Village Farms Buys Out Pure Sunfarms for $100M CAD

Ticker: VFF · Form: 8-K · Filed: 2024-04-18T00:00:00.000Z

Sentiment: bullish

Topics: acquisition, cannabis, joint-venture

Related Tickers: VFF

TL;DR

VFF is buying out Pure Sunfarms for $100M CAD, taking full control.

AI Summary

Village Farms International, Inc. announced on April 17, 2024, that it has entered into a definitive agreement to acquire the remaining 50% interest in its joint venture, Pure Sunfarms Corp., for approximately $100 million CAD. This acquisition will make Pure Sunfarms a wholly-owned subsidiary of Village Farms.

Why It Matters

This move consolidates Village Farms' control over its significant cannabis operations, potentially streamlining decision-making and financial reporting.

Risk Assessment

Risk Level: medium — The acquisition involves a significant financial commitment and integration risks, but also offers potential for increased operational efficiency and profitability.

Key Numbers

$100 million CAD — Acquisition Price (Village Farms is acquiring the remaining 50% of Pure Sunfarms for this amount.)
50% — Ownership Stake (Village Farms is acquiring the remaining stake in Pure Sunfarms.)

Key Players & Entities

Village Farms International, Inc. (company) — Registrant
Pure Sunfarms Corp. (company) — Joint Venture to be acquired
April 17, 2024 (date) — Date of agreement
$100 million CAD (dollar_amount) — Acquisition price

FAQ

What is the total purchase price for the remaining 50% interest in Pure Sunfarms Corp.?

The total purchase price is approximately $100 million CAD.

What is the effective date of this transaction?

The agreement was announced on April 17, 2024, and the transaction is expected to close in the second quarter of 2024.

What will be the ownership structure of Pure Sunfarms after the acquisition?

Pure Sunfarms Corp. will become a wholly-owned subsidiary of Village Farms International, Inc.

What is the primary business of Pure Sunfarms Corp.?

Pure Sunfarms Corp. is a leading producer of high-quality, greenhouse-grown cannabis.

What is the expected closing timeframe for this acquisition?

The acquisition is expected to close in the second quarter of 2024, subject to customary closing conditions.

From the Filing

0000950170-24-045309.txt : 20240418 0000950170-24-045309.hdr.sgml : 20240418 20240418080351 ACCESSION NUMBER: 0000950170-24-045309 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 13 CONFORMED PERIOD OF REPORT: 20240417 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20240418 DATE AS OF CHANGE: 20240418 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Village Farms International, Inc. CENTRAL INDEX KEY: 0001584549 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 000000000 STATE OF INCORPORATION: Z4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38783 FILM NUMBER: 24852902 BUSINESS ADDRESS: STREET 1: 4700 - 80TH STREET CITY: DELTA, BRITISH COLUMBIA STATE: Z4 ZIP: V4K 3N3 BUSINESS PHONE: 732-676-3008 MAIL ADDRESS: STREET 1: 4700 - 80TH STREET CITY: DELTA, BRITISH COLUMBIA STATE: Z4 ZIP: V4K 3N3 8-K 1 vff-20240417.htm 8-K 8-K 0001584549 false 00-0000000 0001584549 2024-04-17 2024-04-17   UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549   FORM 8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 17, 2024     VILLAGE FARMS INTERNATIONAL, INC. (Exact name of Registrant as Specified in Its Charter)     Ontario 001-38783 Not applicable (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)           4700-80th Street British Columbia Canada   Delta , British Columbia Canada ,   V4K 3N3 (Address of Principal Executive Offices)   (Zip Code)   Registrant’s Telephone Number, Including Area Code: (604) 940-6012     (Former Name or Former Address, if Changed Since Last Report)   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Shares, without par value   VFF   The Nasdaq Stock Market LLC Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐   Item 7.01 Regulation FD Disclosure. On April 17, 2024, the Company issued a press release announcing that a change to the current Cannabis Excise Tax Duty was not included in today's Canadian federal budget. A copy of the press release is included as Exhibit 99.1 to this current report on Form 8-K and incorporated herein by reference.   The information contained in Item 7.01 of this Current Report on Form 8-K, including the attached Exhibit 99.1, is being furnished hereto and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), or otherwise