AeroFarms provides update on restructuring plan

“We will continue to work in close cooperation with all of our stakeholders"

On Tuesday, July 11, 2023, AeroFarms filed with the United States Bankruptcy Court in Delaware (the “Court”) Case No. 23-10737, a supplement to a previously filed Motion to Approve Bid Procedures for Court approval to enter into an Asset Purchase Agreement (“APA”) and designate a Stalking Horse bidder. The Company seeks to conduct an auction to sell Company assets under Section 363 of the Bankruptcy Code (“363 Sale”), while it continues ordinary operations of the business.

On July 10, 2023, the Company signed an APA with AF NewCo, Inc. (“AF NewCo”), a newly formed entity owned by a group of existing investors including Grosvenor Food & AgTech, INGKA Investments Ventures US BV, Cibus Fund, ACEG Beteiligungsgesellschaft mbH. The APA calls for AF NewCo to act as Stalking Horse Bidder to acquire Company assets.

The bidding procedures and timeline for the auction, which are subject to approval by the Bankruptcy Court contemplate a prompt sale of Company’s assets to provide clarity on the future of the Company to customers, vendors, and employees, as well as place AeroFarms on a pathway to success. Subject to the Court’s calendar, the Company is seeking entry of an order from the Bankruptcy Court confirming the results of the 363 Sale on or before August 22, 2023.

AF NewCo also provided a Debtor-In-Possession (“DIP”) loan of $10 million, and under the terms of the APA will be credit bidding its DIP, assuming substantial operating liabilities and funding the wind-down of the Chapter 11 proceedings.

The Company recently received Court approval to continue paying employees, vendors and other entities in the ordinary course of business and will utilize the funding provided by the DIP loan to do so.

In addition, the Company recently announced the expanded retail availability of its award-winning microgreens at both Walmart and Stop & Shop across the Mid-Atlantic and Northeast, respectively. This expansion follows the national expansion with Amazon Fresh online and at all Amazon Fresh grocery store locations, building on AeroFarms successful national launch with Whole Foods Market in 2022, which marked an industry-first for an indoor leafy greens grower to be part of Whole Foods Market Global Planogram.

“We are excited by the growing customer demand for our market leading microgreens and to be expanding our retail presence and look forward to emerging stronger and better positioned to prosper into the future,” said Guy Blanchard, President of AeroFarms. “We will continue to work in close cooperation with all of our stakeholders to conduct our financial and operational restructuring, which will position us for long-term success.”

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