FORM OF SECURITIES PURCHASE AGREEMENTForm of Securities Purchase Agreement • January 30th, 2023 • Village Farms International, Inc. • Agricultural production-crops • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 26, 2023, between Village Farms International, Inc., a corporation continued under the laws of the Province of Ontario (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENT AGREEMENTPlacement Agent Agreement • January 30th, 2023 • Village Farms International, Inc. • Agricultural production-crops • New York
This letter (the “Agreement”) constitutes the agreement between A.G.P./Alliance Global Partners (“AGP”) as co-lead placement agent, and Cantor Fitzgerald & Co. (“Cantor”) as co-lead placement agent (each of AGP and Cantor a “Placement Agent” and collectively the “Placement Agents”) and Village Farms International, Inc., a corporation continued under the laws of the Province of Ontario (the “Company”), that the Placement Agents shall serve as the exclusive co-placement agents for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of the Company’s Common Shares, no par value (the “Common Shares” and the Common Shares to be sold pursuant to the Placement, the “Shares”) and warrants to purchase Common Shares (the “Warrants” and together and the Shares, the “Securities”).
Form of Lock-Up AgreementVillage Farms International, Inc. • January 30th, 2023 • Agricultural production-crops
FORM OF COMMON SHARE PURCHASE WARRANT VILLAGE FARMS INTERNATIONAL, INC.Village Farms International, Inc. • January 30th, 2023 • 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 July [__], 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on July [__], 2028 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Village Farms International, Inc., a corporation continued under the laws of the Province of Ontario (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 Common Share Purchase Warrants (the “Warrants”) issued pursuant to (i) that certain Securities Purchase Agreement, dated as of January [__], 2023 (the “Subscription Date”) by and between the Company and investors party thereto, (ii) the Company’s Registra
