JOINT FILING AGREEMENT AND ELECTRONIC SIGNATURE AUTHENTICATION
EXHIBIT 99.1
AND
ELECTRONIC SIGNATURE AUTHENTICATION
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to
the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the common stock, no par value, of Vintage Wine Estates, Inc., a Nevada corporation (the “Issuer”), and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filing(s).
The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on
Schedule 13D, and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning
any other party, unless such party knows or has reason to believe that such information is inaccurate.
The undersigned further acknowledge, agree and attest that:
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1.
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the undersigned shall become a signatory to any and all forms, applications, reports, registration statements and other
documents as may be necessary or advisable for the undersigned or the Issuer to file with the U.S. Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended, and the rules and regulations
promulgated thereunder (the “Securities Act”); and the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (the “Exchange Act”) (collectively, the “SEC Filings”);
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2.
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the undersigned must manually or electronically sign a signature page or other document authenticating, acknowledging, or
otherwise adopting the undersigned’s signature1 that appears in the SEC Filings (“authentication documents”), and the undersigned desires
to sign authentication documents electronically as permitted by the rules and regulations promulgated by the Commission, including, without limitation, Rule 302(b)(1) of Regulation S-T; Rule 402 and Rule 471 of the Securities Act; and Rule
12b-11, Rule 14d-1, Rule 15Fb1-1 and Rule 16a-3 of the Exchange Act;
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3.
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the undersigned’s authorization under this attestation shall remain legally valid until the earlier of: (a) the date the
undersigned ceases to be a duly elected or appointed officer or director of the Issuer, except with respect to filings pursuant to Section 16 under the Exchange
Act, and the undersigned’s express revocation provided to the Company in writing;
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4.
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when using electronic signatures2 for purposes of signing authentication documents, the use of such electronic signature constitutes the legal equivalent of the undersigned’s manual
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1 The term “signature,” when used in connection
with an electronic filing, means a computer representation of any symbol or series of symbols comprising a name executed, adopted, or authorized as a signature.
2 The term “electronic signature” means an
electronic sound, symbol, or process (including, without limitation, “.pdf,” “.tif,” “.jpg” or other format), attached to, or logically associated with (including, without limitation, DocuSign and AdobeSign), a record (including, without
limitation, any contract or other record created, generated, sent, communicated, received, or stored by electronic means) and executed or adopted by a person with the intent to sign the record.
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5.
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signature for purposes of authenticating the signature to any SEC Filings for which it is provided;
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6.
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the undersigned and the Issuer shall each retain a manually signed copy of this attestation for as long as the undersigned
may use an electronic signature to sign authentication documents, and for a period of seven years after the date of the most recent electronically signed authentication document; and
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7.
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the undersigned and the Issuer shall furnish a copy of this attestation (which may be retained and stored via electronic means) to the Commission
upon its request.
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This Joint Filing Agreement and Electronic Signature Authentication may be signed in counterparts with the same
effect as if the signature on each counterpart were upon the same instrument.
[SIGNATURE PAGE FOLLOWS]
SIGNATURE
IN WITNESS WHEREOF,
the undersigned has executed this Agreement as of June 17, 2021.
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MARITAL TRUST D UNDER THE XXXXXX X. XXXX LIVING TRUST U/A/D 3/31/1999, AS AMENDED
By: /s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
Trustee
By: /s/ Xxxxxx Xxx
Xxxxxx Xxx
Trustee
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SLR NON-EXEMPT TRUST UAD 4/21/2018
By: /s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
Trustee
By: /s/ Xxxxxx Xxx
Xxxxxx Xxx
Trustee
By: /s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
Trustee
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Signature Page to Joint Filing Agreement and Electronic Signature Authentication
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XXXXXXX X. XXXXX AND XXXXX X. XXXXX TRUST
By: /s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
Trustee
By: /s/ Xxxxx X. Xxxxx
Xxxxx X. Xxxxx
Trustee
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BESPOKE SPONSOR CAPITAL LP
By: Bespoke Capital Partners, LLC,
its General Partner
By: /s/ Xxxx Xxxxx
Name: Xxxx Xxxxx
Title: Managing Member
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SONOMA BRANDS II, L.P.
By: Sonoma Brands II GP, LLC, its general partner
By: Sonoma Brands Partners II, LLC, its managing member
By: /s/ Xxxxxxxx Xxxxxxxxxx
Xxxxxxxx Xxxxxxxxxx
Managing Member
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SONOMA BRANDS II SELECT, L.P.
By: Sonoma Brands II GP, LLC, its general partner
By: Sonoma Brands Partners II, LLC, its managing member
By: /s/ Xxxxxxxx Xxxxxxxxxx
Xxxxxxxx Xxxxxxxxxx
Managing Member
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Signature Page to Joint Filing Agreement and Electronic Signature Authentication
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SONOMA BRANDS VWE CO-INVEST, L.P.
By: Sonoma Brands II GP, LLC, its general partner
By: Sonoma Brands Partners II, LLC, its managing member
By: /s/ Xxxxxxxx Xxxxxxxxxx
Xxxxxxxx Xxxxxxxxxx
Managing Member
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SONOMA BRANDS II GP, LLC
By: Sonoma Brands Partners II, LLC, its managing member
By: /s/ Xxxxxxxx Xxxxxxxxxx
Xxxxxxxx Xxxxxxxxxx
Managing Member
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SONOMA BRANDS PARTNERS II, LLC
By: /s/ Xxxxxxxx Xxxxxxxxxx
Xxxxxxxx Xxxxxxxxxx
Managing Member
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/s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
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/s/ Xxxxx X. Xxxxx
Xxxxx X. Xxxxx
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/s/ Xxxx Xxxxx
Xxxx Xxxxx
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/s/ Xxxxx Xxxxxx
Xxxxx Xxxxxx
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Signature Page to Joint Filing Agreement and Electronic Signature Authentication
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/s/ Xxxxxx Xxxxxxx
Xxx Xxxxxxx
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/s/ Xxxxx Xxxxxxxxxx
Xxxxx Xxxxxxxxxx
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/s/ Xxxxx XxXxxxxx
Xxxxx XxXxxxxx
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/s/ Xxxxxxx Xxxxxxxxxx
Xxxxxxx Xxxxxxxxxx
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/s/ Xxxx Xxxxxxx
Xxxx Xxxxxxx
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/s/ Xxxxxxx Xxxxxxx
Xxxxx Xxxxxxx
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/s/ Xxxx Xxxxxxx
Xxxx Xxxxxxx
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/s/ Xxxx Xxxxx
Xxxx Xxxxx, individually, and as trustee for A & L Xxxxx Trust #1, for A Xxxxx and L Xxxxx GST Exempt GRAT fbo Xxxx Xxxxx, for Voting Trust FBO
Xxxx Xxxxx U/T Xxxxx Living Trust, and for Xxxx & Xxxxxxx Xxxxx Living Trust Dated 6-16-95
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/s/ Xxxxxxx Xxxxx
Xxxxxxx Xxxxx, individually, and as trustee for Xxxx & Xxxxxxx Xxxxx Living Trust Dated 6-16-95
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Signature Page to Joint Filing Agreement and Electronic Signature Authentication
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/s/ Xxxxxx Xxxxxxxxx
Xxxxxx Xxxxxxxxx, individually, and as trustee for A & L Xxxxx Trust #3, for A Xxxxx and L Xxxxx GST Exempt GRAT fbo Xxxxxx Xxxxxxxxx, for Voting
Trust FBO Xxxxxx Xxxxxxxxx U/T Xxxxx Living Trust, and for Xxx & Xxxxxx Xxxxxxxxx Living Trust Dated 4-11-01
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/s/ Xxx Xxxxxxxxx
Xxx Xxxxxxxxx, individually, and as trustee for Xxx & Xxxxxx
Xxxxxxxxx Living Trust Dated 4-11-01
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/s/ Xxxx X.X. Xxxxx
Xxxx X. X. Xxxxx
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/s/ Xxxxxx X. Xxxxxx III
Xxxxxx X. Xxxxxx III
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/s/ Xxxxxxxx Xxxxxxxxxx
Xxxxxxxx Xxxxxxxxxx
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/s/ Xxxxxxx X. Xxxxx
Xxxxxxx X. Xxxxx
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/s/ Xxxxxx Xxx
Xxxxxx Xxx
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Signature Page to Joint Filing Agreement and Electronic Signature Authentication
