AeroFarms has signed a nonbinding Letter of Intent to sell the company, according to a February 27 update submitted to Virginia workforce authorities, marking a shift from prior filings that focused solely on short-term funding extensions. The filing was submitted by New AeroFarms, Inc. and AeroFarms Danville Farming Company LLC, referred to collectively in the notice as "the Companies."
The update states: "Since the last notice, the Companies have signed a nonbinding Letter of Intent to sell the Companies and are working through the diligence and sale process with the potential buyer. The Companies' goal is to close on the transaction in March 2026." This is the first formal indication in the WARN filings that AeroFarms has entered into a defined sale process, having previously referred only to "strategic options" and expressions of interest from potential buyers.
© AeroFarms
New funding tied to sale process
The filing confirms that the newly secured funding is directly linked to this transaction. "Due to this development, their lender has agreed to provide additional short-term funding to continue core operations of the Facility for a period of time."
The letter further states that if the transaction does not close within the expected timeframe, or if additional funding cannot be obtained, "the Facility may shut down sometime between March 17, 2026, and March 31, 2026." Should the facility close during the March window, the filing states that closure would "result in the permanent termination of all of the Companies' 145 remaining employees, including employees working remotely." 115 of these employees are Virginia residents.
© AeroFarms
Investor withdrawal and capital efforts
The notice reiterates that the disruption stems from the withdrawal of further investment by the company's largest investor, which AeroFarms describes as the result of an "unannounced restructuring and change in priorities." In the filing, AeroFarms outlines efforts to secure alternative funding following that decision, stating that it attempted to negotiate an extension with the investor and sought capital from existing and potential new investors as well as financial institutions, believing there was a "realistic opportunity" to obtain financing that could avoid or postpone a closure.
AeroFarms also explains why it did not provide the standard 60-day advance notice under the WARN Act, stating that it delayed issuing WARN notices because it "reasonably believed that providing WARN notices at the time the investor communicated its decision to the Companies would have precluded the Companies from obtaining that capital from other sources." It ultimately issued notice on December 11 after prior efforts to obtain capital had failed.
Read the updated notice here.
For more information:
Aerofarms
Carlos Nuñez, Vice President, Human Resources
[email protected]
www.aerofarms.com
