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TreeSap Farms: Weather-Driven Collapse to Management Buyout

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TreeSap Farms (Everde Growers) filed Chapter 11 with $229M debt, sold assets for $130M to CEO-led buyer in expedited bankruptcy.

September 3, 20255 min read

TreeSap Farms LLC, doing business as Everde Growers, filed for Chapter 11 on February 24, 2025, in the United States Bankruptcy Court for the Southern District of Texas. The Houston-based company operates 15 farms across California, Texas, Florida, and Oregon spanning 6,700 acres and produces 33 million plants annually. The company cited extreme weather and failed refinancing efforts as primary drivers behind its $229 million debt load.

Ranking ninth on Greenhouse Grower's 2024 Top 100 Growers list with 5.8 million square feet of controlled-environment production, TreeSap maintained a portfolio of over 5,000 plant varieties. More than 70% of revenue derived from shrub and tree categories. Weather-related operational challenges converged with unsustainable debt levels to force the restructuring.

Business Evolution and Strategic Acquisitions

TreeTown USA, established in 2001, transformed from a single Texas farm into a national horticultural producer through strategic acquisitions. Jonathan Saperstein purchased TreeTown USA in 2015, implementing data-driven production approaches. The management buyout earned recognition as the 2015 Agricultural Acquisition of the Year from M&A Advisor.

Key acquisitions established the company's national footprint: Village Nurseries (2017), Hines Growers division (2018), and La Verne Nursery (2022). These moves expanded West Coast presence and fruit tree production capabilities. The company rebranded from TreeTown USA to Everde Growers in 2020.

Everde serves retail consumers, landscape contractors, and re-wholesalers, maintaining balanced revenue between retail and wholesale channels. Retail customers include major home improvement chains, while wholesale customers comprise regional landscape firms.

Financial Deterioration and Pre-Filing Pressures

Financial performance deteriorated between fiscal years 2023 and 2024, with EBITDA declining from $23 million on $179.2 million revenue to $11.6 million on $170.6 million revenue. From 2022 to 2024, debt increased by $22.5 million while interest expenses doubled, adding $25.3 million in costs.

Management cut annual expenses by $30.1 million and reduced workforce by 240 positions. Southern California operations bore the brunt of challenges, with drought followed by wet weather creating losses that negated profits in all other regions.

Extended growing cycles meant corrective actions required significant time to yield financial benefits. This timing mismatch between operational improvements and debt service requirements proved fatal. By early 2025, with maturities looming and refinancing unsuccessful, Chapter 11 became inevitable.

Chapter 11 Timeline and DIP Financing

The filing listed assets and liabilities each between $100-500 million, with five debtor entities. The court moved swiftly to address liquidity needs given the perishable nature of plant inventory.

First-day relief on February 25, 2025 included interim DIP financing of $51 million: $22 million new money and $29 million roll-up. Final DIP approval came on March 27, 2025.

The court approved an $88 million sale to CEO Jonathan Saperstein's entity on May 12, 2025. The transaction included assumption of $24 million in trade payables and retention of all employees.

Sale Transaction and Emergence Strategy

Armory Securities managed the sale process, resulting in $130 million total consideration to TYFCO, LLC, an entity created by existing ownership. The buyer assumed post-petition obligations and pre-petition undisputed ordinary-course trade payables, preserving vendor relationships.

Everde emerged on May 23, 2025, with existing ownership under TYFCO. MidCap Financial provided a $90 million facility on June 4, 2025, plus a $20 million real-estate term loan.The court approved TreeSap's liquidation plan on July 8, 2025, concluding bankruptcy proceedings while operations continued under new ownership.

Stakeholder Outcomes and Industry Implications

Trade creditors benefited from the buyer's assumption of payables, preserving vendor relationships. All employees were retained, preserving institutional knowledge essential for managing live plant inventory. The restructuring preserved Everde's position as a major supplier to home improvement retailers and landscape contractors.

Secured lenders faced $229 million in debt against $88 million cash plus assumed liabilities, likely experiencing significant losses despite $130 million total transaction value.

Analysis and Market Context

TreeSap's bankruptcy illustrates agricultural vulnerability to weather extremes and challenges of managing high debt in capital-intensive operations.

The management buyout and assumption of trade payables suggest underlying business strength. The three-month timeline from filing to emergence minimized disruption. Shedding $100 million in debt positions Everde to compete in markets focused on sustainable practices. MidCap's financing provides capital for weather-resistant infrastructure. As one of the largest horticultural Chapter 11 cases, Everde's emergence provides a template for agricultural businesses facing weather losses and unsustainable debt.

Strategic Lessons and Future Outlook

TreeSap's bankruptcy demonstrates how weather disruptions overwhelm leveraged agricultural operations. The $130 million transaction validates the business model while acknowledging deleveraging needs. Everde's reorganized structure with $110 million financing enables investment in climate-resilient infrastructure and diversification

Everde's post-emergence performance serves as a bellwether for horticultural adaptation. With 14 farms continuing operations, the company remains a critical U.S. supplier. TreeSap's restructuring preserved operational capabilities while eliminating unsustainable debt. For additional restructuring analysis, visit the ElevenFlo blog