Village Farms Worldwide Declares Roughly US$25 Million Registered Direct Providing

VANCOUVER, BC, Jan. 26, 2023 /CNW/ – Village Farms Worldwide, Inc. (“Village Farms” or the “Firm”) (NASDAQ: VFF) introduced at the moment that it has entered into definitive agreements with sure institutional buyers for the acquisition and sale of 18,350,000 of its widespread shares along with warrants to buy as much as 18,350,000 widespread shares, pursuant to a registered direct providing. The widespread shares and warrants are being offered at a mixed buy worth of US$1.35 per share and accompanying warrant for anticipated gross proceeds of roughly US$25 million, earlier than deducting placement agent charges and different providing bills payable by Village Farms. The warrants can have an train worth of US$1.65, might be exercisable starting six months from issuance and can expire 5 years from the date of preliminary exercisability.

The closing of the providing is topic to customary closing circumstances, and is predicted to shut on or about January 30, 2023. The online proceeds from this providing are supposed for use for common working capital functions.

A.G.P./Alliance International Companions and Cantor Fitzgerald & Co. are appearing as co-lead placement brokers for the providing.

The securities described above are being provided by Village Farms pursuant to a registration assertion on Type S-3 (File No. 333-257857) that was declared efficient by the Securities and Alternate Fee (“SEC“) on June 21, 2022. A ultimate prospectus complement referring to the providing might be filed with the SEC and might be accessible on the SEC’s website online at www.sec.gov. Copies of the ultimate prospectus complement and the accompanying prospectus referring to this providing could also be obtained, when accessible, by contacting A.G.P./Alliance International Companions, 590 Madison Avenue, twenty eighth Ground, New York, NY 10022 or by way of phone at 212-624-2060 or electronic mail: [email protected]. Copies may be obtained, when accessible, from Cantor Fitzgerald & Co., Attn: Capital Markets, 499 Park Avenue, 4th Ground, New York, New York 10022 or by electronic mail at [email protected]

This press launch shall not represent a proposal to promote or a solicitation of a proposal to purchase, nor shall there be any sale of those securities in any state or jurisdiction by which such provide, solicitation or sale could be illegal previous to registration or qualification underneath the securities legal guidelines of any such state or jurisdiction.

About Village Farms Worldwide, Inc.

Village Farms leverages many years of expertise as a large-scale, Managed Surroundings Agriculture-based, vertically built-in provider for high-value, high-growth plant-based Shopper Packaged Items alternatives, with a powerful basis as a number one contemporary produce provider to grocery and large-format retailers all through the US and Canada, and new high-growth alternatives within the hashish and CBD classes in North America and chosen markets internationally.

In Canada, the Firm’s wholly-owned Canadian subsidiary, Pure Sunfarms, is likely one of the single largest hashish operations on the earth, the lowest-cost greenhouse producer and certainly one of Canada’s best-selling manufacturers. The Firm additionally owns 70% of Québec-based, Rose LifeScience, a number one third-party hashish merchandise commercialization professional within the Province of Québec.

Within the US, wholly-owned Balanced Well being Botanicals is likely one of the main CBD manufacturers and e-commerce platforms within the nation. Topic to compliance with all relevant US federal and state legal guidelines and inventory trade guidelines, Village Farms plans to enter the US high-THC hashish market by way of a number of methods, leveraging one of many largest greenhouse operations within the nation (greater than 5.5 million sq. ft in West Texas), in addition to the operational and product experience gained by Pure Sunfarms’ hashish success in Canada.

Internationally, Village Farms is concentrating on chosen, nascent, authorized hashish and CBD alternatives with important medium- and long-term potential, with an preliminary give attention to the Asia-Pacific area, Israel and Europe.

Cautionary Assertion Concerning Ahead-Trying Info

This press launch incorporates forward-looking statements throughout the which means of the USA Non-public Securities Litigation Reform Act of 1995, Part 27A of the U.S. Securities Act of 1933, as amended, and Part 21E of the Securities Alternate Act of 1934, as amended, and is topic to the secure harbor created by these sections. This press launch additionally incorporates “forward-looking data” throughout the which means of relevant Canadian securities legal guidelines. We confer with such forward-looking statements and forward-looking data collectively as “forward-looking statements”. Ahead-looking statements on this press launch embrace statements concerning the registered direct providing and the anticipated use of proceeds therefrom, and may relate to the Firm’s future outlook or monetary place and anticipated occasions or outcomes and will embrace statements concerning the monetary place, enterprise technique, budgets, growth plans, litigation, projected manufacturing, projected prices, capital expenditures, monetary outcomes, taxes, plans and targets of or involving the Firm. Significantly, statements concerning future outcomes, efficiency, achievements, prospects or alternatives for the Firm, the greenhouse vegetable or produce business or the hashish business are forward-looking statements. In some instances, forward-looking data may be recognized by such phrases as “outlook”, “might”, “can”, “would possibly”, “will”, “might”, “ought to”, “would”, “happen”, “anticipate”, “plan”, “anticipate”, “imagine”, “intend”, “strive”, “estimate”, “predict”, “potential”, “proceed”, “seemingly”, “schedule”, “targets”, or the unfavorable or grammatical variation thereof or different related expressions regarding issues that aren’t historic info. The forward-looking statements on this press launch are topic to dangers which will embrace, however will not be restricted to: our restricted working historical past within the hashish and cannabinoids business, together with that of Pure Sunfarms Corp. (“Pure Sunfarms”), Rose LifeScience Inc. (“Rose” or “Rose LifeScience”) and Balanced Well being Botanicals, LLC (“Balanced Well being” or “Balanced Well being Botanicals”); the authorized standing of the hashish enterprise of Pure Sunfarms and Rose and the hemp enterprise of Balanced Well being; dangers referring to the mixing of Balanced Well being and Rose into our consolidated enterprise; dangers referring to acquiring further financing, together with our dependence upon credit score amenities; potential difficulties in attaining and/or sustaining profitability; variability of product pricing; dangers inherent within the hashish, hemp, CBD, cannabinoids, and agricultural companies; market place; capacity to leverage present enterprise relationships for future enterprise involving hemp and cannabinoids; the power of Pure Sunfarms and Rose to domesticate and distribute hashish in Canada; current and new governmental laws, together with dangers associated to regulatory compliance and concerning acquiring and sustaining licenses; authorized and operational dangers referring to anticipated conversion of our greenhouses to hashish manufacturing in Canada and in the USA; dangers associated to guidelines and laws on the US federal (Meals and Drug Administration and United States Division of Agriculture), state and municipal guidelines and laws with respect to supply and hemp, cannabidiol-based merchandise commercialization; retail consolidation, technological advances and different types of competitors; transportation disruptions; product legal responsibility and different potential litigation; retention of key executives; labor points; uninsured and underinsured losses; vulnerability to rising vitality prices; inflationary results on prices of cultivation and transportation; recessionary results on demand of our merchandise; environmental, well being and security dangers, overseas trade publicity, dangers related to cross-border commerce; difficulties in managing our progress; restrictive covenants underneath our credit score amenities; pure catastrophes; the continuing COVID-19 pandemic; and tax dangers.

The Firm has based mostly these forward-looking statements on elements and assumptions about future occasions and monetary tendencies that it believes might have an effect on its monetary situation, outcomes of operations, enterprise technique and monetary wants. Though the forward-looking statements contained on this press launch are based mostly upon assumptions that administration believes are affordable based mostly on data at present accessible to administration, there may be no assurance that precise outcomes might be per these forward-looking statements. Ahead-looking statements essentially contain recognized and unknown dangers and uncertainties, a lot of that are past the Firm’s management, which can trigger the Firm’s or the business’s precise outcomes, efficiency, achievements, prospects and alternatives in future intervals to vary materially from these expressed or implied by such forward-looking statements. These dangers and uncertainties embrace, amongst different issues, the elements contained within the Firm’s filings with securities regulators, together with this press launch.

When counting on forward-looking statements to make selections, the Firm cautions readers to not place undue reliance on these statements, as forward-looking statements contain important dangers and uncertainties and shouldn’t be learn as ensures of future outcomes, efficiency, achievements, prospects and alternatives. The forward-looking statements made on this press launch relate solely to occasions or data as of the date on which the statements are made on this press launch. Besides as required by legislation, the Firm undertakes no obligation to replace or revise publicly any forward-looking statements, whether or not because of new data, future occasions or in any other case, after the date on which the statements are made or to replicate the incidence of unanticipated occasions.

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SOURCE Village Farms Worldwide, Inc.

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