased $4,309 and U.S. cannabis increased $7,043
for the three months ended March 31, 2022 as compared to the three months ended
March 31, 2021. The acquisitions of Balanced Health and Rose contributed $7,043
and $3,608, respectively, to the quarter-over-quarter revenue growth while the
remaining $7,109 was derived from organic growth of VF Fresh and Pure Sunfarms.

Cost of Sales



Cost of sales for the three months ended March 31, 2022 were $60,252 as compared
to $50,089 for the three months ended March 31, 2021. The increase in cost of
sales of ($10,163) or (20%) was primarily derived from an increase in VF Fresh
cost of sales of ($11,454) and an increase in U.S. cannabis cost of sales of
($2,331), partially offset by a decrease in Canadian cannabis cost of sales of
$2,989 for the three months ended March 31, 2022 as compared to the three months
ended March 31, 2021.

Gross Margin

Gross margin for the three months ended March 31, 2022 increased $7,597 to
$9,904, for a 14% gross margin, in comparison to $2,307, for a 4% gross margin,
for the three months ended March 31, 2021. Statutory gross margin by segment for
Q1 2022 was (10%) for VF Fresh, 44% for Canadian cannabis and 67% for U.S.
cannabis as compared to 2% for VF Fresh and 13% for Canadian cannabis in Q1
2021.

Selling, General and Administrative Expenses



Selling, general and administrative expenses for the three months ended
March 31, 2022 increased $8,879 to $16,971 or 24% of sales compared to $8,092 or
15% of sales for the three months ended March 31, 2021. The increase in selling,
general and administrative expenses was primarily due to the acquisition of
Balanced Health and Rose LifeScience and inclusion of their expenses in the
three months ended March 31, 2022. In addition, corporate expenses increased
$1,027 due to Q1 2022 costs associated with the start-up of Leli and our
development team, and an increase in audit, regulatory and compliance fees in
the three months ended March 31, 2022 as compared to the three months ended
March 31, 2021.

Share-Based Compensation



Share-based compensation expenses for the three months ended March 31, 2022 were
$964 as compared to $1,998 for the three months ended March 31, 2021. The
decrease in share-based compensation was primarily due to the vesting of
performance share grants for Canadian cannabis management and corporate
management in Q1 2021 associated with attained milestones and conditions met
associated with the Company's acquisition of the remaining 41.3% of Pure
Sunfarms on November 2, 2020.

Net Loss Attributable to Village Farms International Inc.



Net loss for the three months ended March 31, 2022 was ($6,517) as compared to a
net loss of ($7,382) for the three months ended March 31, 2021. The improvement
in net loss was due to positive net income contribution from the Canadian
cannabis and U.S. cannabis segments in 2022, offset by an increase in net loss
from VF Fresh for the three months ended March 31, 2022 as compared to the three
months ended March 31, 2021.

                                       20
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Adjusted EBITDA

Adjusted EBITDA for the three months ended March 31, 2022 was ($6,111) compared to $404 for the three months ended March 31, 2021. The decrease in adjusted EBITDA was primarily due to lower operating results of VF Fresh. See the reconciliation of Adjusted EBITDA to net income in "Non-GAAP Measures-Reconciliation of Net Earnings to Adjusted EBITDA".



SEGMENTED RESULTS OF OPERATIONS
(In thousands of U.S. dollars, except per share amounts, and unless otherwise
noted)

                                                       For the Three Months Ended March 31, 2022
                                  VF Fresh       Cannabis -       Cannabis -       Clean
                                 (Produce)       Canada (1)        U.S. (1)       Energy       Corporate        Total
Sales                            $   41,349     $     21,769     $      7,043     $    (5 )   $         -     $  70,156
Cost of sales                       (45,520 )        (12,259 )         (2,331 )      (142 )             -       (60,252 )
Selling, general and
administrative expenses              (3,140 )         (6,933 )         (4,296 )       (32 )        (2,570 )     (16,971 )
Share-based compensation                  -             (367 )            (95 )         -            (502 )        (964 )
Other (expense) income, net             (30 )           (746 )              -          (6 )           520          (262 )
Recovery of (provision for)
income taxes                          1,715             (639 )              -           -             590         1,666
(Loss) income from consolidated
entities                             (5,626 )            825              321        (185 )        (1,962 )      (6,627 )
Less: net loss attributable to
non-controlling interests, net
of tax                                    -              162                -           -               -           162
(Loss) from equity method
investments                               -                -              (52 )         -               -           (52 )
Net (loss) income                    (5,626 )            987              269        (185 )        (1,962 )      (6,517 )
Adjusted EBITDA (2)              $   (6,201 )   $      2,104     $        580     $   (59 )   $    (2,535 )   $  (6,111 )
Basic loss (income) per share    $    (0.06 )   $       0.01     $       0.00     $ (0.00 )   $     (0.02 )   $   (0.07 )
Diluted loss (income) per share  $    (0.06 )   $       0.01     $       0.00     $ (0.00 )   $     (0.02 )   $   (0.07 )



                                                       For the Three Months Ended March 31, 2021
                                  VF Fresh       Cannabis -       Cannabis -       Clean
                                 (Produce)       Canada (1)        U.S. (1)       Energy       Corporate        Total
Sales                            $   34,867     $     17,460     $          -     $    69     $         -     $  52,396
Cost of sales                       (34,150 )        (15,248 )              -        (691 )             -       (50,089 )
Selling, general and
administrative expenses              (2,551 )         (3,966 )              -         (32 )        (1,543 )      (8,092 )
Share-based compensation                  -           (1,094 )              -           -            (904 )      (1,998 )
Other expense, net                     (256 )           (630 )              -         (12 )          (413 )      (1,311 )
Recovery of income taxes                505              644                -           -             690         1,839
Loss from consolidated entities      (1,585 )         (2,834 )              -        (666 )        (2,170 )      (7,255 )
Less: net (income) loss
attributable to non-controlling
interests, net of tax                     -                -                -           -               -             -
Loss from equity method
investments                               -                -             (127 )         -               -          (127 )
Net loss                             (1,585 )         (2,834 )           (127 )      (666 )        (2,170 )      (7,382 )
Adjusted EBITDA (2)              $     (492 )   $      2,534     $        (79 )   $   (16 )   $    (1,543 )   $     404
Basic loss per share             $    (0.02 )   $      (0.04 )   $      (0.00 )   $ (0.01 )   $     (0.03 )   $   (0.10 )
Diluted loss per share           $    (0.02 )   $      (0.04 )   $      (0.00 )   $ (0.01 )   $     (0.03 )   $   (0.10 )

(1) For the three months ended March 31, 2022, Balanced Health's financial

results are fully consolidated in the financial results of the Company.

For the three months ended March 31, 2022, Village Farms' share of Rose

LifeScience's financial results are fully consolidated in the financial

results of the Company with the minority non-controlling interest

presented in net loss attributable to non-controlling interests, net of

tax.

(2) Adjusted EBITDA is not a recognized earnings measure and does not have a

standardized meaning prescribed by GAAP. Therefore, Adjusted EBITDA may

not be comparable to similar measures presented by other issuers.

Management believes that Adjusted EBITDA is a useful supplemental measure

in evaluating the performance of the Company because it excludes

non-recuring and other items that do not reflect our business performance.

Adjusted EBITDA includes the Company's 70% interest in Rose LifeScience

since acquisition and 65% interest in VFH.


                                       21
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PRODUCE SEGMENT RESULTS - VF FRESH

The produce segment, VF Fresh, currently consists of Village Farms LP and Village Farms Canada LP. VF Fresh's comparative analysis are based on the consolidated results of Village Farms LP and Village Farms Canada LP for the three months ended March 31, 2022 and 2021.

Three Months Ended March 31, 2022 Compared to Three Months Ended March 31, 2021

Sales



VF Fresh sales for three months ended March 31, 2022 were $41,349 as compared to
$34,867 for the three months ended March 31, 2021. The increase in sales of
$6,482 or 19% was due to increases in our own produce revenues of $3,472 and our
grower partner revenues of $3,010. The increase in our own produce revenues was
primarily due to an increase in tomato volume of 19% while the selling price of
our own tomatoes was relatively flat due to a change in sales mix to a greater
percentage of higher priced specialty tomatoes. The increase in grower partner
revenues was primarily due to higher volumes of pounds sold of tomatoes,
peppers, cucumbers and mini-cucumbers, partially offset by decreases in tomato
prices of (2%), pepper prices of (25%), cucumber prices of (7%) and
mini-cucumber prices of (29%) in Q1 2022 as compared to Q1 2021.

Cost of Sales



VF Fresh cost of sales for three months ended March 31, 2022 were $45,520 as
compared to $34,150 for the three months ended March 31, 2021. Cost of sales
increased ($11,370) or (33%) due to increases in our own produce cost of sales
of ($7,054) and our grower partner cost of sales of ($4,316). The increase in
our own produce cost of sales was driven by the 19% increase in tomato volume at
our Texas greenhouses as well as an increase in the sales mix for specialty
tomatoes which require higher costs for cultivation and packaging. The increase
in volume and an incremental increase in freight costs of approximately ($1,803)
drove higher transportation and handling costs of produce in Q1 2022 as compared
to Q1 2021. In addition, in Q1 2022, we incurred an incremental catch up to our
cost of sales of $1,779 on our Texas crop cycle that began in summer/fall 2021
and ends in late Q2 2022 due to an expected lower total crop volume and higher
cost of production for the growing cycle due to ongoing disease pressure and
supply chain cost increases, effectively increasing our production price per
pound for our Texas tomato crop. The increase in grower partner cost of sales
was driven by an increase in purchased production from our grower partners as
well as fixed contract pricing on some of our grower partner tomato varieties.
Our facility management has implemented changes to increase crop yield and
reduce cost per pound, however our efforts could not mitigate the increases in
supply chain costs and incremental freight experienced in Q1 2022.

Gross Margin



The gross margin for VF Fresh was ($4,171) for three months ended March 31, 2022
as compared to $717 for the three months ended March 31, 2021. Gross margin in
the first quarter of 2022 has been greatly affected by the higher cost of sales,
which was attributable to additional freight per pound, a revised production
forecast and higher cultivation costs in our Texas facilities and lower grower
partner gross margin of ($1,306). The higher freight per pound was mostly due to
increases in fuel prices and trucker shortages which could not be passed on to
our customers.

Selling, General and Administrative Expenses



VF Fresh selling, general and administrative expenses for three months ended
March 31, 2022 were $3,140 or 8% of sales as compared to $2,551 or 7% of sales
for the three months ended March 31, 2021. The quarter-over-quarter increase in
selling, general and administrative expenses was primarily due to legal fees.

Net Loss



VF Fresh's net loss for three months ended March 31, 2022 was ($5,626) as
compared to ($1,585) for the three months ended March 31, 2021. The increase in
net loss for the first quarter of 2022 as compared to the first quarter of 2021
was primarily due to the lower gross margin and higher selling, general and
administrative expenses incurred in 2022.

Adjusted EBITDA



The Adjusted EBITDA for VF Fresh was ($6,201) for three months ended March 31,
2022 as compared to ($492) for the three months ended March 31, 2021. The lower
Adjusted EBITDA was due to a decrease in operating margin of ($5,477) for the
three months ended March 31, 2022 compared to the three months ended March 31,
2021.

CANNABIS SEGMENT RESULTS - CANADA



The Canadian cannabis segment currently consists of Pure Sunfarms and Rose
LifeScience. The comparative analysis for Canadian cannabis is based on the
consolidated results of Pure Sunfarms and Rose LifeScience for the three months
ended March 31, 2022 and the results of Pure Sunfarms for March 31, 2021. The
Company acquired 70% of Rose LifeScience on November 15, 2021 and as such the
operating results of Rose LifeScience from January 1, 2022 to March 31, 2022 are
consolidated in our results for the three months ended March 31, 2022 with the
minority interest presented in Net Income (Loss) Attributable to Non-controlling
Interests, Net of Tax.

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Three Months Ended March 31, 2022 Compared to Three Months Ended March 31, 2021

Sales



Canadian cannabis net sales for the three months ended March 31, 2022 were
$21,769 as compared to $17,460 for the three months ended March 31, 2021. The
period-over-period net sales increase of $4,309 or 25% includes $3,609 in Q1
2022 net sales from Rose. The increase between comparable quarters was driven by
a 79% increase in non-branded sales and an 8% increase in branded sales. The 79%
increase in non-branded sales was due primarily to the continued development and
strengthening of relationships with other key LPs that are purchasing high
potency, high-quality flower and trim made available as Pure Sunfarms expanded
its cultivation footprint. The 8% increase in branded sales was attained through
the addition of Rose branded sales in Q122, partially offset by a (10%) decline
in Pure Sunfarms branded sales driven by selective price decreases on slower
moving flower and cannabis derivative products. For the three months ended March
31, 2022, 67% of revenue was generated from branded flower, inclusive of
pre-rolls, 8% of revenue from cannabis derivative products and 25% from
non-branded sales as compared to 71% of revenue from branded flower, inclusive
of pre-rolls, 13% from cannabis derivative products and 16% from non-branded
sales for the three months ended March 31, 2021.

Cost of Sales



Canadian cannabis cost of sales for the three months ended March 31, 2022 were
$12,259 as compared to $15,248 for the three months ended March 31, 2021. The
period-over-period net cost of sales decrease of $2,989 or 20% includes $2,388
in Q1 2022 cost of sales from Rose. In addition, the Q2 2022 cost of sales for
Pure Sunfarms includes a positive adjustment of $2,050 and the Q1 2021 cost of
sales for Pure Sunfarms includes a ($2,778) charge from the revaluation of its
inventory to fair value at acquisition date of November 2, 2020. The cost of
sales decrease is partly attributable to ongoing improvements in yields, potency
and growing practices as well as a higher proportion of non-branded sales
between comparable periods, as non-branded products require lower manufacturing,
packaging and distribution costs.

Gross Margin



Gross margin for the three months ended March 31, 2022 increased $7,298 to
$9,510, or a 44% gross margin, in comparison to $2,212, or a 13% gross margin,
for the three months ended March 31, 2021. Gross margin for the three months
ended March 31, 2022 increased $2,470 to $7,460, or a 34% gross margin
(excluding the purchase price inventory positive adjustment of $2,050) in
comparison to $4,990, or a 29% gross margin (excluding the purchase price
inventory adjustment charge of $2,778), for the three months ended March 31,
2021. The increase in gross margin between comparable periods was primarily due
to the production of high-quality, high-potency flower from a larger cultivation
footprint which is a key factor in decreasing cost of sales as a percentage of
revenue and offset the price compression experienced across various provincial
markets in Q1 2022.

Selling, General and Administrative Expenses



Canadian cannabis selling, general and administrative expenses for the three
months ended March 31, 2022 increased $2,967 to $6,933 or 32% of sales compared
to $3,966 or 23% of sales for the three months ended March 31, 2021. The
increase in selling, general and administrative expenses in Q2 2022 was due to a
40% rise in Pure Sunfarms' expenses and the inclusion of Rose expenses of
$1,364. The quarter-over-quarter increase was mostly due to planned incremental
investment in sales support and marketing campaigns for the higher volume of
sales in 2022 along with additional headcount, IT services, regulatory and
compliance fees to support the growth of the Canadian cannabis segment.

Share-Based Compensation



Canadian cannabis share-based compensation expenses for the three months ended
March 31, 2022 were $367 as compared to $1,094 for the three months ended March
31, 2021. The decrease in share-based compensation was primarily due to the
vesting of performance share grants for Pure Sunfarms' management associated
with attained milestones and conditions met associated with the Company's
acquisition of the remaining 41.3% of Pure Sunfarms on November 2, 2020.

Net Income (Loss)



Canadian cannabis net income for the three months ended March 31, 2022 was $987
as compared to net loss of ($2,834) for the three months ended March 31, 2021.
The increase in net income between periods was primarily due to a higher gross
margin which was impacted by the positive purchase price inventory adjustment
and lower share-based compensation expense, partially offset by higher selling,
general and administrative expenses.

Adjusted EBITDA



Adjusted EBITDA for the three months ended March 31, 2022 and March 31, 2021 was
$2,104 and $2,534, respectively. The lower Adjusted EBITDA between periods was
primarily due to higher selling, general and administrative expenses along with
the effect of the purchase price inventory adjustments on the calculation of
Adjusted EBITDA. See the reconciliation of Adjusted EBITDA to net income in
"Non-GAAP Measures-Reconciliation of Net Earnings to Adjusted EBITDA".

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CANNABIS SEGMENT RESULTS - UNITED STATES



The U.S. cannabis segment currently consists of Balanced Health and VF Hemp. For
the three months ended March 31, 2022, U.S. cannabis financial results are based
on the consolidated results of Balanced Health from the closing date of the
acquisition of August 16, 2021. VF Hemp is a joint venture and its results are
included in "(Losses) Income from Equity Method Investments" for the three
months ended March 31, 2022.

Three Months Ended March 31, 2022

Sales

U.S. cannabis sales for the period of January 1, 2022 to March 31, 2022 were
$7,043. Over 99% of sales were generated in the United States and gross sales
were composed of 73% from e-commerce sales, 16% from retail sales, 5% from
shipping income and 1% from bulk sales. In addition, sales included a 5% loyalty
program impact as loyalty program customers generate loyalty points that may be
used when purchasing Balanced Health products.

Cost of Sales

U.S. cannabis cost of sales for the period of January 1, 2022 to March 31, 2022
were $2,331. Cost of sales can be primarily attributed directly to e-commerce,
retail and bulk cost of sales with all other costs of sales categorized within
other manufacturing costs including expenses such as warehouse expenses, freight
and shipping supplies.

Gross Margin

U.S. cannabis gross margin for the period of January 1, 2022 to March 31, 2022 was $4,712 or 67%.

Selling, General and Administrative Expenses

U.S. cannabis selling general and administrative expenses for the period of
January 1, 2022 to March 31, 2022 was $4,296 or 61% of sales. As the U.S.
cannabis business derives a substantial number of sales through its online
technology platforms, the primary expense categories within selling, general and
administrative include sales and marketing, merchant fees, e-commerce support,
IT services, research and development and customer service.

Net Income

U.S. cannabis net income for the period of January 1, 2022 to March 31, 2022 was $269 due primarily to the gross margin of 67%.

Adjusted EBITDA

U.S. cannabis adjusted EBITDA for the period of January 1, 2022 to March 31, 2022 was $580 and was due primarily to operating profit for the period.

Liquidity and Capital Resources

Capital Resources



As at March 31, 2022, we had $41,433 in cash (includes $6,810 in restricted
cash) and $101,477 of working capital, and as at December 31, 2021, we had
$58,667 in cash (includes $5,250 in restricted cash) and $110,646 of working
capital. We believe that cash generated from our operating activities, Credit
Facilities and Pure Sunfarms Loans will provide sufficient liquidity to meet our
working capital needs, repayments of long-term debt, future contractual
obligations and planned capital expenditures for the next 12 months. An
additional potential source of liquidity is access to capital markets for
additional equity or debt financing. We intend to use our cash on hand for daily
funding requirements.

(in thousands of U.S. dollars unless                                     Outstanding
otherwise noted)                                  Maximum              March 31, 2022
Operating Loan (1)                           C$          10,000     $               2,000
FCC Term Loan                                $           26,230     $              26,230
Pure Sunfarms Loans                          C$          46,415     C$             46,415



            (1) The Operating Loan was amended on May 7, 2021 with a

maximum line


                of credit of C$10,000. See "Operating Loan" below.


The Company's borrowings under the FCC Term Loan, the Operating Loan and the
VFCE Borrowings (as defined below) (collectively the "Credit Facilities") are
subject to certain positive and negative covenants, including debt ratios, and
the Company is required to maintain certain minimum working capital. As of March
31, 2022, the Company was in compliance with all of its covenants under its
Credit Facilities. On December 31, 2021 we were not in compliance with one
financial covenant under our FCC Term Loan. Subsequent to December 31, 2021, we
received a waiver from Farm Credit Canada ("FCC") in connection with the

                                       24
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annual testing on December 31, 2021 for the one financial covenant. FCC measures
our financial covenants once a year on the last calendar day of the year and our
next annual testing date will be on December 31, 2022. We can provide no
assurance that we will be in compliance or receive a waiver for any
non-compliance as of the next annual testing date.

Accrued interest payable on the Credit Facilities and Pure Sunfarms Loans as of
March 31, 2022 and December 31, 2021 was $234 and $304, respectively, and these
amounts are included in accrued liabilities in the Consolidated Statements of
Financial Position.

FCC Term Loan

The Company has a term loan financing agreement with Farm Credit Canada, a
Canadian creditor (the "FCC Term Loan"). The non-revolving variable rate term
loan has a maturity date of April 1, 2025 and a balance of $26,230 on March 31,
2022 and $26,723 on December 31, 2021. The outstanding balance is repayable by
way of monthly installments of principal and interest, with the balance and any
accrued interest to be paid in full on April 1, 2025. Effective August 1, 2020,
monthly principal payments were reduced to $164 from $257. As of March 31, 2022,
borrowings under the FCC Term Loan agreement were subject to an interest rate of
3.77% per annum.

As collateral for the FCC Term Loan, the Company has provided promissory notes,
a first mortgage on the VFF-owned Delta 1 and Texas greenhouse facilities, and
general security agreements over its assets. In addition, the Company has
provided full recourse guarantees and has granted security interests in respect
of the FCC Term Loan. The carrying value of the assets and securities pledged as
collateral as of March 31, 2022 and December 31, 2021 was $192,344 and $233,187,
respectively.

Operating Loan

The Company has a revolving line of credit agreement with a Canadian chartered
bank (the "Operating Loan"). The Operating Loan has a line of credit of up to
C$10,000, as amended on May 7, 2021, less outstanding letters of credit totaling
$150 and C$38 and includes variable interest rates with a maturity date of May
7, 2024. The Operating Loan is subject to margin requirements stipulated by the
lender. The Operating Loan had a balance of $2,000 on March 31, 2022 and there
was no amount drawn on this loan on December 31, 2021.

As collateral for the Operating Loan, the Company has provided promissory notes
and a first priority security interest over its accounts receivable and
inventory. In addition, the Company has granted full recourse guarantees and
security therein. The carrying value of the assets pledged as collateral as of
March 31, 2022 and December 31, 2021 was $33,840 and $34,741, respectively.

VFCE Loan



VFCE had a loan agreement with a Canadian chartered bank that includes a
non-revolving fixed rate loan (the "VFCE Loan") of C$3,000 with a maturity date
of June 2023 and a fixed interest rate of 4.98% per annum. The Company paid off
the outstanding balance of the VFCE Loan in the first quarter of 2022. As of
March 31, 2022 and December 31, 2021, the balance of the VFCE Loan was nil and
C$624, respectively.

Pure Sunfarms Loans

On March 15, 2021, Pure Sunfarms entered into the Third Amended and Restated
Credit Agreement (the "Third Amended and Restated PSF Credit Agreement") with
FCC and two Canadian chartered banks, which extended the maturity date of each
of the PSF Revolving Line of Credit, PSF Non-Revolving Facility and the PSF Term
Loan (each as defined below) through February 7, 2024 and included a guarantee
by Village Farms. The Third Amended and Restated PSF Credit Agreement amended
and updated the previous three loan facilities.

The first loan facility under the Third Amended and Restated PSF Credit
Agreement is a revolving line of credit (the "PSF Revolving Line of Credit")
with two separate C$7,500 commitments from each of the Canadian chartered banks.
Each lender established a revolving line of credit severally and not jointly
whereby Pure Sunfarms may receive advances in equal proportionate amounts from
each lender. The advances shall be used for working capital purposes, general
corporate purposes and capital expenditures, of which capital expenditures may
not exceed C$7,500 in aggregate use of the outstanding advances. Interest is
payable at the Canadian prime rate plus an applicable margin per annum, payable
monthly. The PSF Revolving Line of Credit had an outstanding balance of C$9,855
as of March 31, 2022 and December 31, 2021. Pure Sunfarms had an outstanding
letter of credit issued to BC Hydro against the revolving line of credit of
C$5,145 at March 31, 2022 and December 31, 2021.

The second loan facility under the Third Amended and Restated PSF Credit
Agreement is a credit facility with a Canadian chartered bank, as agent and lead
lender, and FCC, as lender, in respect of a C$17,000 secured non-revolver term
loan (the "PSF Non-Revolving Facility). The PSF Non-Revolving Facility, which
matures on February 7, 2024, is secured by the Delta 2 and Delta 3 greenhouse
facilities and contains customary financial and restrictive covenants. The
purpose of the PSF Non-Revolving Facility is to refinance our Delta 3 greenhouse
and provide funds to upgrade and retrofit the Delta 2 facility. The outstanding
amount on the PSF Non-Revolving Facility was C$14,595 on March 31, 2022 and
C$15,076 on December 31, 2021.

                                       25
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The third loan facility under the Third Amended and Restated PSF Credit
Agreement is a C$25,000 term loan (the "PSF Term Loan") at the Canadian prime
interest rate plus an applicable margin, repayable in quarterly payments equal
to 2.50% of the outstanding principal amount starting June 30, 2021 and maturing
February 7, 2024. Advances under the PSF Term Loan are required to be used to
finance the upgrade and retrofit of the Delta 2 greenhouse to render it suitable
for cannabis cultivation as well as any funds necessary for capital expenditures
on the Delta 3 processing facility. The outstanding amount on the PSF Term Loan
was C$21,965 on March 31, 2022 and C$22,614 on December 31, 2021.

On December 20, 2020, Pure Sunfarms entered into a C$6,250 non-revolving demand
loan at the Canadian prime interest rate plus 3.75% per annum with a Canadian
chartered bank with the financial support of the Business Development Bank of
Canada (the "BDC Facility"). The BDC Facility, provided as part of COVID-19
government relief, requires interest only payments monthly for the first twelve
months and matures on December 31, 2031. Commencing on December 31, 2021, Pure
Sunfarms will repay the outstanding principal amount in equal monthly
installments. The outstanding amount on the BDC Facility was C$6,094 on March
31, 2022 and C$6,282 on December 31, 2021.

Pure Sunfarms is required to comply with financial covenants under the Third
Amended and Restated PSF Credit Agreement, which are measured quarterly. As of
March 31, 2022, Pure Sunfarms was in compliance with these financial covenants.

Emerald Promissory Note



The Company had a note payable due to Emerald of C$19,900, plus accrued interest
that the Company originally issued to Emerald as partial consideration for the
November 2, 2020 acquisition of Pure Sunfarms. The note and accrued interest
were repaid to Emerald in full on February 8, 2021.

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