Exhibit 107
EX-FILING FEES
Calculation of Filing Fee Tables
Form S-3
(Form Type)
Village Farms International Inc.
(Exact Name of Registrant as Specified in its Charter)
Table 1: Newly Registered Securities
| Security Type |
Security Class Title |
Fee Calculation or Carry Forward Rule |
Amount Registered |
Proposed Maximum Offering Price Per Unit |
Maximum Aggregate Offering Price |
Fee Rate |
Amount of Registration Fee |
Carry Forward Form Type |
Carry Forward File Number |
Carry Forward Initial effective date |
Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward | |||||||||||||
| Newly Registered Securities | ||||||||||||||||||||||||
| Fees to Be Paid | Equity | Common Shares (Primary Offerings) | ||||||||||||||||||||||
| Fees to Be Paid | Equity | Preferred Shares | ||||||||||||||||||||||
| Fees to Be Paid | Other | Warrants | ||||||||||||||||||||||
| Fees to Be Paid | Other | Subscription Receipts | ||||||||||||||||||||||
| Fees to Be Paid | Other | Debt Securities | ||||||||||||||||||||||
| Fees to Be Paid | Other | Units | ||||||||||||||||||||||
| Fees to Be paid | Unallocated (Universal) Shelf | Unallocated (Universal) Shelf | 457(o) | (1) | (1) | $200,000,000 | 0.0001476 | $29,520 | ||||||||||||||||
| Total Offering Amounts | $200,000,000 | $29,520 | ||||||||||||||||||||||
| Total Fees Previously Paid | N/A | |||||||||||||||||||||||
| Total Fee Offsets | $11,735 | |||||||||||||||||||||||
| Net Fee Due | $17,785 | |||||||||||||||||||||||
| (1) | There are being registered under this registration statement on Form S-3 (the “Registration Statement”) such indeterminate number of the securities of each identified class being registered as may be sold by the registrant in primary offerings from time to time at indeterminate prices, with the maximum aggregate public offering price not to exceed US$200,000,000. Any securities registered by this Registration Statement may be sold separately or in combination with the other securities registered hereunder. Any securities registered by this Registration Statement may be sold separately or as units with any other securities registered for primary offerings hereunder. The securities registered under this Registration Statement also include such indeterminate number of common shares, preferred shares, and warrants as may be issued upon the conversion of or exchange for preferred shares, subscription receipts or debt securities that provide for conversion or exchange; upon the exercise of warrants; or pursuant to the anti-dilution provisions of any such securities. Separate consideration may or may not be received for securities that are issuable upon exercise, conversion or exchange of other securities. In addition, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), the common shares being registered hereunder include such indeterminate number of common shares as may be issuable with respect to the common shares being registered hereunder as a result of stock splits, stock dividends, or similar transactions. |
Table 2: Fee Offset Claims and Sources
| Registrant or Filer Name |
Form or Filing Type |
File Number |
Initial Filing Date |
Filing Date |
Fee Offset Claimed |
Security Type Associated with Fee Offset Claimed |
Security Title Associated with Fee Claimed |
Unsold Securities Associated with Fee Claimed |
Unsold Aggregate Offering Amount Associated with Fee Offset Claimed |
Fee Paid with Offset Source | ||||||||||||
| Rule 457(p) | ||||||||||||||||||||||
| Fee Offset Claims | Village Farms International, Inc. | POS AM to S-3 | 333-257857 | June 9, 2022 | $11,735 | Unallocated (Universal) Shelf | (1) | (1) | $126,589,987.50 | |||||||||||||
| (1) | The registrant previously filed a post-effective amendment to the shelf registration statement on Form S-3 (File No. 333-257857), initially filed on June 9, 2022 and declared effective on June 21, 2022 (the “June 2022 Registration Statement”), which registered an indeterminate number of common shares, preferred shares, warrants, subscription receipts, debt securities and units to be sold by the registrant and common shares to be sold by selling shareholders and had an aggregate initial offering price not to exceed US$200,000,000. The June 2022 Registration Statement was not fully used, resulting in $126,589,987.50 as the unsold aggregate offering amount. This unused amount represents 63.3% of the $18,540 paid on the June 2022 Registration Statement and results in a fee offset of $11,735. The registrant has terminated or completed any offerings that included the unsold securities under the June 2022 Registration Statement. |