Core Viewpoint - Village Farms International, Inc. has entered into a definitive agreement to privatize certain assets of its Fresh Produce segment, creating a new joint venture, Vanguard Food LP, with private investment firms, allowing Village Farms to focus on its international business and cannabis opportunities [1][2][6]. Group 1: Transaction Overview - Village Farms will receive $40 million in cash and a 37.9% equity ownership interest in the newly formed Vanguard [1][5]. - The transaction involves the privatization of Village Farms' Texas-based greenhouse assets and produce-related intellectual property, with operational control transferred to Vanguard [4][5]. - The deal is expected to close in the second quarter of 2025, pending the satisfaction of closing conditions [4]. Group 2: Strategic Implications - Vanguard's growth strategy will leverage Village Farms' expertise in cultivation, sales, and distribution to execute a roll-up strategy of other North American produce brands [2][6]. - The partnership aims to create a premier branded consumer packaged goods (CPG) company focused on healthy lifestyles and sustainable farming practices [2][6]. - Village Farms will retain ownership of its Canadian cultivation assets and continue to supply fresh produce to Vanguard through service agreements [8][9]. Group 3: Leadership and Management - Charlie Sweat, founder of Sweat Equities, will serve as Chairman of Vanguard's Board, while Michael A. DeGiglio of Village Farms will be Interim CEO [3]. - The management team is expected to drive growth through mergers and acquisitions, capitalizing on shifting consumer preferences towards healthier food options [7][6]. Group 4: Future Prospects - Village Farms is positioned to expand its cannabis operations while allowing its fresh produce business to thrive independently [6][7]. - The transaction is seen as a significant step in unlocking long-term value for both Village Farms and Vanguard, with a focus on enhancing shareholder value [6][7].

Company Overview - Village Farms International, Inc. is a vertically integrated supplier focused on high-value, high-growth plant-based Consumer Packaged Goods, leveraging decades of experience in Controlled Environment Agriculture [4] - The company is a leading fresh produce supplier in the US and Canada and is expanding into high-growth opportunities in the cannabis and CBD markets [4] Cannabis Operations - In Canada, the company's subsidiary Pure Sunfarms is one of the largest cannabis operations globally and a top-selling brand [5] - Village Farms owns 80% of Rose LifeScience, a leading cannabis products commercialization expert in Québec [5] - The company exports medical cannabis from its EU GMP certified facility in Canada to various international markets, including Germany, the UK, Israel, and Australia [6] US Market Strategy - Village Farms plans to enter the US high-THC cannabis market, leveraging its extensive greenhouse operations in West Texas and expertise from Pure Sunfarms [7] Clean Energy Initiatives - Village Farms Clean Energy, in partnership with Terreva Renewables, generates clean energy from landfill gas, significantly reducing greenhouse gas emissions in Vancouver [8]

Company Overview - Village Farms International, Inc. has announced its first shipment of Pink Kush to New Zealand through its subsidiary Pure Sunfarms, marking a significant step in its international expansion strategy [2][4] - Pink Kush is recognized as the top-selling dried flower strain in Canada over the past four years, highlighting its popularity and market strength [2][3] Market Expansion - The New Zealand cannabis market is projected to grow at a compound annual growth rate (CAGR) of 58% by 2030, indicating substantial growth potential for medical cannabis products [3] - Medleaf Therapeutics, a New Zealand-based company, will distribute Pink Kush under its 'Bloom' brand, leveraging its established distribution network across clinics and healthcare practitioners [3][5] Strategic Partnerships - The partnership with Medleaf Therapeutics is aimed at enhancing Village Farms' presence in international medical markets, showcasing the company's commitment to expanding its global footprint [4] - Medleaf's focus on market-proven medical cannabis products aligns with Village Farms' strategy to export leading cannabis products to growing international markets [5] Operational Strength - Village Farms operates one of the largest cannabis operations globally through Pure Sunfarms, recognized for being a low-cost greenhouse producer and a best-selling brand in Canada [8] - The company is also involved in various international markets, exporting medical cannabis to countries such as Germany, the UK, Israel, and Australia, while targeting new opportunities in the Asia-Pacific and European regions [9] Future Outlook - Village Farms plans to enter the US high-THC cannabis market, utilizing its extensive greenhouse operations and the expertise gained from its Canadian cannabis success [10] - The company is focused on expanding its international presence with additional export contracts and strategic investments in operating assets [9]

Financial Data and Key Metrics Changes - For the full year 2024, group revenue increased by 6.7% to $8.5 billion, and adjusted EBITDA increased by 6.7% to $392 million, exceeding adjusted EBITDA guidance by $12 million [11][7] - Adjusted net income for the full year was $120.9 million, with adjusted diluted EPS increasing by 2.4% to $1.27 per share [11][27] - Net debt at the end of 2024 was $637 million, with net leverage at 1.6 times, indicating a strong financial position [12][10] Business Line Data and Key Metrics Changes - Fresh Fruit segment delivered adjusted EBITDA of $214.8 million for the full year, an increase of $5.9 million compared to 2023, driven by volume growth in bananas and plantains [12][13] - Diversified EMEA segment achieved adjusted EBITDA of $131.5 million for the full year, with like-for-like revenue growth of 4.4% [16][17] - Diversified Fresh Produce Americas segment reported a like-for-like revenue increase of 16.1%, with adjusted EBITDA increasing by 52.3% for the full year [32][33] Market Data and Key Metrics Changes - In North America, the Fresh Fruit segment saw good volume growth in bananas and plantains, while European markets benefited from high volumes and lower shipping costs [13][14] - The EMEA segment faced headwinds due to supply challenges and weather events, but anticipates continued revenue growth in 2025 [17][18] - The Diversified Americas segment performed well, particularly in the export business, with strong growth in cherries and grapes [19][33] Company Strategy and Development Direction - The company is focused on capital allocation and managing invested capital, with strategic investments in expanding shipping capacity and improving operational performance [8][10] - There is an ongoing process to determine the best strategic alternative for the Fresh Vegetables business, which is expected to enhance long-term outcomes for stakeholders [20][21] - The company plans to maintain a baseline level of capital expenditure in 2025, while exploring development opportunities to drive further growth [41][42] Management's Comments on Operating Environment and Future Outlook - Management acknowledged challenges in 2025, including the impact of Tropical Storm Sara and geopolitical uncertainties affecting sourcing costs and supply chains [40][41] - The company aims for adjusted EBITDA in the range of $370 million to $380 million for 2025, reflecting a more normalized year compared to 2024 [41][38] - Management remains optimistic about the underlying fundamentals of the business and is focused on addressing challenges while capitalizing on growth opportunities [15][38] Other Important Information - The company declared a dividend of $0.08 for the fourth quarter, to be paid on April 3, 2025 [37] - Free cash flow from continuing operations was $180.3 million for the full year, benefiting from strong adjusted EBITDA performance and good working capital management [36] Q&A Session Summary Question: Could you unpack the EBITDA guidance and the factors affecting it? - Management indicated that the guidance reflects known headwinds, including the impact from Tropical Storm Sara and macroeconomic uncertainties, with expectations for a slower start to 2025 [45][49][54] Question: What mitigation strategies are in place regarding potential tariffs? - Management believes that the demand for fresh produce will remain strong, and they are prepared to adjust pricing and sourcing strategies if tariffs are implemented [56][58][60] Question: What is the company's approach to capital allocation moving forward? - Management emphasized a focus on leveraging while also considering targeted M&A opportunities, with ongoing internal development projects to enhance growth [65][67][71] Question: Can you provide insights on the profit weakness in the EMEA segment? - Management noted that while there are ups and downs across different markets, they see more opportunities than challenges in the EMEA segment [75][77] Question: Is there a risk of elasticity in pricing for high-value products like avocados? - Management expressed confidence that demand for avocados and other products will remain stable, despite potential tariff impacts [78][80]