- Track your favorite companies
- Receive email alerts for new filings
- Personalized dashboard of news and more
- Access all data and search results
- DRS Draft registration statement
- 99.01 EX-99.01
- 99.02 EX-99.02
- 99.03 EX-99.03
- 99.04 EX-99.04
- 99.05 EX-99.05
- 99.06 EX-99.06
- 99.07 EX-99.07
- 99.08 EX-99.08
- 99.09 EX-99.09
- 99.10 EX-99.10
- 99.11 EX-99.11
- 99.12 EX-99.12
- 99.13 EX-99.13
- 99.14 EX-99.14
- 99.15 EX-99.15
- 99.16 EX-99.16
- 99.17 EX-99.17
- 99.18 EX-99.18
- 99.19 EX-99.19
- 99.20 EX-99.20
- 99.21 EX-99.21
- 99.22 EX-99.22
- 99.23 EX-99.23
- 99.24 EX-99.24
- 99.25 EX-99.25
- 99.26 EX-99.26
- 99.27 EX-99.27
- 99.28 EX-99.28
- 99.29 EX-99.29
- 99.30 EX-99.30
- 99.31 EX-99.31
- 99.32 EX-99.32
- 99.33 EX-99.33
- 99.34 EX-99.34
- 99.35 EX-99.35
- 99.36 EX-99.36
- 99.37 EX-99.37
- 99.38 EX-99.38
- 99.39 EX-99.39
- 99.40 EX-99.40
- 99.41 EX-99.41
- 99.42 EX-99.42
- 99.43 EX-99.43
- 99.44 EX-99.44
- 99.45 EX-99.45
- 99.46 EX-99.46
- 99.47 EX-99.47
- 99.48 EX-99.48
- 99.49 EX-99.49
- 99.50 EX-99.50
- 99.51 EX-99.51
- 99.52 EX-99.52
- 99.53 EX-99.53
- 99.54 EX-99.54
- 99.55 EX-99.55
- 99.56 EX-99.56
- 99.57 EX-99.57
- 99.58 EX-99.58
- 99.59 EX-99.59
- 99.60 EX-99.60
- 99.61 EX-99.61
- 99.62 EX-99.62
- 99.63 EX-99.63
- 99.64 EX-99.64
- 99.65 EX-99.65
- 99.66 EX-99.66
- 99.67 EX-99.67
- 99.68 EX-99.68
- 99.69 EX-99.69
- 99.70 EX-99.70
- 99.71 EX-99.71
- 99.72 EX-99.72
- 99.73 EX-99.73
- 99.74 EX-99.74
- 99.75 EX-99.75
- 99.76 EX-99.76
- 99.77 EX-99.77
- 99.78 EX-99.78
- 99.79 EX-99.79
- 99.80 EX-99.80
- 99.81 EX-99.81
- 99.82 EX-99.82
- 99.83 EX-99.83
- 99.84 EX-99.84
- 99.85 EX-99.85
- 99.86 EX-99.86
- 99.87 EX-99.87
- 99.88 EX-99.88
- 99.89 EX-99.89
- 99.90 EX-99.90
- 99.91 EX-99.91
- 99.92 EX-99.92
- 99.93 EX-99.93
- 99.94 EX-99.94
- 99.95 EX-99.95
- 99.96 EX-99.96
- 99.97 EX-99.97
- 99.98 EX-99.98
- 99.99 EX-99.99
- 99.100 EX-99.100
- 99.101 EX-99.101
- 99.102 EX-99.102
- 99.103 EX-99.103
- 99.104 EX-99.104
- 99.105 EX-99.105
- 99.106 EX-99.106
- 99.107 EX-99.107
- 99.108 EX-99.108
- 99.109 EX-99.109
Exhibit 99.90
FORM 51-102F3
Material Change Report
| Item 1 | Name and Address of Company |
Village Farms International, Inc. (“Village Farms”)
4700 - 80th Street
Delta, British Columbia
V4K 3N3
| Item 2 | Date of Material Change |
September 24, 2018.
| Item 3 | News Release |
A news release was issued through CNW Group on September 24, 2018.
| Item 4 | Summary of Material Change |
Village Farms announced that it has entered into an agreement with Beacon Securities Limited (“Beacon”), as lead underwriter, on its own behalf and on behalf of a syndicate of underwriters (together with Beacon, the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, 2,810,000 common shares (the “Offered Shares”) in the capital of Village Farms at a price of C$7.13 per Offered Share (the “Issue Price”) for gross proceeds to Village Farms of C$20,035,300 (the “Offering”).
In addition, Village Farms has granted the Underwriters an over-allotment option, exercisable, in whole or in part, by Beacon, on behalf of the Underwriters, 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, at any time up to 30 days from the closing of the Offering (the “Over-Allotment Shares”).
| Item 5 | Full Description of Material Change |
5.1 - Full Description of Material Change
Village Farms announced that it has entered into an agreement with Beacon, as lead underwriter, on its own behalf and on behalf of a syndicate of underwriters, pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, the Offered Shares in the capital of Village Farms at a price of C$7.13 per Offered Share for gross proceeds to Village Farms of C$20,035,300.
In addition, Village Farms has granted the Underwriters an over-allotment option, exercisable, in whole or in part, by Beacon, on behalf of the Underwriters, to purchase Over-Allotment Shares, at the Issue Price, at any time up to 30 days from the closing of the Offering.
The closing of the Offering is expected to occur on or about October 12, 2018 and is subject to the completion of formal documentation and receipt of regulatory approval, including the approval of the Toronto Stock Exchange. The net proceeds from the Offering will be used for working capital and general corporate purposes.
The Offered Shares and any Over-Allotment Shares to be issued under the Offering will be offered by way of a short form prospectus to be filed in each of the Provinces of Canada (other than Quebec) and may be offered in the United States to Qualified Institutional Buyers pursuant to exemptions from the registration requirements under rule 144A of the United States Securities Act of 1933, as amended, in a manner that does not require the Offered Shares or any Over-Allotment Shares to be registered in the United States. The Offered Shares and any Over-Allotment Shares may be also sold in such other jurisdictions as Village Farms and Beacon may agree.
5.2 - Disclosure for Restructuring Transactions
Not applicable.
| Item 6 | Reliance on subsection 7.1(2) of National Instrument 51-102 |
Not applicable.
| Item 7 | Omitted Information |
No information has been omitted from this report on the basis that it is confidential information.
| Item 8 | Executive Officer |
For further information, please contact Stephen C. Ruffini, Executive Vice President and Chief Financial Officer, at (407) 936-1190, ext. 340.
| Item 9 | Date of Report |
September 25, 2018.