SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 22nd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 13, 2023, between Vision Marine Technologies Inc. (the “Corporation” or “Company”), a corporation organized under the laws of Quebec, Canada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 22nd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 13, 2023, between Vision Marine Technologies Inc. (the “Company”), a corporation organized under the laws of Quebec, Canada, and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
UNDERWRITING AGREEMENT between VISION MARINE TECHNOLOGIES INC. and THINKEQUITY LLC as Representative of the Several Underwriters VISION MARINE TECHNOLOGIES INC. UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
The undersigned, Vision Marine Technologies Inc., a corporation formed under the laws of the Province of Québec, Canada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Vision Marine Technologies Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 2nd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 31, 2023, between Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 21st, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 19, 2023, between Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 23rd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 17, 2023, between Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON SHARE PURCHASE WARRANT VISION MARINE TECHNOLOGIES INC.Common Share Purchase Warrant • April 21st, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [ ] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after October 20, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April 20, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), up to [ ] (as subject to adjustment hereunder, the “Warrant Shares”) Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
VISION MARINE TECHNOLOGIES INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 13th, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
The undersigned, Vision Marine Technologies Inc., a corporation organized under the laws of Quebec, Canada (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Joseph Gunnar & Co., LLC is acting as representative (in such capacity, the “Representative”), an aggregate of [ ] common shares (the “Firm Shares” or “Firm Securities”), no par value, of the Company (the “Common Shares”). The Underwriters, severally and not jointly, agree to purchase from the Company the number of Firm Securities set forth opposite their respective names on Schedule A attached hereto and made a part hereof at a purchase price of $[ ] per Firm Share. The Firm Securities are to be offered initially to the public at the offering price set forth on the cover page of the Prospectus (as defined below).
PRE-FUNDED COMMON SHARE PURCHASE WARRANT VISION MARINE TECHNOLOGIES INC.Pre-Funded Common Share Purchase Warrant • December 4th, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
THIS PRE-FUNDED COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), up to ______ (as subject to adjustment hereunder, the “Warrant Shares”) Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
VISION MARINE TECHNOLOGIES INC. UNDERWRITING AGREEMENTUnderwriting Agreement • December 4th, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
The undersigned, Vision Marine Technologies Inc., a corporation organized under the laws of Quebec, Canada (the "Company"), hereby confirms its agreement (this “Agreement”) to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Joseph Gunnar & Co., LLC is acting as representative (in such capacity, the “Representative”), an aggregate of (i) [ ] common shares (the “Firm Shares”), no par value, of the Company (the “Common Shares”), (ii) [ ] pre-funded warrants (each a “Pre-Funded Warrant” and collectively, the “Pre-Funded Warrants”), with each Pre-Funded Warrant exercisable to purchase one Common Share (the “Pre-Funded Warrant Shares”) at a remaining exercise price of $0.001 per share and (iii) warrants to purchase [ ] Common Shares (each a “Warrant” and collectively, the “Warrants”). The Firm Shares, Pre-Funded Warrants and Warrants are referred to herein as the “Firm S
Up to US$11,750,000 Common Shares ATM Sales AgreementAtm Sales Agreement • October 18th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
Vision Marine Technologies Inc., a corporation formed under the laws of the Province of Quebec, Canada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (defined below) as being subsidiaries or affiliates of Vision Marine Technologies Inc., the “Company”) confirms its agreement (this “Agreement”) with ThinkEquity LLC (the “Agent”), as follows:
COMMERCIAL LEASE AGREEMENTCommercial Lease Agreement • July 9th, 2020 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Quebec
BETWEEN: CALIFORNIA ELECTRIC BOAT COMPANY INC. (the "Landlord"), a corporation incorporated under the Canada Business Corporation Act, with the main address located at 730 Curé Boivin boulevard, Boisbriand (Qc) J7G 2A7, represented by Alexandre Mongeon, acting as President and Patrick Bobby, acting as Secretary-Treasurer.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 23rd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
INDENTURE Made as of May 14, 2021 Between THE LIMESTONE BOAT COMPANY LIMITED (the “Corporation”) and TSX TRUST COMPANY (the “Trustee”)Indenture • December 30th, 2021 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Ontario
The Corporation wishes to create and issue the Debentures in the manner and subject to the terms and conditions of this Indenture;
COMMON SHARE PURCHASE WARRANT Vision Marine Technologies Inc.Common Share Agreement • December 22nd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after December [ ], 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December [ ], 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), up to ______ (as subject to adjustment hereunder, the “Warrant Shares”) Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EXECUTIVE SERVICES AGREEMENT Between: RIOPEL MARINE INC. And: PATRICK BOBBY Riopel Marine Inc. EXECUTIVE SERVICES AGREEMENTExecutive Services Agreement • July 9th, 2020 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Quebec
THIS EXECUTIVE SERVICES AGREEMENT is made and dated as fully executed on this 7th day of April, 2020, with an Effective Date of April 1, 2020 as set forth below.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 4th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Quebec
This EXECUTIVE EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 1st day of March 2024 (the “Effective Date”), by Vision Marine Technologies Inc., a Canadian company with an address at 730 Boulevard du Cure-Boivin, Boisbriand (Quebec) J7G 2A7 (the “Company”), and Raffi Sossoyan (“Executive”). Executive and the Company are referred to as “Parties” or “Party” herein.
December 13, 2023Placement Agent Agreement • December 22nd, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 8th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of January 17, 2024 (the “Effective Date”) between Vision Marine Technologies Inc., a corporation incorporated under the Business Corporations Act (Québec) (the “Company”), and the persons who have executed the signature page(s) hereto (each, a “Subscriber” and collectively, the “Subscribers”).
COMMON SHARE PURCHASE WARRANT VISION MARINE TECHNOLOGIES INC.Securities Agreement • February 8th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing
THIS COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Investissement Québec or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January 15, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (Montreal time) on January 15, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), up to 2,857,142 Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
AGENCY AGREEMENT January 15, 2024 Vision Marine Technologies Inc. Boisbriand, Québec, J7G 2A7, Canada Attention: Kulwant Sandher, Chief Financial Officer Re: Private Placement of SecuritiesAgency Agreement • February 8th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing
iA Capital Markets, a division of iA Private Wealth Inc. (the “Agent”) understands that Vision Marine Technologies Inc. (the “Corporation”) has agreed, upon the terms and subject to the conditions of the Subscription Agreements (as defined below), to issue and sell to certain subscribers, pursuant to applicable prospectus exemptions (the “Offering”): (i) up to 3,000 Series B Convertible Preferred Shares in the capital of the Corporation (the “Preferred Shares”) at a purchase price of $1,000 per Preferred Share, any such Preferred Share being convertible into common shares in the capital of the Corporation (the “Common Shares”) and (ii) up to 2,857,142 accompanying Common Share purchase warrants (the “Warrants”). Each Warrant will be exercisable by the holder to purchase one Common Share (each a “Warrant Share”) at a price $1.05 until the date that is five years after the Closing Date, as set out in the warrant certificates (the “Warrant Certificates”) to be delivered at the Closing Tim
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • July 9th, 2020 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Quebec
This Consulting Services Agreement (this “Agreement”) is made and dated as fully executed on this 1st day of August, 2019 (the “Execution Date”), as entered into by and between Hurricane Corporate Services Ltd., (the “Consultant”), of 610 – 700 West Pender Street, Vancouver, BC, V6C 1G8 and Riopel Marine Inc.,(the “Company”), of 730 Boulevard du Curé-Boivin, Boisbriand, QC, J7G 2A7, (and each of the Consultant and the Company being also a “Party” or, in combination, the “Parties”, as the context so
VISION MARINE TECHNOLOGIES INC. SUBSCRIPTION AGREEMENTSubscription Agreement • September 22nd, 2020 • Vision Marine Technologies Inc. • Ship & boat building & repairing
A duly completed and originally executed copy of this Agreement and the other documents required to be delivered with this Agreement must be delivered, forty-eight (48) hours prior to the Closing Date, to Renno & Co Inc. c/o Toufic Adlouni, 3 Place Ville-Marie, suite 400, Montreal, Quebec, H3B 2E3, (514) 898-9576, Email: toufic@rennoco.com
Form of Placement Agent’s Warrant AgreementPlacement Agent’s Warrant Agreement • September 16th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing
THIS WARRANT TO PURCHASE COMMON SHARES (the “Warrant”) certifies that, for value received, [--] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after March 15, 2025 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vision Marine Technologies Inc., a Quebec corporation (the “Company”), up to 29,290 Common Shares, without par value per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractSubscription Agreement • February 8th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Quebec
THE SECURITIES DESCRIBED IN THIS SUBSCRIPTION AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, AS APPLICABLE (THE “1933 ACT”), OR THE SECURITIES LAWS SECURITIES OF ANY STATE OF THE UNITED STATES, AND MAY NOT BE PLACED OR SOLD IN THE UNITED STATES, OR SOLD TO OR PLACED WITH, UNITED STATES PERSONS, OR SOLD OR PLACED FOR THE ACCOUNT OR BENEFIT OF SUCH PERSONS , UNLESS YOU ARE REGISTERED UNDER THESE LAWS OR ARE EXEMPTED FROM THE REGISTRATION OBLIGATIONS PROVIDED THEREIN.
EXCHANGE AGREEMENTExchange Agreement • August 20th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
THIS EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of August 16, 2024 by and among Vision Marine Technologies Inc., a corporation incorporated under the Quebec Business Corporations Act (the “Company”), and the undersigned holder (the “Holder”) of Common Share Purchase Warrants issued by Company on December 21, 2023 (the “Warrants”).
COMMON SHARE PURCHASE WARRANT VISION MARINE TECHNOLOGIES INC.Representative Warrant Agreement • November 13th, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing
THIS COMMON SHARE PURCHASE WARRANT (“Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after _________ (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Original Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Vision Marine Technologies Inc., a corporation organized under the laws of Quebec, Canada (the “Company”), up to ______ common shares (the “Warrant Shares”)1 no par value, of the Company (the “Common Shares”), as subject to adjustment hereunder. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENCY AGREEMENT between VISION MARINE TECHNOLOGIES INC. and THINKEQUITY LLC VISION MARINE TECHNOLOGIES INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 16th, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
This Placement Agency Agreement (the “Agreement”) sets forth the terms upon which ThinkEquity LLC (“ThinkEquity” or the “Placement Agent”) shall be engaged by Vision Marine Technologies Inc., a corporation formed under the laws of the Province of Quebec (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Vision Marine Technologies Inc., the “Company”), to act as the exclusive placement agent in connection with the offering (hereinafter referred to as the “Offering”) of up to 3,400,000 Voting Common Shares – Series Investor 1 (the “Shares”) of the Company, with no par value per Voting Common Share (the “Common Shares”) and 0 pre-funded warrants, each to purchase one Common Share at an exercise price of $0.001 until such time as the Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the form attached he
MANUFACTURING AND SUPPLY AGREEMENT between LINAMAR CORPORATION and VISION MARINE TECHNOLOGIES INC. dated as ofManufacturing and Supply Agreement • December 30th, 2021 • Vision Marine Technologies Inc. • Ship & boat building & repairing • Ontario
This Manufacturing and Supply Agreement, dated as of 21 October 2021 (this "Master Agreement"), is entered into between Linamar Corporation, a Ontario registered corporation ("Seller"), and Vision Marine Technologies Inc., a corporation organized under the laws of Quebec ("Buyer", and together with Seller, the "Parties", and each, a "Party").
SHARE PURCHASE AGREEMENT among 7858078 CANADA INC. and STRATÉGIES EB INC. dated as of April 25, 2024 SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 1st, 2024 • Vision Marine Technologies Inc. • Ship & boat building & repairing
7858078 CANADA INC., a corporation organized and existing under the laws of Canada, whose head office is located at 730 boulevard du Curé-Boivin, in the City of Boisbriand, Province of Québec, J7G 2A7 (“Vendor”)
WARRANT AGREEMENTWarrant Agreement • December 4th, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing • New York
This Warrant Agreement made as of December [_____], 2023, is between Vision Marine Technologies Inc, a [_______] corporation, with offices at [_______] (the “Company”), and VStock Transfer, LLC, with offices at 18 Lafayette Place, Woodmere, New York (the “Warrant Agent”).
SHARE PURCHASE AGREEMENT among ALEXANDRE MONGEON and SIMON OLIEL and STRATÉGIES P.P. INC. and VISION MARINE TECHNOLOGIES INC. dated as of June 3, 2021Share Purchase Agreement • December 30th, 2021 • Vision Marine Technologies Inc. • Ship & boat building & repairing
STRATÉGIES P.P. INC., a corporation existing under the laws of the British Virgin Islands, whose head office is located at 9 rue Alfred-Laliberté, in the City of Notre-Dame-de-l’Île-Perrot, Province of Québec, J7V 7P2 (“PELLERIN”)
VISION MARINE TECHNOLOGIES INC. (the “Corporation”) SUBSCRIPTION AGREEMENT (UNITS) (CANADIAN, UNITED STATES & OFFSHORE SUBSCRIBERS)Subscription Agreement • September 20th, 2023 • Vision Marine Technologies Inc. • Ship & boat building & repairing
_________ Category 5. [Rule 501(a)(1)] An investment adviser relying on the exemption from registering with the SEC under Section 203(l) or (m) of the U.S. Investment Advisers Act of 1940, as amended; or
