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Village Farms (NASDAQ: VFF) extends cannabis credit line to 2029

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

Rhea-AI Filing Summary

Village Farms International amended its Canadian cannabis credit facility with Canadian Imperial Bank of Commerce, increasing loan commitments by CAD $15 million and extending maturities by one year to February 2029. The added financing is structured as a delayed draw term loan, and the company drew an initial CAD $5 million on February 20, 2026.

All other credit facility terms remain unchanged, with variable interest rates currently below 6.0%. Management describes the additional capital as support for further growth investments while maintaining what it characterizes as a strong net cash position and lender relationships.

Positive

  • None.

Negative

  • None.

Insights

Village Farms secures more low-cost credit and longer maturities, modestly improving financial flexibility.

Village Farms International expanded its Canadian cannabis credit facility by CAD $15 million and pushed maturities out to February 2029. The incremental capital is a delayed draw term loan, with an initial CAD $5 million already drawn.

Management highlights variable interest rates currently below 6%, which is relatively low-cost funding for growth investments. Extending the maturity profile can reduce near-term refinancing pressure, though total debt will increase as more of the facility is drawn.

The company characterizes its position as "very strong" in terms of net cash and emphasizes lender support. Future filings covering periods after February 2026 will show how much of the additional capacity is used, and how the debt load interacts with cash generation and investment plans.

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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): February 20, 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 1.01 Entry into a Material Definitive Agreement.

On February 20, 2026, Village Farms International, Inc. ("Village Farms" or “the Company”), amended its Canadian Cannabis credit facility with Canadian Imperial Bank of Commerce ("CIBC") (the "Amendment").

The Amendment will increase loan commitments with CIBC by CAD $15 million and extending existing maturities by one year to February 2029. The incremental debt 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.

A copy of the Amendment will be filed as an exhibit to the Company's quarterly report on Form 10-Q for the quarter ended March 31, 2026.

Item 7.01 Regulation FD Disclosure.

On February 23, 2026, the Company issued a press release announcing the Amendment as described above. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.

The information contained in this Current Report on Form 8-K under Item 7.01, including Exhibit 99.1, is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of 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 7.01, including Exhibit 99.1, shall not be incorporated by reference into any filing under the Securities Act 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 February 23, 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:

February 23, 2026

By:

/s/ Stephen C. Ruffini

 

 

 

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

 


 

Exhibit 99.1

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Village Farms Amends and Extends Canadian Cannabis Credit Facility

 

Company upsizes loan commitments by CAD $15 million and extends maturities one year to February 2029

 

Incremental debt capital provides flexibility for additional growth investments at rates below 6.0%

 

Vancouver, British Columbia, February 23, 2026 – Village Farms International, Inc. (“Village Farms” or the “Company”) (NASDAQ: VFF), today announced that on February 20, 2026 it amended and extended its Canadian cannabis credit facility by upsizing loan commitments with existing lenders by CAD $15 million and extending maturities one year to February 2029. The incremental debt 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%.

 

Michael DeGiglio, Chief Executive Officer of Village Farms commented, “Today’s announcement demonstrates the strong credit profile of Village Farms established through record financial performance and continued leadership in global cannabis markets. We remain in a very strong net cash position, and are pleased with the collaborative relationship with our lenders who are eager to support our continued growth. Our access to capital is a strong competitive advantage, and we believe this incremental financing reflects a responsible use of our balance sheet to enhance existing operating capabilities while preserving significant optionality for additional accretive organic and acquisitive growth opportunities.”

 

About Village Farms International, Inc.

 

Village Farms leverages decades of experience in Controlled Environment Agriculture as a large-scale, vertically-integrated supplier of high-value, high-growth plant-based Consumer Packaged Goods. The Company built a strong foundation as the leading and longest-tenured fresh produce supplier to grocery and large-format retailers throughout the US and Canada, and now focuses its agricultural expertise on high-growth cannabinoid opportunities while maintaining strategic optionality through remaining produce assets.

 

In Canada, the Company's wholly owned Canadian subsidiary, Pure Sunfarms, is one of the single largest cannabis operations in the world (2.2 million square feet of greenhouse production), a low-cost producer and one of Canada’s highest quality and best-selling brands. The Company owns an incremental 2.6 million square feet of greenhouse capacity in Canada for future expansion, and also owns 80% of Québec-based, Rose LifeScience, a leader in the commercialization of cannabis products.

 

Internationally, Village Farms is targeting selected, nascent, legal cannabis opportunities with significant growth potential. The Company exports medical cannabis from its EU GMP certified facility in Canada to international markets including Germany, the United Kingdom, Israel, Australia, and New Zealand. The Company is expanding its export business to new countries and customers, and making select investments in international production assets. In Europe, wholly-owned Leli Holland has one of 10 licenses to grow and distribute recreational cannabis within the Dutch Coffee Shop Experiment.

 

In the US, wholly-owned Balanced Health Botanicals is one of the leading CBD and hemp-derived brands and e-commerce platforms in the country. Subject to compliance with all applicable US federal and state laws and stock exchange rules, Village Farms plans to enter the US THC market via multiple strategies, leveraging its Texas-based greenhouse assets (2.2 million square feet of existing greenhouse capacity and 950 acres of owned, unoccupied land for future expansion).

 

Village Farms Clean Energy (VFCE), through a partnership with Atlanta-based Terreva Renewables, creates renewable natural gas from landfill gas at its Delta RNG facility. VFCE receives royalties on all revenue generated.

 

Contact Information

 

 


 

Sam Gibbons

Senior Vice President, Corporate Affairs

Phone: (407) 936-1190 ext. 328

Email: sgibbons@villagefarms.com

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”) and Balanced Health Botanicals, LLC (“Balanced Health”); the limited operational history of the Delta RNG Project in our energy segment and Leli Holland B.V. ("Leli"); the legal status of the cannabis business of Pure Sunfarms and Rose and the hemp business of Balanced Health and uncertainty regarding the legality and regulatory status of cannabis in the United States; 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 under Leli; 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 Company’s most recently filed annual report on Form 10-K.

 

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.

 


FAQ

What financing change did Village Farms (VFF) announce in this 8-K?

Village Farms amended its Canadian cannabis credit facility, increasing loan commitments by CAD $15 million and extending maturities by one year to February 2029. The added capacity is structured as a delayed draw term loan with unchanged key terms.

How much new debt did Village Farms (VFF) draw immediately under the amended facility?

Village Farms drew an initial CAD $5 million on February 20, 2026 from the new delayed draw term loan. This represents only part of the additional CAD $15 million commitment, leaving further borrowing capacity available for future needs.

Did the amendment change interest rates on Village Farms’ (VFF) cannabis credit facility?

The amendment did not change core terms; variable interest rates on the credit facility remain below 6.0%. This means Village Farms retains relatively low-cost financing while increasing total loan commitments and extending the maturity date to February 2029.

How does Village Farms (VFF) describe the impact of this additional CAD $15 million facility?

Management says the incremental debt capital provides flexibility for additional growth investments at rates below 6.0%. They emphasize a strong net cash position and view access to this capital as a competitive advantage supporting organic and acquisitive growth opportunities.

Which bank provides Village Farms’ (VFF) amended Canadian cannabis credit facility?

The amended Canadian cannabis credit facility is with Canadian Imperial Bank of Commerce (CIBC). Village Farms increased loan commitments under this existing relationship, extended maturities to February 2029, and kept other credit terms substantially unchanged according to the disclosure.

What future filing will include the full credit facility amendment for Village Farms (VFF)?

Village Farms plans to file a copy of the Amendment as an exhibit to its Form 10-Q for the quarter ended March 31, 2026. Investors will be able to review detailed terms within that quarterly report’s exhibit section once filed.

Filing Exhibits & Attachments

2 documents
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