STOCK TITAN

Record 2025 profit as Village Farms (NASDAQ: VFF) grows cannabis margins and cash

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Village Farms International reported a strong turnaround for 2025, led by its Canadian cannabis business. Full year consolidated net income from continuing operations was $21.0 million, or $0.19 per share, with adjusted EBITDA from continuing operations of $49.9 million and operating cash flow of $58.1 million.

Q4 consolidated net sales rose 9% year over year to $49.6 million, with net income from continuing operations of $2.3 million and adjusted EBITDA of $8.6 million. Canadian cannabis net sales grew 10% to $37.8 million, gross margin reached 43%, and segment adjusted EBITDA was $9.7 million.

The company ended 2025 with $86 million in cash, repurchased $6.7 million of shares since Q3 under a $10 million authorization, and is expanding production in Canada and the Netherlands, targeting incremental capacity of roughly 55 tonnes annually across these projects.

Positive

  • Profitable inflection with strong EBITDA: Full year 2025 consolidated net income from continuing operations reached $21.0 million with adjusted EBITDA from continuing operations of $49.9 million, a sharp improvement from the prior-year loss and low EBITDA.
  • Canadian cannabis margin and cash engine: Canadian cannabis delivered 2025 net sales of $163.7 million, gross margin of 44%, and adjusted EBITDA of $47.6 million, along with cash flow from operations of $56.2 million, solidifying it as the company’s core value driver.
  • Stronger balance sheet and buybacks: Cash, cash equivalents and restricted cash totaled $86.3 million at December 31, 2025, up from $24.6 million, while the company began executing a $10 million share repurchase authorization, retiring over 1.9 million shares around year-end and shortly thereafter.
  • High-growth international and Netherlands ramp: International cannabis exports grew 384% year over year in Q4 and 527% for 2025 in Canadian dollar terms, while the Netherlands operations generated positive adjusted EBITDA and are slated to ramp production to about 10 tonnes annually after Phase II completion.

Negative

  • None.

Insights

Village Farms posts a major profitability and cash-flow inflection in 2025, driven by Canadian cannabis.

Village Farms shifted from sizeable losses to solid profitability. Net income from continuing operations reached $21.0 million versus a prior-year loss, while adjusted EBITDA from continuing operations jumped to $49.9 million. Consolidated sales grew to $215.9 million, indicating broader top-line momentum.

Canadian cannabis is the clear engine, with 2025 net sales of $163.7 million, a 12% increase, and gross margin improving to 44%. Adjusted EBITDA in this segment rose to $47.6 million, helped by higher-margin international exports, which increased 527% in Canadian dollar terms for the year.

Balance sheet strength also improved. Cash and cash equivalents plus restricted cash totaled $86.3 million at December 31, 2025, up from $24.6 million. The company is funding expansion at its Delta 2 facility in Canada and Phase II Groningen site in the Netherlands while executing a $10 million share repurchase plan, suggesting confidence in its long-term earnings power.

0001584549false00015845492026-03-122026-03-12

 

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): March 12, 2026

 

 

VILLAGE FARMS INTERNATIONAL, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Ontario

001-38783

98-1007671

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

90 Colonial Parkway

 

Lake Mary, Florida

 

32746

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (407) 936-1190

 

 

(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 2.02 Results of Operations and Financial Condition.

On March 12, 2026, Village Farms International, Inc. (the “Company” or “Village Farms”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2025. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

 

The information contained in this Current Report on Form 8-K under Item 2.02, including Exhibit 99.1, is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information contained in this Current Report on Form 8-K under Item 2.02, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

Exhibit

Number

Description

99.1

Press Release dated March 12, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


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 hereunto duly authorized.

 

 

 

Village Farms International, Inc.

 

 

 

 

Date:

March 12, 2026

By:

/s/ Stephen C. Ruffini

 

 

 

Name: Stephen C. Ruffini
Title: Executive Vice President and Chief Financial Officer

 


 

Exhibit 99.1

img264507375_0.gif
 

Village Farms Delivers Record Full Year 2025 Profitability

with Continued Strong Performance in Q4

 

Record Full Year Consolidated Net Income from Continuing Ops of $21.0 Million or $0.19 Per Share, Adjusted EBITDA from Continuing Ops of $49.9 Million, and Operating Cash Flow of $58.1 Million
Consolidated Q4 Net Sales Increased 9% YoY to $49.6 Million; Canadian Cannabis Sales Increased 10% YoY; International Export Cannabis Sales Increased 384% YoY
Consolidated Q4 Net Income from Continuing Ops of $2.3 Million or $0.02 Per Share, Adj. EBITDA from Continuing Ops of $8.6 Million, and Operating Cash Flow of $11.4 Million
Canadian Cannabis Delivers Q4 Gross Margin of 43%; Adj. EBITDA of $9.8 Million or 25.8% of Sales
All Expansion Projects Remain on Time and Under Budget; Delta 2 Expansion Commenced Cultivation March 2 and Expected to Harvest 15 Tonnes of Incremental Capacity in 2026
Netherlands Expansion on Track to Plant First Rooms in March with Full Facility Completion During Q2
Company Ends 2025 with $86 Million in Cash; Has Completed $6.7 Million of Share Repurchases since Q3

 

VANCOUVER, British Columbia, March 12, 2026 – Village Farms International, Inc. (“Village Farms” or the “Company”) (NASDAQ: VFF) today reported financial results for its fourth quarter and year ended December 31, 2025. All figures are in U.S. dollars unless otherwise indicated.

 

Management Commentary

 

“Our fourth quarter results again delivered strong profitability, gross margin and cash flow from operations which contributed to record levels of performance for each of these metrics in 2025,” said President and Chief Executive Officer Michael DeGiglio. “Thanks to the tireless commitment and execution of our global team, this past year was a transformational one for Village Farms. We are continuing to benefit from multiple catalysts unlocking value for our stakeholders and believe we remain in an excellent position to continue profitably scaling our platform in 2026.”

 

“We grew global cannabis sales by 17% year-over-year despite just a partial year of contributions from our expanding Netherlands business, and international exports increased more than six-fold as we continue to capitalize on our leadership position among the world’s largest EU-GMP certified cannabis operators. We’ve set a higher standard for our Company on the global stage, and are continuing to invest behind our proven teams with enhancements to our operating capabilities.”

 

“Demand for our products continues to significantly outpace our current production capacity, and temporary supply constraints coupled with rapidly evolving global regulatory frameworks has created near-term variability in performance as we balance the complex needs of our diverse customer base. In response to higher demand, we are pleased to report that last week we began cultivation in the first half of our previously-announced Delta 2 expansion in Canada, and that this project remains on track to harvest an incremental 15 tonnes of production capacity during the remainder of this year.”

 

“Our first Netherlands facility continues to operate at full capacity with healthy margin performance, and we are in the process of scaling our local operating team there to support our Phase II facility in Groningen which remains on track for its first grow rooms to be planted at the end of Q1 with the full facility completed and planted by the end of Q2. Once fully ramped, we anticipate annual production capacity of approximately 10 tonnes in the Netherlands, where we continue to see a very strong pricing environment and are well positioned to capture market share in premium product categories.”

 

“We look to the remainder of 2026 with a growth mindset, and expect to maintain a balanced approach to capital allocation with prudent consideration of accretive organic and acquisitive investments and enhanced value creation for shareholders in the form of ongoing share repurchases. We believe our growth investments, strong net cash position, industry leading cost of capital, and continued solid execution from our teams position us for continued success in 2026 and beyond.”


 

 

 

Fourth Quarter 2025 Financial Highlights

(All comparable periods are for the fourth quarter of 2024 unless otherwise stated)

 

Consolidated

 

Consolidated net sales increased 9% to $49.6 million from $45.4 million;
Consolidated net income from continuing operations improved to $2.3 million, or $0.02 per share, from a net loss from continuing operations of $7.5 million, or ($0.04) per share driven by a $10.5 million non-cash impairment charge in the prior-year period related to non-flower inventory purchased primarily from third parties that did not meet the Company’s quality standards;
Consolidated net income, including non-controlling interests and before equity losses, was $2.4 million, or $0.02 per share compared to net loss, including non-controlling interests and before equity losses, of $8.6 million, or ($0.07) per share;
Consolidated cash flow from continuing operations of $11.4 million compared with $10.9 million in the prior year period;
Full year consolidated cash flow from continuing operations increased to $58.1 million compared with $13.7 million in the prior-year period; and,
Consolidated adjusted EBITDA from continuing operations (a non-GAAP measure) was $8.6 million or 17.3% of sales, compared with ($2.9) million in the prior year period.

 

Canadian Cannabis

 

Net sales increased 10% to $37.8 million (C$52.7 million) from $34.3 million (C$48.0 million);
International export sales increased 384%; retail branded sales flat year-over-year in line with expectations;
Gross margin increased to 43% from 2%, driven by improvements in operating efficiency leading to lower costs of production, an increased mix of higher-margin sales, and the non-recurrence of a non-cash inventory impairment charge in the prior-year quarter;
Net income improved to $5.4 million (C$7.5 million) from negative $6.6 million (-C$9.4 million);
Adjusted EBITDA increased to $9.7 million (C$14.3 million) from negative $6.3 million (-C$9.1 million); and,
Cash flow from operations increased 752% to $15.7 million (C$21.5 million) from $2.6 million (C$3.3 million).

 

U.S. Cannabis

 

Net sales were $3.4 million compared with $4.6 million;
Gross margin decreased to 60% from 70%;
Net loss was ($0.2 million) compared with a net loss of $0.2 million; and
Adjusted EBITDA was ($0.1 million) compared with $0.3 million.

 

Netherlands Cannabis

 

Village Farms Netherlands was non-operational during the comparable quarter of 2024. As a result, comparative financial performance to the prior-year quarter is not meaningful.

 

Net sales were $3.3 million;
Net loss was ($0.1 million) driven by increased operating expenses to support the Company’s Phase II expansion; and
Adjusted EBITDA was $0.7 million.

 

Produce

 

Sales from continuing operations of $4.9 million were down from $6.1 million as compared to the prior year as 2025 sales are net of a commission paid to Vanguard Food, L.P., as well as lower year-over-year pricing;
Net loss from continuing operations was ($1.6 million) compared to net income from continuing operations of $4.9 million; and,
Adjusted EBITDA from continuing operations was ($462 thousand) compared to adjusted EBITDA from continuing operations of $6.6 million which was the result of a legal settlement in the prior-year quarter.

 

Strategic Growth and Operational Highlights


 

Canadian Cannabis

The Company continues to maintain a top five overall market share position in Canada and held the number one position in dried flower as of February 20261 despite planned reductions in sales of lower-margin SKUs;
International export sales increased 384% year-over-year with demand from international customers continuing to meaningfully outpace current supply capabilities;
We surpassed the high end of our targeted gross margin range of 30-40%, marking the fourth consecutive quarter meeting or exceeding the target range and contributing to record annual Adjusted EBITDA performance;
Introduced several new and unique packaging innovations to the Canadian market, including the launch of a one-way aroma valve built directly into its dried flower packaging, windowed packaging for its flower products which enables consumers to see product before purchase, and a proprietary built-in matchbox accessory for its pre-roll offerings to meet growing demand for ready-to-enjoy cannabis experiences;
Named the winner of Business Vancouver's (BIV) 2026 BC Export Awards in the Consumer Products category, recognizing our exceptional performance and contribution to British Columbia's growing international trade economy;
Published groundbreaking peer-reviewed research in Scientific Reports (Nature Portfolio), highlighting the natural variability of THC potency within cannabis plants, reinforcing a need for a greater focus on product quality versus potency and more transparent and accurate labeling across the industry; and,
During the fourth quarter, started the expansion of cultivation capacity in the remaining half of its Delta 2 greenhouse to meet increasing demand in Canadian and our international export markets. Once completed and operating at full capacity, the expansion is expected to yield an incremental 40 tonnes of annualized cannabis production, expanding capacity by approximately 33% once completed.

1. Based on estimated retail sales from HiFyre, other third parties and provincial boards.

International Medical Cannabis (Reported Within Canadian Cannabis)

International export sales increased 384% year-over-year, driven by continued strength of demand in Germany and steady performance across other international markets;
We believe we remain the largest exporter of medical cannabis to Europe, with three of the top five leading cultivars in Germany and four of the top 10 through our third-party distribution partners2; and
The Company expects to return to sequential growth in international medical export sales in Q1 of 2026.

2. Based on Company estimates and rankings compiled by German outlet Flowzz.

Netherlands Cannabis

Operations at the Phase I facility in Drachten continue at full capacity, with continued strong margin performance and operating cash flow generation;
The Company’s products are now represented in 96% of participating coffeeshops, representing increased market penetration of roughly 500 basis points sequentially from that of the third quarter;
The Company continued to advance new product innovation in the Netherlands market and subsequent to year end launched 10 new product offerings, including the first regulated blunt in market as well as infused spliffs and other pre-roll formats. It expects to continue launching new and innovative products in 2026; and
Construction of the Company’s Phase II facility in Groningen is nearing completion with the first grow rooms expected to be planted in late Q1 with full facility completion and planting expected in Q2. Once fully ramped, the Phase II facility is expected to quintuple total annualized production to approximately 10 tonnes.

U.S. Cannabis

The Company believes it is poised to benefit from President Trump's Executive Order to reschedule marijuana, which, if rescheduled, would represent a consequential step in modernizing U.S. cannabis policy and support the development of a regulatory framework more aligned with international drug policies.
The Company’s application for a Texas medicinal marijuana license remains under review by the Department of Public Services ("DPS"). In December 2025, nine new provisional licenses were awarded and DPS will award a minimum of three new awards on or before April 1, 2026. If awarded a license, the Company plans to work with its listing authority to structure an acceptable ownership structure and comply with all applicable regulatory requirements, which are still pending in Texas.

Corporate


 

Brian Stevenson was appointed to the newly created role of Global Chief Strategy Officer, where he is overseeing our enterprise-wide strategic agenda, including long-term growth strategy, global market assessment, and integration initiatives across regions and business units.
Brian Ellis was appointed to the newly created role of Chief Information and Technology Officer (CITO), where he is overseeing our enterprise architecture and IT strategy as we continue executing our global growth strategy and transformation initiatives.
On September 29, 2025, the Company’s Board of Directors unanimously approved a US$10 million share repurchase authorization for up to 5,687,000 common shares (five percent of our issued and outstanding common shares at the date of announcement). During the fourth quarter of 2025, the Company repurchased 812,923 shares at a cost of $3.0 million and subsequent to year end it has purchased 1,099,753 shares at a cost of $3.7 million.
Subsequent to year end, the Company amended and extended its Canadian cannabis credit facility by upsizing loan commitments with existing lenders by CAD $15 million and extending maturities one year. The incremental financing comes in the form of a delayed draw term loan, from which the Company drew an initial CAD $5 million on February 20, 2026. All other terms of the credit facility loans remain unchanged, with variable interest rates currently below 6.0%.

 

Conference Call

 

Village Farms’ management team will host a conference call to discuss its fourth quarter and full year 2025 financial results today, Thursday, March 12, 2026, at 8:30 a.m. ET. Participants can access the conference call via a webcast at Village Farms Fourth Quarter 2025 Conference Call Webcast or on the company website at Village Farms - Events. Participants wanting to access the conference call by telephone must register in advance at Village Farms Fourth Quarter 2025 Conference Call Registration to receive telephone dial-in information.

The live question and answer session will be limited to analysts; however, others are invited to submit questions ahead of the conference call via email at investorrelations@villagefarms.com. Management will address questions received via email during the question-and-answer session as time permits.

 

About Village Farms International, Inc.

 

Village Farms is a global leader in cannabis, plant-based consumer packaged goods, and sustainable innovation. With a legacy built on decades of Controlled Environment Agriculture expertise and Dutch farming practices, today the Company is one of the world’s largest and most profitable cannabis operators with an asset portfolio that spans over 7 million square feet of advanced greenhouse and indoor cultivation assets.

In Canada, Village Farms operates one of the largest EU-GMP certified cannabis facilities in the world from its production campus in Delta, British Columbia, and exports products to international medical markets. The Company is also a market share leader in dried flower formats and produces and distributes some of the country’s highest quality and best-selling strains, including its flagship Pure Sunfarms Pink Kush, one of the most widely consumed strains on the planet. Village Farms’ Canadian brand portfolio includes Pure Sunfarms, Fraser Valley Weed Co., Soar, Super Toast, Pure Laine, Tam Tams and Promenade.

 

In the Netherlands, the Company is one of only ten licensed operators in the country’s regulated cannabis program, and in the United States its CBDistillery brand is one of the country’s largest independent hemp-derived wellness platforms. Beyond cannabis, the Company’s Clean Energy division transforms landfill gas into renewable natural gas, and it also holds an equity interest in Vanguard Food LP, a private venture pursuing strategic acquisitions to build a premier branded food platform in North America.

 

Contact Information

 

Sam Gibbons

Senior Vice President, Corporate Affairs

Phone: (407) 936-1190 ext. 328

Email: sgibbons@villagefarms.com

 

Lawrence Chamberlain

LodeRock Advisors

Phone: (416) 519-4196

Email: lawrence.chamberlain@loderockadvisors.com

 


 

Canadian Cannabis Performance Summary

 

(millions except % metrics)

Three Months Ended December 31,

 

 

 

 

2025

 

2024

 

 

 

 

CAD $

 

 

USD $

 

 

CAD $

 

 

USD $

 

 

Change of C $

Total Net Sales

$

52.7

 

 

$

37.

8

 

$

48.0

 

 

$

34.3

 

 

10%

Total Cost of Sales

$

30.0

 

 

$

22.2

1

 

$

47.0

 

 

$

33.4

 

 

-36%

Gross Profit

$

22.7

 

 

$

15.8

 

 

$

1.0

 

 

$

0.9

 

 

2170%

Gross Margin %

43%

 

 

42%

 

 

2%

 

 

3%

 

 

1968%

SG&A

$

11.6

 

 

$

8.4

 

 

$

13.4

 

 

$

9.6

 

 

-13%

Net income (loss)

$

7.5

 

 

$

5.4

 

 

$

(9.4

)

 

$

(6.6

)

 

NM

Adjusted EBITDA from Cont. Ops.(1)

$

14.3

 

 

$

9.7

 

 

$

(9.1

)

 

$

(6.3

)

 

NM

Adjusted EBITDA Margin from Cont. Ops.(1)

27%

 

 

26%

 

 

-19%

 

 

-18%

 

 

NM

Cash flow from Operations

$

21.5

 

 

$

15.6

 

 

$

(3.3

)

 

$

(2.6

)

 

NM

 

(millions except % metrics)

Year Ended December 31,

 

 

 

 

2025

 

2024

 

 

 

 

CAD $

 

 

USD $

 

 

CAD $

 

 

USD $

 

 

Change of C $

Total Net Sales

$

228.2

 

 

$

163.7

 

 

$

204.0

 

 

$

148.9

 

 

12%

Total Cost of Sales

$

127.7

 

 

$

92.2

 

 

$

162.4

 

 

$

118.2

 

 

-21%

Gross Profit

$

100.5

 

 

$

71.5

 

 

$

41.6

 

 

$

30.7

 

 

142%

Gross Margin %

44%

 

 

44%

 

 

20%

 

 

21%

 

 

116%

SG&A

$

48.7

 

 

$

34.9

 

 

$

46.7

 

 

$

34.0

 

 

4%

Net income (loss)

$

37.0

 

 

$

26.6

 

 

$

(4.8

)

 

$

(3.2

)

 

NM

Adjusted EBITDA from Cont. Ops.(1)

$

67.0

 

 

$

47.6

 

 

$

9.4

 

 

$

7.3

 

 

613%

Adjusted EBITDA Margin from Cont. Ops.(1)

29%

 

 

29%

 

 

5%

 

 

5%

 

 

537%

Cash flow from Operations

$

77.5

 

 

$

56.2

 

 

$

16.1

 

 

$

11.7

 

 

381%

 

Canadian Cannabis’ Composition of Sales by Channel

 

(millions except % metrics)

Three Months Ended December 31,

 

 

 

 

2025

 

2024

 

 

 

 

CAD $

 

 

USD $

 

 

CAD $

 

 

USD $

 

 

Change of C $

Retail Branded Sales

$

55.6

 

 

$

39.9

 

 

$

55.8

 

 

$

39.9

 

 

0%

Non-Branded Sales

$

5.7

 

 

$

4.

2

 

$

9.5

 

 

$

6.9

 

 

-40%

International Sales

$

12.1

 

 

$

8.7

 

 

$

2.5

 

 

$

1.7

 

 

384%

Other

$

0.8

 

 

$

0.5

 

 

$

0.9

 

 

$

0.6

 

 

-11%

Less: Excise Taxes

$

(21.5

)

 

$

(15.3

)

 

$

(20.7

)

 

$

(14.8

)

 

4%

Net Sales

$

52.7

 

 

$

37.8

 

 

$

48.0

 

 

$

34.3

 

 

10%

 

(millions except % metrics)

Year Ended December 31,

 

 

 

 

2025

 

2024

 

 

 

 

CAD $

 

 

USD $

 

 

CAD $

 

 

USD $

 

 

Change of C $

Retail Branded Sales

$

221.9

 

 

$

158.9

 

 

$

251.7

 

 

$

183.9

 

 

-12%

Non-Branded Sales

$

34.5

 

 

$

25.0

 

 

$

39.6

 

 

$

28.9

 

 

-13%

International Sales

$

52.7

 

 

$

37.9

 

 

$

8.4

 

 

$

6.1

 

 

527%

Other

$

2.8

 

 

$

2.0

 

 

$

2.7

 

 

$

1.9

 

 

4%

Less: Excise Taxes

$

(83.7

)

 

$

(60.0

)

 

$

(98.4

)

 

$

(72.0

)

 

-15%

Net Sales

$

228.2

 

 

$

163.9

 

 

$

204.0

 

 

$

148.9

 

 

12%

 

Presentation of Financial Results

The Company’s financial statements for the three months and year ended December 31, 2025, as well as the comparative periods for 2024, have been prepared and presented under United States Generally Accepted Accounting Principles (“GAAP”).

 


 

RESULTS OF OPERATIONS

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

 

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Sales

$

49,617

 

 

$

45,385

 

 

$

215,937

 

 

$

195,907

 

Cost of sales

 

(30,395

)

 

 

(39,886

)

 

 

(128,255

)

 

 

(150,106

)

Gross margin

 

19,222

 

 

 

7,310

 

 

 

87,682

 

 

 

45,801

 

Selling, general and administrative expenses

 

(14,664

)

 

 

(15,877

)

 

 

(60,293

)

 

 

(61,748

)

Interest expense

 

(542

)

 

 

(771

)

 

 

(2,704

)

 

 

(3,365

)

Interest income

 

619

 

 

 

157

 

 

 

1,163

 

 

 

914

 

Foreign exchange (loss) gain

 

85

 

 

 

(1,914

)

 

 

1,555

 

 

 

(2,843

)

Other income (expense)

 

4

 

 

 

3,487

 

 

 

4,173

 

 

 

4,015

 

Goodwill and intangible asset impairments

 

 

 

 

 

 

 

 

 

 

(11,939

)

Other impairments

 

(217

)

 

 

(439

)

 

 

(217

)

 

 

(439

)

Loss before taxes and loss from equity method investments

 

4,507

 

 

 

(8,047

)

 

 

31,359

 

 

 

(29,604

)

Provision for income taxes

 

(2,168

)

 

 

2,336

 

 

 

(10,371

)

 

 

1,662

 

Loss from equity method investments

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

2,339

 

 

 

(5,711

)

 

 

20,988

 

 

 

(27,942

)

Income (loss) from discontinued operations, net of tax

 

102

 

 

 

(1,135

)

 

 

11,117

 

 

 

(7,702

)

Income (loss) including non-controlling interests and before equity losses

 

2,441

 

 

 

(8,657

)

 

 

32,105

 

 

 

(35,644

)

Less: net loss (income) attributable to non-controlling interests, net of tax

 

(11

)

 

 

27

 

 

 

336

 

 

 

(207

)

Net loss attributable to Village Farms International, Inc. shareholders

 

2,430

 

 

 

(8,630

)

 

 

32,441

 

 

 

(35,851

)

Adjusted EBITDA from continuing operations(1)

 

8,606

 

 

 

(2,942

)

 

 

49,852

 

 

 

7,374

 

Basic income (loss) per share attributable to Village Farms International, Inc. shareholders from:

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

$

0.02

 

 

$

(0.05

)

 

$

0.19

 

 

$

(0.25

)

Discontinued operations

 

0.00

 

 

 

(0.03

)

 

 

0.10

 

 

 

(0.07

)

Basic income (loss) per share attributable to Village Farms International, Inc. shareholders

$

0.02

 

 

$

(0.07

)

 

$

0.29

 

 

$

(0.32

)

Diluted income (loss) per share attributable to Village Farms International, Inc. shareholders from:

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

$

0.02

 

 

$

(0.04

)

 

$

0.18

 

 

$

(0.25

)

Discontinued operations

 

(0.01

)

 

 

(0.03

)

 

 

0.09

 

 

 

(0.07

)

Diluted income (loss) per share attributable to Village Farms International, Inc. shareholders

$

0.01

 

 

$

(0.07

)

 

$

0.27

 

 

$

(0.32

)

 

(1)
Adjusted EBITDA from continuing operations is not a recognized earnings measure and does not have a standardized meaning prescribed by GAAP. Therefore, Adjusted EBITDA from continuing operations may not be comparable to similar measures presented by other issuers. Management believes that Adjusted EBITDA from continuing operations is a useful supplemental measure in evaluating the performance of the Company because it excludes non-recurring and other items that do not reflect our business performance. Adjusted EBITDA from continuing operations includes the Company’s 70% interest in Rose LifeScience through March 31, 2024, 80% interest in Rose LifeScience beginning on April 1, 2024, 85% interest in Leli through September 22, 2024, and our 100% interest in Leli beginning on September 23, 2024.

We caution that our results of operations for the three months and twelve months ended December 31, 2025, and 2024 may not be indicative of our future performance.

 


 

SEGMENTED RESULTS OF OPERATIONS

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

 

 

For the Three Months Ended December 31, 2025

 

 

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Sales

$

4,853

 

 

$

37,772

 

 

$

3,357

 

 

$

333

 

 

$

3,302

 

 

$

 

 

$

49,617

 

Cost of sales

 

(5,161

)

 

 

(22,132

)

 

 

(1,352

)

 

 

(55

)

 

 

(1,695

)

 

 

 

 

 

(30,395

)

Selling, general and administrative expenses

 

(990

)

 

 

(8,366

)

 

 

(2,180

)

 

 

(25

)

 

 

(1,151

)

 

 

(1,952

)

 

 

(14,664

)

Other (expense) income, net

 

(246

)

 

 

(243

)

 

 

 

 

 

 

 

 

(64

)

 

 

502

 

 

 

(51

)

Other impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before taxes and equity method investment income

 

(1,544

)

 

 

7,031

 

 

 

(175

)

 

 

253

 

 

 

392

 

 

 

(1,450

)

 

 

4,507

 

Provision for income taxes

 

(31

)

 

 

(1,642

)

 

 

 

 

 

 

 

 

(495

)

 

 

 

 

 

(2,168

)

Equity method investment income, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

(1,575

)

 

 

5,389

 

 

 

(175

)

 

 

253

 

 

 

(103

)

 

 

(1,450

)

 

 

2,339

 

Loss from discontinued operations net of tax

 

102

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

102

 

Income (loss) including non-controlling interests

 

(1,473

)

 

 

5,389

 

 

 

(175

)

 

 

253

 

 

 

(103

)

 

 

(1,450

)

 

 

2,441

 

Less: net income attributable to non-controlling interests, net of tax

 

 

 

 

(11

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11

)

Net income (loss)

$

(1,473

)

 

$

5,378

 

 

$

(175

)

 

$

253

 

 

$

(103

)

 

$

(1,450

)

 

$

2,430

 

Adjusted EBITDA from continuing operations(1)

$

(462

)

 

$

9,755

 

 

$

(115

)

 

$

253

 

 

$

739

 

 

$

(1,564

)

 

$

8,606

 

Basic income (loss) per share from continuing operations

 

(0.01

)

 

 

0.04

 

 

 

0.01

 

 

 

(0.01

)

 

 

0.00

 

 

 

(0.01

)

 

 

0.02

 

Basic income per share from discontinued operations

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per share

$

(0.01

)

 

$

0.04

 

 

$

0.01

 

 

$

(0.01

)

 

$

0.00

 

 

$

(0.01

)

 

$

0.02

 

Diluted income (loss) per share from continuing operations

$

(0.01

)

 

$

0.04

 

 

$

0.00

 

 

$

(0.01

)

 

$

0.00

 

 

$

(0.01

)

 

 

0.02

 

Diluted income per share from discontinued operations

 

(0.01

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(0.01

)

Diluted income (loss) per share

$

(0.02

)

 

$

0.04

 

 

$

0.00

 

 

$

(0.01

)

 

$

0.00

 

 

$

(0.01

)

 

$

0.01

 

 


 

 

For the Three Months Ended December 31, 2024

 

 

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Sales

$

6,131

 

 

$

34,202

 

 

$

4,613

 

 

$

439

 

 

$

 

 

$

 

 

$

45,385

 

Cost of sales

 

(5,132

)

 

 

(33,330

)

 

 

(1,402

)

 

 

(22

)

 

 

 

 

 

 

 

 

(39,886

)

Selling, general and administrative expenses

 

(675

)

 

 

(9,592

)

 

 

(2,932

)

 

 

 

 

 

(466

)

 

 

(2,212

)

 

 

(15,877

)

Other expense, net

 

2,814

 

 

 

(320

)

 

 

 

 

 

 

 

 

 

 

 

(1,535

)

 

 

959

 

Goodwill and intangible asset impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other impairments

 

 

 

 

 

 

 

(439

)

 

 

 

 

 

 

 

 

 

 

 

(439

)

Income (loss) before taxes and equity method investment income

 

3,138

 

 

 

(9,040

)

 

 

(160

)

 

 

417

 

 

 

(466

)

 

 

(3,747

)

 

 

(9,858

)

(Provision for) recovery of income taxes

 

(77

)

 

 

2,433

 

 

 

 

 

 

 

 

 

152

 

 

 

(172

)

 

 

2,336

 

Equity method investment income, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

3,061

 

 

 

(6,607

)

 

 

(160

)

 

 

417

 

 

 

(314

)

 

 

(3,919

)

 

 

(7,522

)

Income from discontinued operations net of tax

 

(1,135

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,135

)

Income (loss) including non-controlling interests

 

1,926

 

 

 

(6,607

)

 

 

(160

)

 

 

417

 

 

 

(314

)

 

 

(3,919

)

 

 

(8,657

)

Less: net (income) loss attributable to non-controlling interests, net of tax

 

 

 

 

27

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

27

 

Net income (loss)

$

1,926

 

 

$

(6,580

)

 

$

(160

)

 

$

417

 

 

$

(314

)

 

$

(3,919

)

 

$

(8,630

)

Adjusted EBITDA from continuing operations(1)

$

4,751

 

 

$

(6,361

)

 

$

342

 

 

$

417

 

 

$

(140

)

 

$

(1,951

)

 

$

(2,942

)

Basic income (loss) per share from continuing operations

$

0.05

 

 

$

(0.06

)

 

$

0.00

 

 

$

0.01

 

 

$

0.00

 

 

$

(0.04

)

 

$

(0.04

)

Basic income per share from discontinued operations

 

(0.03

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(0.03

)

Basic income (loss) per share

$

0.02

 

 

$

(0.06

)

 

$

0.00

 

 

$

0.01

 

 

$

0.00

 

 

$

(0.04

)

 

$

(0.07

)

Diluted income (loss) per share from continuing operations

$

0.05

 

 

$

(0.06

)

 

$

0.00

 

 

$

0.01

 

 

$

(0.00

)

 

$

(0.04

)

 

$

(0.04

)

Diluted income per share from discontinued operations

 

(0.03

)

 

 

(0.00

)

 

 

-

 

 

 

-

 

 

 

0.00

 

 

 

-

 

 

 

(0.03

)

Diluted income (loss) per share

$

0.02

 

 

$

(0.06

)

 

$

0.00

 

 

$

0.01

 

 

$

0.00

 

 

$

(0.04

)

 

$

(0.07

)

 


 

 

For the Year Ended December 31, 2025

 

 

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Sales

$

26,295

 

 

$

163,710

 

 

$

14,439

 

 

$

1,635

 

 

$

9,858

 

 

$

 

 

$

215,937

 

Cost of sales

 

(25,438

)

 

 

(92,172

)

 

 

(5,416

)

 

 

(274

)

 

 

(4,955

)

 

 

 

 

 

(128,255

)

Selling, general and administrative expenses

 

(2,792

)

 

 

(34,872

)

 

 

(9,585

)

 

 

(48

)

 

 

(2,849

)

 

 

(10,147

)

 

 

(60,293

)

Other (expense) income, net

 

3,232

 

 

 

(1,063

)

 

 

(3

)

 

 

 

 

 

(108

)

 

 

2,129

 

 

 

4,187

 

Other impairments

 

 

 

 

 

 

 

(217

)

 

 

 

 

 

 

 

 

 

 

 

(217

)

Income (loss) before taxes and equity method investment income

 

1,297

 

 

 

35,603

 

 

 

(565

)

 

 

1,313

 

 

 

1,946

 

 

 

(8,018

)

 

 

31,576

 

Provision for income taxes

 

(57

)

 

 

(9,362

)

 

 

 

 

 

(286

)

 

 

(666

)

 

 

 

 

 

(10,371

)

Equity method investment income, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

1,240

 

 

 

26,241

 

 

 

(782

)

 

 

1,027

 

 

 

1,280

 

 

 

(8,018

)

 

 

20,988

 

Loss from discontinued operations net of tax

 

11,117

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,117

 

Income (loss) including non-controlling interests

 

12,357

 

 

 

26,241

 

 

 

(782

)

 

 

1,027

 

 

 

1,280

 

 

 

(8,018

)

 

 

32,105

 

Less: net income attributable to non-controlling interests, net of tax

 

 

 

 

336

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

336

 

Net income (loss)

$

12,357

 

 

$

26,577

 

 

$

(782

)

 

$

1,027

 

 

$

1,280

 

 

$

(8,018

)

 

$

32,441

 

Adjusted EBITDA from continuing operations(1)

$

6,666

 

 

$

47,623

 

 

$

(288

)

 

$

1,313

 

 

$

3,299

 

 

$

(8,761

)

 

$

49,852

 

Basic income (loss) per share from continuing operations

$

0.01

 

 

$

0.23

 

 

$

 

 

$

0.01

 

 

$

0.01

 

 

$

(0.07

)

 

$

0.19

 

Basic income per share from discontinued operations

 

0.10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.10

 

Basic income (loss) per share

$

0.11

 

 

$

0.23

 

 

$

 

 

$

0.01

 

 

$

0.01

 

 

$

(0.07

)

 

$

0.29

 

Diluted income (loss) per share from continuing operations

$

0.01

 

 

$

0.22

 

 

$

(0.01

)

 

$

0.01

 

 

$

0.01

 

 

$

(0.07

)

 

$

0.18

 

Diluted income per share from discontinued operations

 

0.09

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

0.09

 

Diluted income (loss) per share

$

0.10

 

 

$

0.22

 

 

$

(0.01

)

 

$

0.01

 

 

$

0.01

 

 

$

(0.07

)

 

$

0.27

 

 


 

 

For the Year Ended December 31, 2024

 

 

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Sales

$

28,909

 

 

$

148,856

 

 

$

17,390

 

 

$

752

 

 

$

 

 

$

 

 

$

195,907

 

Cost of sales

 

(25,450

)

 

 

(118,172

)

 

 

(6,355

)

 

 

(129

)

 

 

 

 

 

 

 

 

(150,106

)

Selling, general and administrative expenses

 

(2,949

)

 

 

(34,028

)

 

 

(11,990

)

 

 

(38

)

 

 

(1,555

)

 

 

(11,188

)

 

 

(61,748

)

Other expense, net

 

1,408

 

 

 

(1,007

)

 

 

 

 

 

170

 

 

 

 

 

 

(1,850

)

 

 

(1,279

)

Goodwill and intangible asset impairments

 

 

 

 

 

 

 

(11,939

)

 

 

 

 

 

 

 

 

 

 

 

(11,939

)

Other impairments

 

 

 

 

 

 

 

(439

)

 

 

 

 

 

 

 

 

 

 

 

(439

)

Income (loss) before taxes and equity method investment income

 

1,918

 

 

 

(4,351

)

 

 

(13,333

)

 

 

755

 

 

 

(1,555

)

 

 

(13,038

)

 

 

(29,604

)

(Provision for) recovery of income taxes

 

(100

)

 

 

1,537

 

 

 

 

 

 

 

 

 

391

 

 

 

(166

)

 

 

1,662

 

Equity method investment income, net of tax

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

1,818

 

 

 

(2,814

)

 

 

(13,333

)

 

 

755

 

 

 

(1,164

)

 

 

(13,204

)

 

 

(27,942

)

Income from discontinued operations net of tax

 

(7,702

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(7,702

)

Income (loss) including non-controlling interests

 

(5,884

)

 

 

(2,814

)

 

 

(13,333

)

 

 

755

 

 

 

(1,164

)

 

 

(13,204

)

 

 

(35,644

)

Less: net (income) loss attributable to non-controlling interests, net of tax

 

 

 

 

(367

)

 

 

 

 

 

 

 

 

160

 

 

 

 

 

 

(207

)

Net income (loss)

$

(5,884

)

 

$

(3,181

)

 

$

(13,333

)

 

$

755

 

 

$

(1,004

)

 

$

(13,204

)

 

$

(35,851

)

Adjusted EBITDA from continuing operations(1)

$

7,742

 

 

$

7,282

 

 

$

(672

)

 

$

771

 

 

$

(259

)

 

$

(7,490

)

 

$

7,374

 

Basic income (loss) per share from continuing operations

$

0.02

 

 

$

(0.03

)

 

$

(0.12

)

 

$

0.01

 

 

$

(0.01

)

 

$

(0.12

)

 

$

(0.25

)

Basic income per share from discontinued operations

 

(0.07

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(0.07

)

Basic income (loss) per share

$

(0.05

)

 

$

(0.03

)

 

$

(0.12

)

 

$

0.01

 

 

$

(0.01

)

 

$

(0.12

)

 

$

(0.32

)

Diluted income (loss) per share from continuing operations

$

0.02

 

 

$

(0.03

)

 

$

(0.12

)

 

$

0.01

 

 

$

(0.01

)

 

$

(0.12

)

 

$

(0.25

)

Diluted income per share from discontinued operations

 

(0.07

)

 

 

(0.00

)

 

 

-

 

 

 

-

 

 

 

0.00

 

 

 

-

 

 

 

(0.07

)

Diluted income (loss) per share

$

(0.05

)

 

$

(0.03

)

 

$

(0.12

)

 

$

0.01

 

 

$

(0.01

)

 

$

(0.12

)

 

$

(0.32

)

 

(1)
Adjusted EBITDA from continuing operations is not a recognized earnings measure and does not have a standardized meaning prescribed by GAAP. Therefore, Adjusted EBITDA from continuing operations presented for these segments may not be comparable to similar measures presented by other issuers. Management believes that Adjusted EBITDA from continuing operations is a useful supplemental measure in evaluating the performance of the Company because it excludes non-recurring and other items that do not reflect the underlying business performance of the Company.

 

 


 

Reconciliation of Net Income (Loss) to Adjusted EBITDA

 

The following tables reflect a reconciliation of net income (loss) from continuing operations to Adjusted EBITDA from continuing operations, as presented by the Company:

 

 

For the Three Months Ended December 31, 2025

 

(in thousands of U.S. dollars)

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Net income (loss) from continuing operations

$

(1,575

)

 

$

5,389

 

 

$

(175

)

 

$

253

 

 

$

(103

)

 

$

(1,450

)

 

$

2,339

 

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization and depreciation

 

795

 

 

 

2,595

 

 

 

47

 

 

 

 

 

 

348

 

 

 

22

 

 

 

3,807

 

Foreign currency exchange loss

 

(38

)

 

 

16

 

 

 

 

 

 

 

 

 

(1

)

 

 

(117

)

 

 

(140

)

Interest expense (income), net

 

237

 

 

 

73

 

 

 

 

 

 

 

 

 

(2

)

 

 

(385

)

 

 

(77

)

 Provision for (recovery of) income taxes

 

30

 

 

 

1,643

 

 

 

 

 

 

 

 

 

495

 

 

 

 

 

 

2,168

 

Share-based compensation

 

(8

)

 

 

90

 

 

 

9

 

 

 

 

 

 

2

 

 

 

366

 

 

 

459

 

Deferred financing fees

 

 

 

 

37

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37

 

Other impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other expense, net

 

97

 

 

 

 

 

 

4

 

 

 

 

 

 

 

 

 

 

 

 

101

 

Adjustments attributable to non-controlling interest

 

 

 

 

(88

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(88

)

Adjusted EBITDA from continuing operations(2)

$

(462

)

 

$

9,755

 

 

$

(115

)

 

$

253

 

 

$

739

 

 

$

(1,564

)

 

$

8,606

 

 

 

For the Three Months Ended December 31, 2024

 

(in thousands of U.S. dollars)

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Net income (loss) from continuing operations

$

3,061

 

 

$

(6,607

)

 

$

(160

)

 

$

417

 

 

$

(314

)

 

$

(3,919

)

 

$

(7,522

)

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization and depreciation

 

802

 

 

 

2,569

 

 

 

50

 

 

 

 

 

 

324

 

 

 

44

 

 

 

3,789

 

Foreign currency exchange (gain) loss

 

259

 

 

 

48

 

 

 

 

 

 

 

 

 

 

 

 

1,562

 

 

 

1,869

 

Interest expense (income), net

 

535

 

 

 

105

 

 

 

 

 

 

 

 

 

 

 

 

(26

)

 

 

614

 

 Provision for (recovery of) income taxes

 

77

 

 

 

(2,433

)

 

 

 

 

 

 

 

 

(150

)

 

 

170

 

 

 

(2,336

)

Share-based compensation

 

 

 

 

40

 

 

 

13

 

 

 

 

 

 

 

 

 

218

 

 

 

271

 

Deferred financing fees

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Goodwill and intangible impairments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other impairments

 

 

 

 

 

 

 

439

 

 

 

 

 

 

 

 

 

 

 

 

439

 

Other expense

 

17

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17

 

Adjustments attributable to non-controlling interest

 

 

 

 

(83

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(83

)

Adjusted EBITDA from continuing operations(2)

$

4,751

 

 

$

(6,361

)

 

$

342

 

 

$

417

 

 

$

(140

)

 

$

(1,951

)

 

$

(2,942

)

 

 


 

 

For the Year Ended December 31, 2025

 

(in thousands of U.S. dollars)

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Net income (loss) from continuing operations

$

1,240

 

 

$

26,241

 

 

$

(782

)

 

$

1,027

 

 

$

1,280

 

 

$

(8,018

)

 

$

20,988

 

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization and depreciation

 

3,881

 

 

 

10,826

 

 

 

192

 

 

 

 

 

 

1,351

 

 

 

129

 

 

 

16,379

 

Foreign currency exchange loss

 

(132

)

 

 

(100

)

 

 

 

 

 

 

 

 

(1

)

 

 

(1,444

)

 

 

(1,677

)

Interest expense (income), net

 

1,506

 

 

 

722

 

 

 

 

 

 

 

 

 

(2

)

 

 

(685

)

 

 

1,541

 

 Provision for (recovery of) income taxes

 

56

 

 

 

9,363

 

 

 

 

 

 

286

 

 

 

666

 

 

 

 

 

 

10,371

 

Share-based compensation

 

18

 

 

 

380

 

 

 

81

 

 

 

 

 

 

5

 

 

 

1,257

 

 

 

1,741

 

Deferred financing fees

 

 

 

 

116

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

116

 

Other impairments

 

 

 

 

 

 

 

217

 

 

 

 

 

 

 

 

 

 

 

 

217

 

Other expense, net

 

97

 

 

 

 

 

 

4

 

 

 

 

 

 

 

 

 

 

 

 

101

 

Adjustments attributable to non-controlling interest

 

 

 

 

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

75

 

Adjusted EBITDA from continuing operations(2)

$

6,666

 

 

$

47,623

 

 

$

(288

)

 

$

1,313

 

 

$

3,299

 

 

$

(8,761

)

 

$

49,852

 

 

 

For the Year Ended December 31, 2024

 

(in thousands of U.S. dollars)

Produce

 

 

Cannabis Canada

 

 

Cannabis U.S.

 

 

Clean Energy

 

 

Cannabis Netherlands

 

 

Corporate

 

 

Total

 

Net income (loss) from continuing operations

$

1,818

 

 

$

(2,814

)

 

$

(13,333

)

 

$

755

 

 

$

(1,164

)

 

$

(13,204

)

 

$

(27,942

)

Add:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization and depreciation

 

3,258

 

 

 

11,790

 

 

 

204

 

 

 

 

 

 

1,275

 

 

 

196

 

 

 

16,723

 

Foreign currency exchange (gain) loss

 

317

 

 

 

42

 

 

 

 

 

 

 

 

 

 

 

 

2,276

 

 

 

2,635

 

Interest expense (income), net

 

2,232

 

 

 

629

 

 

 

 

 

 

16

 

 

 

 

 

 

(426

)

 

 

2,451

 

 Provision for (recovery of) income taxes

 

100

 

 

 

(1,537

)

 

 

 

 

 

 

 

 

(391

)

 

 

166

 

 

 

(1,662

)

Share-based compensation

 

 

 

 

166

 

 

 

79

 

 

 

 

 

 

 

 

 

3,502

 

 

 

3,747

 

Deferred financing fees

 

 

 

 

10

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10

 

Goodwill and intangible impairments (3)

 

 

 

 

 

 

 

11,939

 

 

 

 

 

 

 

 

 

 

 

 

11,939

 

Other impairments

 

 

 

 

 

 

 

439

 

 

 

 

 

 

 

 

 

 

 

 

439

 

Other expense

 

17

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17

 

Adjustments attributable to non-controlling interest

 

 

 

 

(1,004

)

 

 

 

 

 

 

 

 

21

 

 

 

 

 

 

(983

)

Adjusted EBITDA from continuing operations(2)

$

7,742

 

 

$

7,282

 

 

$

(672

)

 

$

771

 

 

$

(259

)

 

$

(7,490

)

 

$

7,374

 

 

(2) Adjusted EBITDA from continuing operations is not a recognized earnings measure and does not have a standardized meaning prescribed by GAAP. Therefore, Adjusted EBITDA from continuing operations presented for these segments may not be comparable to similar measures presented by other issuers. Management believes that Adjusted EBITDA from continuing operations is a useful supplemental measure in evaluating the performance of the Company because it excludes non-recurring and other items that do not reflect the underlying business performance of the Company.

 

(3) Reflects impairment to goodwill and intangibles of $11,939 in U.S. Cannabis that was based on recent historical performance, near-term forecasts, and the state of the CBD industry in the United States. See “Critical Accounting Estimates and Judgments” in the Annual Report (as defined below) for more information.

 

This press release is intended to be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “Annual Report”), which will be filed with the Securities and Exchange Commission and will be available at www.sec.gov, and will also be filed in Canada on SEDAR (www.sedar.com). In addition, the Annual Report can be found on the Village Farms website under Financial Reports (https://villagefarms.com/financial-reports/) within the Investors section.

 


 

Cautionary Statement Regarding Forward-Looking Information

 

As used in this Press Release, the terms “Village Farms”, “Village Farms International”, the “Company”, “we”, “us”, “our” and similar references refer to Village Farms International, Inc. and our consolidated subsidiaries, and the term “Common Shares” refers to our common shares, no par value. Our financial information is presented in U.S. dollars and all references in this Press Release to “$” means U.S. dollars and all references to “C$” means Canadian dollars.

 

This Press Release contains forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the U.S. Securities Act of 1933, as amended, (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and is subject to the safe harbor created by those sections. This Press Release also contains "forward-looking information" within the meaning of applicable Canadian securities laws. We refer to such forward-looking statements and forward-looking information collectively as "forward-looking statements". Forward-looking statements may relate to the Company's future outlook or financial position and anticipated events or results and may include statements regarding the financial position, business strategy, budgets, expansion plans, litigation, projected production, projected costs, capital expenditures, financial results, tariffs, taxes, plans and objectives of or involving the Company or statements regarding the anticipated benefits from the closing of the transaction involving Vanguard Food LP. Particularly, statements regarding future results, performance, achievements, prospects or opportunities for the Company, the greenhouse vegetable or produce industry, the cannabis industry and market and our energy segment are forward-looking statements. In some cases, forward-looking information can be identified by such terms as "can", "outlook", "may", "might", "will", "could", "should", "would", "occur", "expect", "plan", "anticipate", "believe", "intend", "try", "estimate", "predict", "potential", "continue", "likely", "schedule", "objectives", or the negative or grammatical variation thereof or other similar expressions concerning matters that are not historical facts. The forward-looking statements in this Press Release are subject to risks that may include, but are not limited to: our limited operating history in the cannabis and cannabinoids industry, including that of Pure Sunfarms, Corp. (“Pure Sunfarms”), Rose LifeScience Inc. (“Rose” or “Rose LifeScience”), Balanced Health Botanicals, LLC (“Balanced Health”), and Village Farms International B.V. (“VF International”); the limited operational history of the Delta RNG Project in our energy segment and VF International; the legal status of the cannabis business of Pure Sunfarms, Rose and VF International and the hemp business of Balanced Health and uncertainty regarding the legality and regulatory status of cannabis and cannabinoid (CBD) products in the United States; risks relating to the implementation and enforcement of the Continuing Appropriations, Agriculture, Legislative Branch, Military Construction and Veterans Affairs, and Extension Act, 2026; risks relating to the integration of Balanced Health and Rose into our consolidated business; risks relating to obtaining additional financing on acceptable terms, including our dependence upon credit facilities and dilutive transactions; potential difficulties in achieving and/or maintaining profitability; variability of product pricing; risks inherent in the cannabis, hemp, CBD, cannabinoids, and agricultural businesses; our market position and competitive position; our ability to leverage current business relationships for future business involving hemp and cannabinoids; the ability of Pure Sunfarms and Rose to cultivate and distribute cannabis in Canada as well as exports; risks related to the start-up of international production at our Netherlands operations; existing and new governmental regulations, including risks related to regulatory compliance and regarding obtaining and maintaining licenses required under the Cannabis Act (Canada), the Criminal Code and other Acts, S.C. 2018, C. 16 (Canada) for its Canadian operational facilities, and changes in our regulatory requirements; legal and operational risks relating to expected conversion of our greenhouses to cannabis production in Canada and in the United States; risks related to rules and regulations at the U.S. Federal (Food and Drug Administration and United States Department of Agriculture), state and municipal levels with respect to produce and hemp, cannabidiol-based products commercialization; retail consolidation, technological advances and other forms of competition; transportation disruptions; product liability and other potential litigation; retention of key executives; labor issues; uninsured and underinsured losses; vulnerability to rising energy costs; inflationary effects on costs of cultivation and transportation; recessionary effects on demand of our products; environmental, health and safety risks, foreign exchange exposure, risks associated with cross-border trade and the potential for tariffs and other trade restrictions; difficulties in managing our growth; restrictive covenants under our credit facilities; natural catastrophes; elevated interest rates; and tax risks.

 

The Company has based these forward-looking statements on factors and assumptions about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy and financial needs. Although the forward-looking statements contained in this Press Release are based upon assumptions that management believes are reasonable based on information currently available to management, there can be no assurance that actual results will be consistent with these forward-looking statements. Forward-looking statements necessarily involve known and unknown risks and uncertainties, many of which are beyond the Company's control, which may cause the Company's or the industry's actual results, performance, achievements, prospects and opportunities in future periods to differ materially from those expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things, the factors contained in the Company's filings with securities regulators, including this Press Release and the Annual Report.

 

When relying on forward-looking statements to make decisions, the Company cautions readers not to place undue reliance on these statements, as forward-looking statements involve significant risks and uncertainties and should not be read as guarantees of future results, performance, achievements, prospects and opportunities. The forward-looking statements made in this Press Release relate only to events or information as of the date on which the statements are made in this Press Release. Except as required by law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

 


 

Village Farms International, Inc.

Consolidated Statements of Financial Position

(In thousands of United States dollars, except share data)

(Unaudited)

 

 

December 31, 2025

 

 

December 31, 2024

 

ASSETS

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

81,189

 

 

$

24,631

 

Restricted cash

 

 

5,063

 

 

 

 

Trade receivables, net

 

 

23,151

 

 

 

22,160

 

Inventories, net

 

 

41,519

 

 

 

41,256

 

Other receivables

 

 

324

 

 

 

247

 

Prepaid expenses and deposits

 

 

3,191

 

 

 

2,806

 

Current assets of discontinued operations (Note 10)

 

 

 

 

 

24,919

 

Total current assets

 

 

154,437

 

 

 

116,019

 

Non-current assets

 

 

 

 

 

 

Property, plant and equipment, net

 

 

185,712

 

 

 

175,226

 

Investments

 

 

6,276

 

 

 

2,656

 

Goodwill

 

 

44,365

 

 

 

42,315

 

Intangibles, net

 

 

23,647

 

 

 

25,105

 

Deferred tax asset

 

 

694

 

 

 

1,005

 

Right-of-use assets

 

 

4,066

 

 

 

4,372

 

Other assets

 

 

3,899

 

 

 

2,178

 

Non-current assets of discontinued operations (Note 10)

 

 

 

 

 

20,430

 

Total assets

 

$

423,096

 

 

$

389,306

 

LIABILITIES

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Line of credit

 

$

 

 

$

4,000

 

Trade payables

 

 

15,747

 

 

 

11,254

 

Current maturities of long-term debt

 

 

4,885

 

 

 

8,142

 

Accrued sales taxes

 

 

8,695

 

 

 

8,740

 

Accrued loyalty program

 

 

541

 

 

 

1,029

 

Accrued liabilities

 

 

13,419

 

 

 

8,972

 

Lease liabilities - current

 

 

1,198

 

 

 

1,060

 

Income tax payable

 

 

12,151

 

 

 

51

 

Other current liabilities

 

 

1,950

 

 

 

1,053

 

Current liabilities of discontinued operations (Note 10)

 

 

 

 

 

17,918

 

Total current liabilities

 

 

58,586

 

 

 

62,219

 

Non-current liabilities

 

 

 

 

 

 

Long-term debt

 

 

28,769

 

 

 

32,420

 

Deferred tax liability

 

 

18,494

 

 

 

19,940

 

Lease liabilities - non-current

 

 

3,855

 

 

 

4,199

 

Other liabilities

 

 

3,330

 

 

 

2,196

 

Non-current liabilities of discontinued operations (Note 10)

 

 

 

 

 

4,374

 

Total liabilities

 

 

113,034

 

 

 

125,348

 

Commitments and contingencies (Note 12)

 

 

 

 

 

 

MEZZANINE EQUITY

 

 

 

 

 

 

Redeemable non-controlling interests

 

 

10,164

 

 

 

9,953

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

Common stock, no par value per share - unlimited shares authorized; 115,722,312 shares issued and outstanding at December 31, 2025 and 112,337,049 shares issued and outstanding at December 31, 2024.

 

 

392,380

 

 

 

387,349

 

Additional paid in capital

 

 

29,374

 

 

 

30,604

 

Accumulated other comprehensive loss

 

 

(9,281

)

 

 

(18,932

)

Retained earnings

 

 

(112,575

)

 

 

(145,016

)

Total shareholders' equity

 

 

299,898

 

 

 

254,005

 

Total liabilities, mezzanine equity and shareholders’ equity

 

$

423,096

 

 

$

389,306

 

 

 


 

 

 


 

Village Farms International, Inc.

Consolidated Statements of Operations and Comprehensive Income (Loss)

(In thousands of United States dollars, except per share data)

(Unaudited)

 

Three Months Ended December 31,

 

 

Year Ended December 31,

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Sales

$

49,617

 

 

$

45,385

 

 

$

215,937

 

 

$

195,907

 

Cost of sales

 

(30,395

)

 

 

(39,886

)

 

 

(128,255

)

 

 

(150,106

)

Gross margin

 

19,222

 

 

 

7,310

 

 

 

87,682

 

 

 

45,801

 

Selling, general and administrative expenses

 

(14,664

)

 

 

(15,877

)

 

 

(60,293

)

 

 

(61,748

)

Interest expense

 

(542

)

 

 

(771

)

 

 

(2,704

)

 

 

(3,365

)

Interest income

 

619

 

 

 

157

 

 

 

1,163

 

 

 

914

 

Foreign exchange (loss) gain

 

85

 

 

 

(1,914

)

 

 

1,555

 

 

 

(2,843

)

Other income (expense)

 

4

 

 

 

3,487

 

 

 

4,173

 

 

 

4,015

 

Goodwill and intangible asset impairments

 

 

 

 

 

 

 

 

 

 

(11,939

)

Other impairments

 

(217

)

 

 

(439

)

 

 

(217

)

 

 

(439

)

Loss before taxes and loss from equity method investments

 

4,507

 

 

 

(8,047

)

 

 

31,359

 

 

 

(29,604

)

Provision for income taxes

 

(2,168

)

 

 

2,336

 

 

 

(10,371

)

 

 

1,662

 

Loss from equity method investments

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from continuing operations

 

2,339

 

 

 

(5,711

)

 

 

20,988

 

 

 

(27,942

)

Income (loss) from discontinued operations, net of tax

 

102

 

 

 

(1,135

)

 

 

11,117

 

 

 

(7,702

)

Loss including non-controlling interests and before equity losses

 

2,441

 

 

 

(8,657

)

 

 

32,105

 

 

 

(35,644

)

Less: net (income) loss attributable to non-controlling interests, net of tax

 

(11

)

 

 

27

 

 

 

336

 

 

 

(207

)

Net loss attributable to Village Farms International, Inc. shareholders

 

2,430

 

 

 

(8,630

)

 

 

32,441

 

 

 

(35,851

)

Adjusted EBITDA from continuing operations

 

8,606

 

 

 

(2,942

)

 

 

49,852

 

 

 

7,374

 

Basic income (loss) per share attributable to Village Farms International, Inc. shareholders from:

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

$

0.02

 

 

$

(0.05

)

 

$

0.19

 

 

$

(0.25

)

Discontinued operations

 

0.00

 

 

 

(0.03

)

 

 

0.10

 

 

 

(0.07

)

Basic income (loss) per share attributable to Village Farms International, Inc. shareholders

$

0.02

 

 

$

(0.07

)

 

$

0.29

 

 

$

(0.32

)

Diluted income (loss) per share attributable to Village Farms International, Inc. shareholders from:

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

$

0.02

 

 

$

(0.04

)

 

$

0.18

 

 

$

(0.25

)

Discontinued operations

 

(0.01

)

 

 

(0.03

)

 

 

0.09

 

 

 

(0.07

)

Diluted income (loss) per share attributable to Village Farms International, Inc. shareholders

$

0.01

 

 

$

(0.07

)

 

$

0.27

 

 

$

(0.32

)

 

 


 

Village Farms International, Inc.

Consolidated Statements of Cash Flows

(In thousands of United States dollars)

(Unaudited)

 

 

2025

 

 

2024

 

Cash flows provided by (used in) operating activities:

 

 

 

 

 

 

Income (loss) from continuing operations including non-controlling interests

 

$

20,988

 

 

$

(27,942

)

Adjustments to reconcile loss including non-controlling interests to net cash provided by (used in) operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

16,379

 

 

 

16,723

 

Amortization of deferred charges

 

 

116

 

 

 

10

 

Interest expense

 

 

2,704

 

 

 

3,365

 

Interest paid on long-term debt

 

 

(2,779

)

 

 

(4,203

)

Unrealized foreign exchange loss

 

 

13

 

 

 

233

 

Goodwill and intangible asset impairments

 

 

 

 

 

11,939

 

Inventory and other impairments

 

 

217

 

 

 

10,961

 

Non-cash lease expense

 

 

951

 

 

 

731

 

Share-based compensation

 

 

1,741

 

 

 

3,747

 

Deferred income taxes

 

 

(1,588

)

 

 

(1,739

)

Changes in non-cash working capital items

 

 

19,370

 

 

 

(97

)

Net cash provided by operating activities from continuing operations

 

 

58,112

 

 

 

13,728

 

Cash flows (used in) provided by investing activities:

 

 

 

 

 

 

Purchases of property, plant and equipment

 

 

(18,219

)

 

 

(7,168

)

Purchases of intangibles

 

 

(395

)

 

 

(158

)

Equity investment

 

 

 

 

 

 

Repayment of note receivable

 

 

 

 

 

 

Net cash used in investing activities from continuing operations

 

 

(18,614

)

 

 

(7,326

)

Cash flows (used in) provided by financing activities:

 

 

 

 

 

 

Proceeds from borrowings

 

 

19,295

 

 

 

 

Repayments on borrowings

 

 

(27,160

)

 

 

(5,709

)

Purchase of non-controlling interest

 

 

 

 

 

(3,817

)

Proceeds from issuance of common stock and warrants

 

 

 

 

 

 

Issuance costs

 

 

 

 

 

 

Share repurchases

 

 

(2,971

)

 

 

 

Proceeds from exercise of warrants and stock options

 

 

5,031

 

 

 

 

Other financing activities

 

 

(546

)

 

 

 

Net cash used in (provided by) financing activities from continuing operations

 

 

(6,351

)

 

 

(9,526

)

Discontinued Operations

 

 

 

 

 

 

Net cash (used in) provided by operating activities from discontinued operations

 

 

(8,388

)

 

 

(3,381

)

Net cash provided by (used in) investing activities from discontinued operations

 

 

38,710

 

 

 

(2,914

)

Net cash used in financing activities from discontinued operations

 

 

(4,000

)

 

 

 

Net cash flows provided by discontinued operations

 

 

26,322

 

 

 

(6,295

)

Effect of exchange rate changes on cash and cash equivalents

 

 

2,152

 

 

 

(1,241

)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

 

61,621

 

 

 

(10,660

)

Cash, cash equivalents and restricted cash, beginning of period

 

 

24,631

 

 

 

35,291

 

Cash, cash equivalents and restricted cash, end of period

 

$

86,252

 

 

$

24,631

 

Supplemental disclosure of non-cash activities:

 

 

 

 

 

 

Non-Cash - investing and financing activities

 

 

 

 

 

 

Operating lease right-of-use assets

 

$

691

 

 

$

117

 

Operating lease liabilities

 

$

691

 

 

$

117

 

Supplemental cash flow information

 

 

 

 

 

 

Income Taxes Paid

 

$

93

 

 

$

 

 

 


FAQ

How did Village Farms (VFF) perform financially in full year 2025?

Village Farms reported a strong turnaround in 2025, with net income from continuing operations of $21.0 million or $0.19 per share. Adjusted EBITDA from continuing operations rose to $49.9 million on consolidated sales of $215.9 million, reflecting improved margins and scale.

What were Village Farms’ Q4 2025 results?

In Q4 2025, Village Farms generated consolidated net sales of $49.6 million, up 9% year over year. Net income from continuing operations was $2.3 million, or $0.02 per share, and adjusted EBITDA from continuing operations improved to $8.6 million, or 17.3% of sales.

How is Village Farms’ Canadian cannabis segment performing?

Village Farms’ Canadian cannabis segment delivered Q4 2025 net sales of $37.8 million with a 43% gross margin and adjusted EBITDA of $9.7 million. For 2025, segment net sales reached $163.7 million and adjusted EBITDA was $47.6 million, driven by higher-margin international exports.

What is the status of Village Farms’ Netherlands cannabis operations?

In 2025, Netherlands cannabis net sales were $3.3 million with adjusted EBITDA of $0.7 million. The Phase I facility is running at full capacity, and Phase II in Groningen is expected to be fully planted in Q2, ultimately targeting about 10 tonnes of annualized production.

How strong is Village Farms’ balance sheet at the end of 2025?

At December 31, 2025, Village Farms held $81.2 million in cash and cash equivalents plus $5.1 million in restricted cash. Total assets were $423.1 million, total liabilities were $113.0 million, and shareholders’ equity increased to $299.9 million.

Is Village Farms (VFF) returning capital to shareholders?

Yes. The board approved a $10 million share repurchase authorization for up to 5,687,000 common shares. During Q4 2025, the company repurchased 812,923 shares for $3.0 million, and after year-end it bought an additional 1,099,753 shares for $3.7 million.

What expansion projects is Village Farms pursuing for cannabis growth?

Village Farms is expanding its Delta 2 greenhouse in Canada, expected to add about 40 tonnes of annualized cannabis production once fully ramped. In the Netherlands, completion of the Phase II Groningen facility is expected to eventually lift total annualized production to roughly 10 tonnes.

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