UNDERWRITING AGREEMENTUnderwriting Agreement • January 18th, 2019 • Village Farms International, Inc. • Agricultural production-crops • Ontario
Beacon Securities Limited (“Beacon”), as lead underwriter and sole bookrunner, and GMP Securities L.P., as underwriters (together with Beacon, the “Underwriters”) hereby severally, and not jointly and severally, offer and agree to purchase, on a “bought deal” basis in the Qualifying Jurisdictions (as defined herein) from Village Farms International, Inc. (the “Company”), and the Company hereby agrees to issue and sell to the Underwriters an aggregate of 2,810,000 common shares (the “Initial Shares”) in the capital of the Company at the purchase price of $7.13 per Initial Share (the “Issue Price”), for aggregate gross proceeds of $20,035,300, upon and subject to the terms and conditions contained herein (the “Offering”). After a reasonable effort has been made to sell all of the Offered Shares at the Issue Price, the Underwriters may subsequently reduce the selling price to investors from time to time, provided that any such reduction in the Issue Price shall not affect the aggregate gr
