SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 10th, 2020 • Village Farms International, Inc. • Agricultural production-crops • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 8, 2020, between Village Farms International, Inc., a Canadian corporation (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 VILLAGE FARMS INTERNATIONAL, INC.Common Share Purchase Warrant • September 10th, 2020 • Village Farms International, Inc. • Agricultural production-crops
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 March [__], 20212 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September [___], 2025 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Village Farms International, Inc., a Canadian corporation (the “Company”), up to [______]common shares, without par value (the “Common Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is one of the Warrants to Purchase Common Stock (the “Warrants”) issued pursuant to (i) that certain Securities Purchase Agreement, dated as of September [8], 2020 (the “Subscription Date”) by and between the Company and investors party thereto, (ii) the Company’s Registration Statement on Form S-3 (File
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 10th, 2020 • Village Farms International, Inc. • Agricultural production-crops • New York
This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (the “Placement Agent”) and Village Farms International, Inc., a Canadian corporation (the “Company”), that the Placement Agent shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of (i) shares (the “Shares”) of the Company’s Common Shares, no par value (the “Common Shares”) and (ii) warrants, each to purchase one-half (0.5) Common Shares (the “Warrants” and together with the Shares, the “Securities”). The Securities actually placed by the Placement Agent are referred to herein as the “Placement Agent Securities.”). The terms of the Placement shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”), and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or any Purchase
LEAK-OUT AGREEMENTLeak-Out Agreement • September 10th, 2020 • Village Farms International, Inc. • Agricultural production-crops
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and between Village Farms International, Inc., a Canadian corporation (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
VILLAGE FARMS INTERNATIONAL, INC. and EMERALD HEALTH THERAPEUTICS, INC. SHARE PURCHASE AGREEMENT September 8, 2020Share Purchase Agreement • September 10th, 2020 • Village Farms International, Inc. • Agricultural production-crops • Ontario
THIS SHARE PURCHASE AGREEMENT is dated September 8, 2020 and made among VILLAGE FARMS INTERNATIONAL, INC., a corporation formed under the laws of Canada (“Village Farms”), and EMERALD HEALTH THERAPEUTICS, INC., a corporation formed under the laws of British Columbia (“Emerald”).
