Village Farms International (VFF) Registration Filing summary

Company overview and business model

• Operates advanced greenhouse facilities in British Columbia and Texas, producing tomatoes, bell peppers, and cucumbers.

• Subsidiaries include a vertically integrated cannabis producer and a CBD product developer with operations in Canada and the US.

• Holds significant cannabis market presence in Quebec and owns a majority stake in a Dutch cannabis company.

• Incorporated in Ontario, with principal offices in Canada and shares listed on Nasdaq under the symbol VFF.

Use of proceeds and capital allocation

• Net proceeds from securities sales will be used for working capital and general corporate purposes.

• Management retains broad discretion over allocation of proceeds unless specified in a prospectus supplement.

Risk factors and disclosures

• Faces risks from limited operating history in cannabis, regulatory uncertainties, integration of acquisitions, and market competition.

• Exposed to risks from legal status of cannabis, regulatory compliance, product pricing variability, and cross-border trade.

• Additional risks include inflation, energy costs, labor issues, and potential litigation.

• U.S. investors may face challenges enforcing civil liabilities against directors and officers residing in Canada.