Letter to Investors

Dear Investor,

We are excited to invite you to participate in GreenReach Farms’ latest fundraising round as we scale our innovative, community-focused approach to urban agriculture. This investment opportunity is offered through a Simple Agreement for Future Equity (SAFE)—a flexible, founder-friendly agreement designed to align early supporters with our long-term success.

About GreenReach Farms

GreenReach Farms is revolutionizing urban farming by transforming underutilized commercial spaces into high-tech hydroponic farms that bring fresh, local produce to communities year-round. Our pilot farm in Gananoque, Ontario, has already demonstrated the viability and efficiency of our approach. With growing consumer demand for sustainable local produce, we are expanding operations through direct farm ownership, franchising, and partnerships in Ontario and beyond.

What is a SAFE?

A SAFE is an investment agreement that allows you to invest now in exchange for the right to receive shares in the company at a future date, typically during our next major equity financing round (e.g., Series A). Unlike traditional debt instruments, SAFEs carry no interest rate, no maturity date, and no repayment obligations. Instead, they convert into equity at defined terms that reward early investors for their support.

Why Does a SAFE Convert into Preferred Shares?

When SAFEs convert, they typically convert into preferred shares rather than common shares. This is because preferred shares provide investors with additional protections, such as liquidation preference, anti-dilution protections (where applicable), and alignment with future institutional investors who also invest via preferred shares. This ensures that early supporters receive terms consistent with larger investors while also maintaining founder control and governance stability.

Key Terms of the GreenReach SAFE

  • Valuation Cap: CAD $8 million (post-money). This ensures that your SAFE converts at a favorable price if the company grows rapidly.
  • Discount Rate: 20% discount to the price per share offered in the next financing round.
  • Most Favored Nation Clause (MFN): Allows you to adopt more favorable terms if offered later.
  • No Interest, No Maturity: The SAFE remains valid until conversion, with no interest or maturity date.
  • Conversion Trigger: Automatic at the next qualified equity financing (minimum CAD $1 million) or liquidity event.
  • Pro-Rata Rights: Investors contributing CAD $100,000 or more may be granted the right to maintain their ownership percentage in future rounds.

Use of Funds

This round of funds will be used to:

  • Talent Acquisition: Hiring key team members to support growth.
  • Product Development: Advancing hydroponic systems, dynamic lighting, and environmental monitoring technology.
  • Farming Cluster: Building a farm cluster to meet local demand and foster community impact.

Who is Participating in This Round?

This round is attracting a dynamic mix of investors:

  • Angel investors who bring capital, networks, and expertise.
  • Investor networks and syndicates that pool resources for larger investments.
  • Institutional investors, including venture capital and impact funds.

What About Micro-Investors?

We value every investor. For micro-investors (typically under CAD $10,000), we offer two options:

  1. Option 1: Stay Invested — Hold your SAFE until the next financing round or liquidity event to share in the company’s growth.
  2. Option 2: Repayment with Premium — Receive repayment of your initial investment plus a one-time 10% premium.

Estimated Timeline for First Trigger Event

We anticipate reaching our first qualified equity financing round (Series A) within 12–18 months, subject to market conditions and pilot expansion.

Why Invest Now?

  • Proven technology and pilot results.
  • Strong market demand for sustainable, local produce.
  • A scalable business model ready for growth.
  • Community impact through local partnerships and job creation.
  • A clear roadmap with investor-friendly protections.

Next Steps

To help us understand your interest and eligibility, please complete our Expression of Interest (EOI) Survey. This brief survey is non-binding and helps us assess your eligibility, investment preferences, and readiness to participate in this round.

Complete the EOI Survey

If you’d like to discuss this opportunity further, please contact us at info@greenreachfarms.com or call 613-888-1031. We’re happy to answer any questions you may have and walk you through the SAFE agreement in detail.

Thank you for considering GreenReach Farms as part of your investment portfolio and for supporting our mission to revolutionize urban farming.

Sincerely,
Peter Gilbert
CEO | GreenReach Farms
9 King Street East, Gananoque, Ontario
info@greenreachfarms.com | 613-888-1031