Item 8.01 Other Events
On March 15, 2022, Village Farms International, Inc. (the "Corporation") filed
with the Securities and Exchange Commission a prospectus supplement (the "Resale
Prospectus Supplement") to the prospectus dated July 12, 2021 included in the
Corporation's automatic shelf registration statement on Form S-3ASR (File
No. 333-257857). The Resale Prospectus Supplement was filed for the purpose of
registering the resale from time to time by certain selling shareholders named
in the Resale Prospectus Supplement (collectively, the "Selling Shareholders")
of up to 2,411,280 common shares in the capital of the Corporation (the "Common
Shares") that were previously issued to the Selling Shareholders on November 15,
2021 as a portion of the purchase price for the Corporation's acquisition of a
70% interest in Rose LifeScience Inc. ("Rose"), as required by the terms of the
Purchase Agreement dated as of November 15, 2021, by and among Village Farms
International, Inc., Rose and the other parties thereto.
The Corporation will not receive any of the proceeds from the sale of Common
Shares by the Selling Shareholders.
In connection with the filing of the Resale Prospectus Supplement, the
Corporation is filing an opinion of its outside counsel, Torys LLP, regarding
the legality of the securities being registered, which opinion is filed as
Exhibit 5.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
5.1 Opinion of Torys LLP
23.1 Consent of Torys LLP (included in Exhibit 5.1)
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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VILLAGE FARMS INTERNATIONAL, INC. 
