VANCOUVER, March 19, 2020 /CNW/ - Village Farms
International, Inc. ("Village Farms" or the
"Company") (TSX: VFF) (NASDAQ: VFF) is pleased to announce
that it has entered into an agreement with Beacon Securities
Limited (the "Underwriter"), as sole underwriter, pursuant
to which the Underwriter has agreed to purchase, on an underwritten
basis, 3,125,000 common shares (the "Offered Shares")
in the capital of the Company at a price of $3.20 per Offered Share (the "Issue
Price") for aggregate gross proceeds to the Company of
$10,000,000 (the "Offering").
(All figures are in Canadian dollars.)
In addition, the Company has granted the Underwriter an
over-allotment option to purchase up to an additional number of
Offered Shares equal to 15% of the Offered Shares sold pursuant to
the Offering at the Issue Price, exercisable in whole or in part,
by the Underwriter, at any time, and from time to time, up to 30
days from the closing of the Offering.
The closing of the Offering is expected to occur on or about
March 24, 2020 and is subject to the
completion of formal documentation and receipt of all necessary
regulatory and stock exchange approval. The Company intends to use
the net proceeds of the Offering for working capital and general
corporate purposes.
The Offered Shares will be offered in each of the provinces of
Canada, other than Québec,
pursuant to the Company's base shelf prospectus dated June 20, 2019 (the "Base Prospectus"), as
supplemented by a prospectus supplement dated today's date which
has been filed with the securities commission in each of the
provinces of Canada, other than
Québec (the "Prospectus Supplement"). The Company has
also filed a prospectus supplement to the base shelf prospectus
(together, the "U.S. Prospectus") under the Company's
effective registration statement on Form F-10 (File No. 333-232115)
previously filed with the U.S. Securities and Exchange Commission,
registering the Offered Shares in the
United States. The Offered Shares may also be sold in such
other jurisdictions as the Company and the Underwriter may agree.
The terms of the Offering are described in the Prospectus
Supplement.
Copies of the Prospectus Supplement and accompanying Base
Prospectus are available on SEDAR at www.sedar.com. Alternatively,
copies of the Prospectus Supplement and Base Prospectus may be
obtained, when available, from Beacon Securities Limited, 66
Wellington Street West, Suite 4050, Toronto, Ontario, M5K 1H1. Alternatively,
copies of the U.S. Prospectus may be obtained, when available, from
the Chief Financial Officer of Village Farms International, Inc. at
4700-80th Street, Delta, British
Columbia, Canada, V4K 3N3. The Base Prospectus and the
Prospectus Supplement, and the U.S. Prospectus, contain important
detailed information about the Company and the Offering.
Prospective investors should read the Prospectus Supplement and
accompanying Base Prospectus, and the U.S. Prospectus, and the
documents incorporated by reference therein, before making an
investment decision.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Village Farms International, Inc.
Village Farms is one of the largest and longest-operating
vertically integrated greenhouse growers in North America and the only publicly traded
greenhouse produce company in Canada. Village Farms produces and distributes
fresh, premium-quality produce with consistency 365 days a year to
national grocers in the U.S. and Canada from more than nine million square feet
of Controlled Environment Agriculture (CEA) greenhouses in
British Columbia and Texas, as well as from its partner greenhouses
in British Columbia, Ontario and Mexico. The Company is now
leveraging its 30 years of experience as a vertically integrated
grower for the rapidly emerging global cannabis opportunity through
its majority ownership of British
Columbia-based Pure Sunfarms Corp., one of the single
largest cannabis growing operations in the world. The Company
also intends to pursue opportunities to become a vertically
integrated leader in the U.S. hemp-derived CBD market, subject to
compliance with all applicable U.S. federal and state laws, Village
Farms has established two joint ventures, Village Fields Hemp and
Arkansas Valley Green and Gold Hemp, for outdoor hemp cultivation
and CBD extraction and is pursuing controlled environment hemp
production at a portion of its Texas greenhouse operations, which total 5.7
million square feet of production area.
Cautionary Language Regarding Forward-Looking
Statements
Certain statements contained in this press release constitute
forward-looking information within the meaning of applicable
securities laws ("forward-looking statements").
Forward-looking statements include, but are not limited to,
statements concerning: (i) the Offering; and (ii) the use of the
proceeds of the Offering. Forward-looking statements may relate to
the Company's future outlook or financial position and anticipated
events or results and may include statements regarding the
financial position, business strategy, budgets, litigation,
projected production, projected costs, capital expenditures,
financial results, taxes, plans and objectives of or involving the
Company. Particularly, statements regarding future results,
performance, achievements, prospects or opportunities for the
Company, Pure Sunfarms, the greenhouse vegetable industry or the
cannabis and hemp industries are forward-looking statements. In
some cases, forward-looking information can be identified by such
terms as "outlook", "may", "might", "will", "could", "should",
"would", "occur", "expect", "plan", "anticipate", "believe",
"intend", "estimate", "predict", "potential", "continue", "likely",
"schedule", "objectives", or the negative or grammatical variation
thereof or other similar expressions concerning matters that are
not historical facts.
Although the forward-looking statements contained in this press
release are based upon assumptions that management believes are
reasonable based on information currently available to management,
there can be no assurance that actual results will be consistent
with these forward-looking statements. Forward-looking statements
necessarily involve known and unknown risks and uncertainties, many
of which are beyond the Company's control, that may cause the
Company's or the industry's actual results, performance,
achievements, prospects and opportunities in future periods to
differ materially from those expressed or implied by such
forward-looking statements. These risks and uncertainties include,
among other things, the factors contained in the Company's filings
with U.S. and Canadian securities regulators, including as detailed
in the Prospectus Supplement and the U.S. Prospectus, and in the
Company's annual information form and management's discussion and
analysis for the year-ended December 31,
2018.
When relying on forward-looking statements to make decisions,
the Company cautions readers not to place undue reliance on these
statements, as forward-looking statements involve significant risks
and uncertainties and should not be read as guarantees of future
results, performance, achievements, prospects and opportunities.
The forward-looking statements made in this press release only
relate to events or information as of the date on which the
statements are made in this press release. Except as required by
law, the Company undertakes no obligation to update or revise
publicly any forward-looking statements, whether as a result of new
information, future events or otherwise.
SOURCE Village Farms International, Inc.