Vanguard Food LP agreed to acquire Certain Assets and Operations of the Fresh Produce Segment of Village Farms International, Inc. for $40 million.
Published on 05/11/2025 at 18:00
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Vanguard Food LP agreed to acquire Certain Assets and Operations of the Fresh Produce Segment of Village Farms International, Inc. (NasdaqCM:VFF) for $40 million on May 12, 2025. Consideration paid to Village Farms in the transaction will include 37.9 percent of the initial common equity units of Vanguard, and $40 million in cash. Village. Under the terms of the agreement, Village Farms will privatize its Texas-based, 40-acre Marfa II and 40-acre Fort Davis greenhouse assets, all of its produce-related intellectual property, with the exception of the Village Farms name, and transfer all of its produce distribution facilities, employees and operational control of these facilities to Vanguard. Upon completion of the transaction, Village Farms will continue to own its 30-acre Monahans greenhouse facility in Texas, and will own and lease its 20-acre Marfa I greenhouse facility in Texas to Vanguard. In Canada, Village Farms will continue to own and operate its 60-acre Delta 1 greenhouse, 25-acre Delta 2 greenhouse, and 25-acre Delta 3 greenhouse, each of which are located in Delta, British Columbia.
The proposed transaction has been unanimously approved by the Board of Village Farms International. The transaction will be completed by way of a series of asset and lease transfers to Vanguard, and is expected to close during the second quarter of 2025, following the satisfaction of closing conditions.
FTI Capital Advisors, LLC acted as financial advisor for Village Farms International, Inc. Led by Michael Horwitz, the team includes Michael Portner Gartke, Josh Lavine, Tori Lechner-Sung, and Shree Gandhi (corporate/M&A); Michael Zackheim (Canadian securities); Chris Bornhorst (U.S. securities); Steven Slavens (commercial contracting); Alex Tanenbaum (real estate); Ellie Kang and Parker Baglole (employment); Ed Fan (IP); Scott Semer and Debra Aboodi (U.S. tax); and Richard Johnson and Ian Farndon (Canadian tax) from Torys LLP, acted as legal advisors for Village Farms International, Inc. Houlihan Lokey, Inc. acted as financial advisor and Akin Gump Strauss Hauer & Feld LLP acted as legal advisor to private investment firms including Sweat Equities.
Village Farms International, Inc. is a vertically integrated supplier for plant-based consumer packaged goods in the cannabis and cannabidiol (CBD) categories in North America, the Netherlands and selected markets internationally. The Companyâs segments include Produce, Cannabis-Canada, Cannabis-United States and Energy. The Produce segment produces, markets, and sells tomatoes, bell peppers and cucumbers. The Cannabis-Canada segment produces and supplies cannabis products to be sold to other licensed providers and provincial governments across Canada and internationally. The Cannabis-United States segment develops and sells high-quality, CBD-based health and wellness products including ingestible, edible and topical applications. The Energy business receives a royalty from a renewable natural gas facility that is located at the Company's Delta facility. The Company's subsidiaries include Pure Sunfarms Corp., Balanced Health Botanicals, LLC and others.
