Canadian Cannabis Segment Performance - Canadian Cannabis segment achieved the number one market share in Quebec and maintained the number one market share in Ontario[54] - Canadian Cannabis segment saw year-over-year increases in international medicinal sales to Australia, Germany, and the United Kingdom for Q3 and year-to-date 2024[54] - Canadian Cannabis segment launched Neon Lambo cultivar in Q4 2024 with strong reception and plans new category launches through Q4 2024 and Q1 2025[54] - Canadian Cannabis net sales increased by 27% to 36,463forthethreemonthsendedSeptember30,2024,comparedto28,810 in the same period in 2023, driven by an 18% increase in branded sales and a 66% increase in non-branded sales[75] - Canadian Cannabis net sales for the nine months ended September 30, 2024, increased by 40% to 114.654million,drivenbya301.168 million, down from 2.863 million in Q3 2023, primarily due to higher tax provisions and increased SG&A expenses[83] - Adjusted EBITDA for Canadian Cannabis in Q3 2024 was 4.752 million, slightly up from 4.585millioninQ32023[84]−AdjustedEBITDAforCanadianCannabisfortheninemonthsendedSeptember30,2024,was13.643 million, compared to 13.273millioninthesameperiodin2023[92]−InternationalsalesintheCanadianCannabissegmentincreasedby9457.193 million for the nine months ended September 30, 2024, due to higher branded sales volume[89] - No impairment indicators for Canadian Cannabis as of September 30, 2024 and September 30, 2023[129] U.S. Cannabis Segment Performance - U.S. Cannabis segment selected as one of 25 participants for the DEA's upcoming hearing on marijuana rescheduling, expected in January or February 2025[55] - U.S. Cannabis net sales for Q3 2024 decreased by 21% to 3.943million,primarilyduetonewCBDsalesrestrictionsandlowerdirect−to−consumersales[93]−U.S.CannabisgrossprofitforQ32024was2.500 million, with a gross margin of 63%, down from 3.185millionanda642,489 (16%) to 12,777comparedto15,266 for the same period in 2023, primarily due to new restrictions on CBD sales in eight states and competition from unregulated hemp-derived products[98] - U.S. Cannabis gross profit for the nine months ended September 30, 2024 decreased by 2,157to7,824 (61% gross margin) compared to 9,981(6513,173), significantly higher than the net loss of (125)in2023,primarilyduetoa2024impairmentchargeof(11,939) and lower sales at a reduced gross margin[100] - The company recognized a goodwill and intangible asset impairment of 11,939intheU.S.Cannabissegmentduetorecenthistoricalperformanceandnear−termforecasts[75]−TheU.S.Cannabissegment′sfairvaluewasdeterminedusingadiscountedcashflowprojectionwithanaveragerevenuegrowthrateof610,039 recorded due to fair value being lower than carrying amount as of June 30, 2024[128] - Impairment charge to brand intangible of 1,900allocatedduetofairvaluebeinglowerthancarryingvalueof1,900 as of June 30, 2024[128] VF Fresh (Produce) Segment Performance - VF Fresh (Produce) segment implemented new cultivation technologies, including artificial intelligence, to drive operational improvements[55] - VF Fresh sales for the three months ended September 30, 2024 increased by 7,058(2042,770 compared to 35,712in2023,drivenbya253,481 (8% gross margin) compared to 1,492(4376, a significant improvement from a net loss of (951)in2023,drivenbyhighersalesvolumeandstrongergrossmargins[106]−VFFreshsalesfortheninemonthsendedSeptember30,2024increasedby11,758 (10%) to 125,883comparedto114,125 in 2023, primarily due to a 12% increase in pounds sold and higher supply partner average selling prices[108] - VF Fresh gross profit for the nine months ended September 30, 2024 improved to 2,627(2654) (-1% gross margin) in 2023, driven by increased sales and lower costs per pound[110] - VF Fresh net loss for the nine months ended September 30, 2024 was (7,810),comparedtoanetlossof(4,268) in 2023, primarily due to the absence of a 5,584legalsettlementbenefitrecordedin2023[112]VillageFarmsCleanEnergySegmentPerformance−VillageFarmsCleanEnergy′sDeltaRNGProjectbeganoperationsinApril2024,contributingincrementalprofittothecompany[56]−VillageFarmsCleanEnergyproducednetincomeof0.3 million in Q3 2024 through royalty payments from its clean energy partner[56] Financial Performance Overview - Sales for the three months ended September 30, 2024 increased by 13,858(2083,368 compared to 69,510inthesameperiodin2023,drivenbygrowthinCanadianCannabisandVFFreshsales[66]−GrossprofitforthethreemonthsendedSeptember30,2024increasedby1,087 (7%) to 15,708comparedto14,621 in the same period in 2023, primarily due to higher gross profit at VF Fresh[66] - Adjusted EBITDA for the three months ended September 30, 2024 improved to 5,302comparedto3,248 in the same period in 2023, driven by stronger performance from VF Fresh[70] - Sales for the nine months ended September 30, 2024 increased by 42,249(20253,627 compared to 211,378inthesameperiodin2023,drivenbygrowthinCanadianCannabisandVFFreshsales[70]−GrossprofitfortheninemonthsendedSeptember30,2024increasedby2,049 (5%) to 40,469comparedto38,420 in the same period in 2023, primarily due to higher gross profit at VF Fresh and Canadian Cannabis[70] - Adjusted EBITDA for the nine months ended September 30, 2024 decreased by 2,909to5,334 compared to 8,243inthesameperiodin2023,mainlyduetotheinclusionoftheToBRFVLegalSettlementin2023andhigherselling,general,andadministrativecostsin2024[72]−InterestexpenseforthethreemonthsendedSeptember30,2024decreasedby204 (21%) to 784comparedto988 in the same period in 2023, due to a decrease in the average outstanding debt balance[62] - Interest expense for the nine months ended September 30, 2024 decreased by 926(262,606 compared to 3,532inthesameperiodin2023,duetoadecreaseintheaverageoutstandingdebtbalance[68]−LossbeforetaxesforthethreemonthsendedSeptember30,2024decreasedby2,261 to 656comparedto2,917 in the same period in 2023, primarily due to improved gross margins and a foreign currency gain[65] - Loss before taxes for the nine months ended September 30, 2024 increased by 17,273(19126,313 compared to 9,040inthesameperiodin2023,primarilyduetoanimpairmentofgoodwillandintangibleassetsintheU.S.Cannabissegment[70]−TotalsalesforthethreemonthsendedSeptember30,2024,were83,368, with Fresh Produce contributing 42,770,CannabisCanada36,463, Cannabis U.S. 3,943,andCleanEnergy192[73] - Adjusted EBITDA for the three months ended September 30, 2024, was 5,302,withCannabisCanadacontributing4,752, Fresh Produce 2,331,andCleanEnergy313[73] - Total sales for the nine months ended September 30, 2024, were 253,627,withFreshProducecontributing125,883, Cannabis Canada 114,654,CannabisU.S.12,777, and Clean Energy 313[75]−AdjustedEBITDAfortheninemonthsendedSeptember30,2024,was5,334, with Cannabis Canada contributing 13,643,FreshProduce(1,991), and Clean Energy 354[75]−NetlossfortheninemonthsendedSeptember30,2024,was27,221, with Cannabis Canada contributing 3,399,FreshProduce(7,810), and Cannabis U.S. (13,173)[75]−BasicanddilutedlosspersharefortheninemonthsendedSeptember30,2024,was0.25[75] - Total sales for the company reached 211.378million,withFreshProducecontributing114.125 million, Cannabis Canada 81.987million,andCannabisU.S.15.266 million[76] - Sales for the three months ended September 30, 2024, increased by 20% to 83.368millioncomparedto69.510 million in 2023[125] - Adjusted EBITDA for the three months ended September 30, 2024, increased by 63% to 5.302millioncomparedto3.248 million in 2023[125] - Sales for the nine months ended September 30, 2024, increased by 20% to 253.627millioncomparedto211.378 million in 2023[126] - Adjusted EBITDA for the nine months ended September 30, 2024, decreased by 35% to 5.334millioncomparedto8.243 million in 2023[126] - Cost of sales for the nine months ended September 30, 2024, increased by 23% to 213.158millioncomparedto172.958 million in 2023[126] - Selling, general, and administrative expenses for the nine months ended September 30, 2024, increased by 5% to 52.593millioncomparedto49.980 million in 2023[126] - Net income for the three months ended September 30, 2024, was a loss of 820thousand,withsignificantcontributionsfromCannabisCanada(1,168 thousand) and Clean Energy (297thousand),offsetbylossesinCannabisU.S.(192 thousand) and Corporate (2,469thousand)[121]−AdjustedEBITDAforthethreemonthsendedSeptember30,2024,was5.302 million, driven by strong performance in Cannabis Canada (4.752million)andFreshProduce(2.331 million), despite losses in Cannabis U.S. (159thousand)andCorporate(1.935 million)[121] - For the nine months ended September 30, 2024, the company reported a net loss of 27.221million,withCannabisCanadacontributing3.399 million in income, while Fresh Produce and Corporate reported losses of 7.810millionand9.975 million, respectively[122] - Adjusted EBITDA for the nine months ended September 30, 2024, was 5.334million,withCannabisCanadacontributing13.643 million, offset by losses in Fresh Produce (1.991million),CannabisU.S.(1.014 million), and Corporate (5.658million)[122]−NetlossforthethreemonthsendedSeptember30,2023,was1.299 million, with Cannabis Canada generating 2.863millioninincome,whileFreshProduceandCorporatereportedlossesof951 thousand and 3.232million,respectively[123]−AdjustedEBITDAforthethreemonthsendedSeptember30,2023,was3.248 million, with Cannabis Canada contributing 4.585million,offsetbylossesinFreshProduce(774 thousand), Clean Energy (57thousand),andCorporate(2.275 million)[123] - Net loss for the nine months ended September 30, 2023, was 9.315million,withatotaladjustedEBITDAof8.243 million[124] Financial Position and Liquidity - As of September 30, 2024, the company had cash and cash equivalents of 28,696andworkingcapitalof65,441, compared to 35,291and79,612, respectively, at December 31, 2023[114] - FCC Term Loan balance was 21,312onSeptember30,2024,downfrom22,788 on December 31, 2023, with an interest rate of 8.81% per annum[116] - Operating Loan had an outstanding balance of 4,000andfutureavailabilityof4,556 on September 30, 2024[116] - PSF Non-Revolving Facility outstanding amount was 7,028onSeptember30,2024,downfrom8,298 on December 31, 2023, with an interest rate of 8.45%[117] - PSF Term Loan outstanding amount was 11,560onSeptember30,2024,downfrom13,201 on December 31, 2023, with an interest rate of 8.45%[117] - BDC Credit Facility outstanding amount was 3,353onSeptember30,2024,downfrom3,771 on December 31, 2023, with an interest rate of 10.20%[117] - Cash provided by operating activities for the nine months ended September 30, 2024 was 9,936,comparedto6,805 for the same period in 2023[117] - Cash used in investing activities for the nine months ended September 30, 2024 was (8,227),primarilyduetocapitalexpendituresfortheNetherlands−basedcannabisproductionfacility[117]−CashusedinfinancingactivitiesfortheninemonthsendedSeptember30,2024was(8,118), including debt repayments of (4,301)andacquisitionsofadditionalownershipinterestsinRoseLifeScienceandLeli[117]−NetcashdecreasefortheninemonthsendedSeptember30,2024was(6,409), compared to a net cash increase of $18,842 for the same period in 2023[118] Market and Regulatory Developments - The company received notification from Nasdaq regarding non-compliance with the minimum bid price requirement, with a compliance deadline of April 16, 2025[56] - Leli Holland completed construction of its first indoor cultivation facility in Drachten, Netherlands, with cultivation beginning in October 2024 and first sales expected in Q1 2025[56] - Company monitors foreign exchange risk and matches sales and vendor payments to minimize net impact[131] - No material changes to market risks other than interest rate and foreign exchange risks[131]