Forafric Global (Nasdaq: AFRI) partners with Cap Holding on Maroc stake

Rhea-AI Filing Summary

Forafric Global PLC completed a strategic transaction in which its wholly owned subsidiary, Forafric Agro Industries, transferred a controlling 68% equity interest in Forafric Maroc to Moroccan industrial group Cap Holding SA. The deal establishes a long-term industrial partnership intended to support Forafric Maroc’s next phase of growth while Forafric Global advances its broader strategic roadmap.

In connection with the transaction, Crédit Agricole du Maroc is expected to convert MAD 100 million of existing indebtedness into equity for a 7% ownership stake in Forafric Maroc; the related document is signed but not yet closed. Forafric Global is also pursuing a potential acquisition of Millcorp Geneva SA, a related-party Swiss cereal trading and logistics company that represented about 25% of its total assets for fiscal 2025, though there is no assurance this transaction will be completed.

Key Figures

Equity interest transferred: 68% equity interest in Forafric Maroc Debt converted to equity: MAD 100 million Minority ownership stake: 7% ownership interest in Forafric Maroc +1 more

4 metrics

Equity interest transferred 68% equity interest in Forafric Maroc Controlling stake acquired by Cap Holding from Forafric Agro Industries

Debt converted to equity MAD 100 million Existing indebtedness expected to convert into equity for Crédit Agricole du Maroc

Minority ownership stake 7% ownership interest in Forafric Maroc Resulting stake for Crédit Agricole du Maroc after debt conversion

Millcorp share of assets 25% of total assets Millcorp represented approximately this share of Forafric Global’s total assets for fiscal 2025

Key Terms

foreign private issuer, long-term strategic roadmap, conversion of existing indebtedness into equity, related party, +1 more

5 terms

foreign private issuer regulatory

"FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

long-term strategic roadmap financial

"marks another key milestone in execution of Forafric Global’s long-term strategic roadmap"

conversion of existing indebtedness into equity financial

"conversion of MAD 100 million of existing indebtedness into equity, representing a 7% ownership interest"

related party financial

"Millcorp Geneva SA, a Swiss cereal trading and logistics company and a related party of the Company"

A related party is a person or organization with close ties to a company — for example major shareholders, board members, executives, their family, or businesses they control — that can influence decisions or enter into transactions with the company. Investors watch related‑party dealings because they can create conflicts of interest or non‑market terms that affect fairness, the company’s finances and transparency; think of it like buying or selling something to a family member rather than on the open market.

forward-looking statements regulatory

"This press release contains forward-looking statements within the meaning of Section 27A"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

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FAQ

What transaction did Forafric Global (AFRI) complete with Cap Holding?

Forafric Global completed a transaction where its subsidiary transferred a 68% equity interest in Forafric Maroc to Cap Holding SA, creating a long-term industrial partnership to support Forafric Maroc’s development and Forafric Global’s strategic roadmap.

How will Crédit Agricole du Maroc participate in Forafric Maroc after the AFRI deal?

Crédit Agricole du Maroc is expected to convert MAD 100 million of existing indebtedness into equity for a 7% minority stake in Forafric Maroc. The transaction document is signed but has not yet closed.

What are Forafric Global (AFRI)’s strategic priorities after the Forafric Maroc deal?

Forafric Global plans to focus on complementary growth platforms and expand capabilities across Defense, Energy and Food Security verticals, using the Forafric Maroc partnership as part of a broader long-term strategic roadmap.

What is the potential Millcorp acquisition mentioned by Forafric Global (AFRI)?

Forafric Global is exploring acquiring Millcorp Geneva SA, a related-party Swiss cereal trading and logistics company that represented about 25% of total assets in fiscal 2025. Discussions may not result in a completed transaction.

How does the Forafric Maroc transaction affect Forafric Global (AFRI)’s structure?

Forafric Global remains the parent while Cap Holding holds a controlling 68% stake in Forafric Maroc, and Crédit Agricole du Maroc is expected to become a 7% minority shareholder via a debt-to-equity conversion, subject to closing.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2026

Commission File Number: 001-41416

Forafric Global PLC

Unit 5.3, Madison Building, Midtown

Queensway, Gibraltar GX11 1AA

011 350 20072505

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒ Form 40-F ☐

Exhibit Index

99.1 Press Release, dated August 5, 2026

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Forafric Global PLC
Date: August 5, 2026	By:	/s/ Julien Benitah
	Name:	Julien Benitah
	Title:	Chief Financial Officer

Exhibit 99.1

Forafric Global Completes Landmark Cap Holding Transaction, Positioning Forafric Maroc for Next Phase of Growth

Closing concludes transformation of Forafric Maroc and marks another key milestone in execution of Forafric Global’s long-term strategic roadmap

Strategic roadmap continues with focus on complementary growth opportunities and expansion of global capabilities in Defense, Energy and Food Security verticals

Gibraltar, August 5, 2026 – Forafric Global PLC (Nasdaq: AFRI) (“Forafric Global” or the “Company”), a leading vertically integrated food security company serving Africa, today announced the completion of the previously announced transaction through which its wholly owned subsidiary, Forafric Agro Industries, transferred a controlling interest in Forafric Maroc S.A. (“Forafric Maroc”) to Cap Holding SA (“Cap Holding”), a leading Moroccan industrial group.

The transaction concludes restructuring and transformation program at Forafric Maroc that strengthened the company’s operating and financial foundations, enhanced business resilience and positioned the business for its next phase of growth.

The closing represents another important milestone in the execution of Forafric Global’s long-term strategic roadmap. The transaction establishes a long-term industrial partnership between Forafric Maroc and Cap Holding designed to support the company’s continued development, while enabling Forafric Global to continue advancing its broader strategic priorities.

As previously disclosed, this milestone forms part of Forafric Global’s broader strategy to develop complementary business platforms and expand its global capabilities across Defense, Energy and Food Security verticals, supporting the Company’s long-term growth objectives and value creation strategy.

Transaction Details

Under the terms of the transaction, Cap Holding acquired a 68% equity interest in Forafric Maroc from Forafric Agro Industries, a wholly owned subsidiary of Forafric Global.

As consideration for the acquisition, Cap Holding agreed to:

● Subscribe for a MAD 100 million capital increase (approximately US$10 million)

● Implement a reduction of approximately MAD 280 million of Forafric Maroc’s financial indebtedness (approximately US$28 million)

● Provide funding for Forafric Maroc’s financing requirements for two years following closing, without diluting Forafric Agro Industries’ remaining equity interest

● Provide funding to support Forafric Global’s working capital requirements.

In connection with the transaction, Crédit Agricole du Maroc is expected to become a minority shareholder of Forafric Maroc through the conversion of MAD 100 million of existing indebtedness into equity, representing a 7% ownership interest. The related transaction document has been signed but has not yet closed.

Khalid Assari, Chief Executive Officer of Forafric Maroc, commented, “Today marks the beginning of a new chapter for Forafric Maroc. The transformation achieved over the past eighteen months has strengthened our Company, our teams and our ability to deliver long-term value. We are pleased to welcome Cap Holding as our long-term industrial partner and look forward to building on our shared commitment to operational excellence, innovation and sustainable growth.

“I would like to thank every member of the Forafric Maroc team whose dedication, professionalism and resilience made this milestone possible.”

Strategic Priorities and Future Growth Opportunities

As part of its long-term strategic roadmap, Forafric Global continues to pursue the potential acquisition of Millcorp Geneva SA (“Millcorp”), a Swiss cereal trading and logistics company and a related party of the Company.

Millcorp represented approximately 25% of Forafric Global’s total assets for fiscal year 2025. If completed, the proposed acquisition would expand the Company’s international platform, strengthen its presence across complementary food security activities and support additional long-term growth opportunities.

The potential acquisition of Millcorp represents another component of Forafric Global’s broader strategy to develop complementary platforms and capabilities across its targeted Defense, Energy and Food Security verticals.

There can be no assurance that negotiations will result in a definitive agreement or that the proposed transaction will be completed.

About Forafric Global PLC

Forafric Global PLC (Nasdaq: AFRI) is a leading African food security company focused on the production and distribution of essential food products. The Company operates across key markets and is committed to building sustainable, long-term value through operational excellence, strategic growth initiatives and investments across complementary food security platforms.

Special Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “expect,” “estimate,” “plan,” “intend,” “will,” “would,” “could,” “should,” “may,” “target” and similar expressions, and include statements regarding the Transaction, the anticipated benefits of the partnership with Cap Holding, the expected conversion of indebtedness by Crédit Agricole du Maroc into a minority equity interest in Forafric Maroc, the Company’s ongoing strategic refocus, including negotiations with Millcorp and the potential timing, terms and completion of any related transaction, and the Company’s future growth, financial position, working capital and business strategy.

These forward-looking statements are based on the Company’s current expectations and assumptions and are subject to a number of known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s control, that could cause actual results, performance or achievements to differ materially from those expressed or implied by such statements. These factors include, among others: the failure to realize the anticipated strategic and financial benefits of the Transaction or to implement the indebtedness reduction and financing commitments described herein on the anticipated terms and timing; the ability to complete the debt-to-equity conversion with Crédit Agricole du Maroc on the terms contemplated, or at all; the ability to negotiate and consummate a transaction with Millcorp on acceptable terms, or at all, including the receipt of any required approvals of the independent directors, shareholders or regulators; the related-party nature of the Millcorp discussions and the outcome of any associated review processes; changes in commodity prices, foreign currency exchange rates (including the U.S. dollar/Moroccan dirham rate) and interest rates; political, economic, regulatory and tax developments in Morocco, Gibraltar, Switzerland and other jurisdictions in which the Company operates; competitive dynamics in the grain-based foods and cereal trading industries; the Company’s ability to execute its strategic refocus and manage its capital structure and liquidity; and the other risks and uncertainties described in the Company’s filings with the U.S. Securities and Exchange Commission, including its most recent Annual Report on Form 20-F and subsequent Reports on Form 6-K.

Forward-looking statements speak only as of the date they are made. Except as required by applicable law, the Company undertakes no obligation to update or revise publicly any forward-looking statement, whether as a result of new information, future events, changes in assumptions or otherwise. Readers are cautioned not to place undue reliance on any forward-looking statement.

Contacts

Forafric Global PLC Madison Building Midtown Queensway, Gibraltar GX11 1AA
+350 200 72505
info@forafric.com

Filing Exhibits & Attachments

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Press Releases

• EX-99.1 EX-99.1 23.8 KB