Clever Leaves (the “Company”), a leading
multi-national operator and licensed producer of
pharmaceutical-grade cannabinoids, announced today the appointment
of David M. Kastin as General Counsel and Corporate Secretary.
David will oversee all aspects of the Company’s global legal
activities and policies while supporting the CEO and Board of
Directors as Clever Leaves prepares to become a public company.
David has extensive experience guiding global,
public company legal functions at scale, most recently as General
Counsel and Corporate Secretary at The Vitamin Shoppe where he
helped lead the privatization and sale of their business to the
Franchise Group, Inc. and led the regulatory guidance in the launch
of their first CBD product distribution in more than 30 US
states.
David also acted as General Counsel to Town
Sports International Holdings, a publicly-traded owner and operator
of health and fitness clubs in the United States, and he has worked
at several prominent law firms, including Bryan Cave Leighton
Paisner LLP. While acting as Deputy General Counsel, Assistant
Secretary at Toys “R” Us, David helped lead the sale of the company
to two private equity firms and a real estate investment trust in a
$6.6 billion leveraged buy-out. David began his career as an
attorney with the U.S. Securities and Exchange Commission
(SEC).
“Given his unique experience within the CBD and
health and wellness verticals, and recognizing his years spent
working with the SEC, we know that David will be a key asset to
address the complex and diverse regulatory requirements of our
business and industry,” said Kyle Detwiler, CEO of Clever Leaves.
“We welcome David to our team as we continue to expand operations,
diversify our assets across various distribution channels and work
towards closing our recently announced definitive Business
Combination Agreement with Schultze Special Purpose Acquisition
Corp. in the fourth quarter.”
About Clever Leaves
International Inc.Clever Leaves is a multi-national
cannabis company with a mission to operate in compliance with
federal and state laws and with an emphasis on ecologically
sustainable, large-scale cultivation and pharmaceutical-grade
processing as the cornerstones of its global cannabinoid business.
With operations and investments in Canada, Colombia, Germany,
Portugal, and the United States, Clever Leaves has created an
effective distribution network and global footprint, with a
foundation built upon capital efficiency and rapid growth. Clever
Leaves aims to be one of the industry’s leading global cannabinoid
companies recognized for its principles, people, and performance
while fostering a healthier global community.
About Schultze Special Purpose Acquisition
Corp. Schultze Special Purpose Acquisition Corp. (NASDAQ:
SAMA, SAMAW, and SAMAU) is a blank check company formed for the
purpose of entering into a merger, stock exchange, asset
acquisition, stock purchase, recapitalization, reorganization or
other similar business combination with one or more businesses or
entities. SAMA’s sponsor is an affiliate of Schultze Asset
Management, LP, an alternative investment management firm founded
in 1998 that focuses on distressed, special situation and
event-driven securities and has invested over $3.2 billion since
inception with a notable track-record through its active investment
strategy. SAMA itself is backed by an experienced team of operators
and investors with a successful track-record of creating material
value in public and private companies.
Additional Information and Where to Find
ItIn connection with the Business Combination, Holdco has
filed a Registration Statement on Form S-4 (the “Form S-4”) with
the SEC which includes a prospectus with respect to Holdco’s
securities to be issued in connection with the Business Combination
and a proxy statement with respect to SAMA’s stockholder meeting at
which SAMA’s stockholders will be asked to vote on the proposed
Business Combination. SAMA, Clever Leaves and Holdco urge
investors, stockholders and other interested persons to read the
Form S-4, including the proxy statement/prospectus, as well as
other documents filed with the SEC, because these documents will
contain important information about the Business Combination. The
definitive proxy statement/prospectus will be mailed to
stockholders of SAMA as of a record date to be established for
voting on the Business Combination. SAMA’ stockholders will also be
able to obtain a copy of such documents, without charge, by
directing a request to: Schultze Special Purpose Acquisition Corp,
800 Westchester Avenue, Suite 632, Rye Brook, New York 10573;
e-mail: sdu@samco.net. These documents, once available, can also be
obtained, without charge, at the SEC’s web site
(http://www.sec.gov).
Participants in
SolicitationSAMA, Clever Leaves, Holdco and their
respective directors, executive officers and other members of their
management and employees, under SEC rules, may be deemed to be
participants in the solicitation of proxies of SAMA stockholders in
connection with the Business Combination. Information regarding the
persons who may, under SEC rules, be deemed participants in the
solicitation of proxies to SAMA’s stockholders in connection with
the Business Combination is set forth in the preliminary proxy
statement/prospectus contained in the Form S-4, and will also be
included in the definitive proxy statement/prospectus for the
Business Combination when available. Information concerning the
interests of SAMA’s and Clever Leaves’ participants in the
solicitation, which may, in some cases, be different than those of
SAMA’s and Clever Leaves’ equity holders generally, is also set
forth in the proxy statement/prospectus contained in the Form S-4,
and will also be included in the definitive proxy
statement/prospectus for the Business Combination when
available.
Non-SolicitationThis press
release is not a proxy statement or solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed transaction and shall not constitute an
offer to sell or a solicitation of an offer to buy the securities
of SAMA, Clever Leaves or Holdco, nor shall there be any sale of
any such securities in any state or jurisdiction in which such
offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of such
state or jurisdiction. No offer of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of
the Securities Act of 1933, as amended.
Forward Looking StatementsThis
press release includes forward-looking statements that involve
risks and uncertainties. Forward-looking statements are statements
that are not historical facts and may be identified by the words
"estimates," "projected," "expects," "anticipates," "forecasts,"
"plans," "intends," "believes," "seeks," "may," "will," "should,"
"future," "propose" and variations of these words or similar
expressions (or the negative versions of such words or
expressions). Such forward-looking statements are subject to risks
and uncertainties, which could cause actual results to differ from
the forward-looking statements. Factors that may cause such
differences include, without limitation, SAMA’s and Clever Leaves’
inability to complete the Business Combination; matters discovered
by the parties as they complete their respective due diligence
investigation of the other; the inability to recognize the
anticipated benefits of the Business Combination, which may be
affected by, among other things, the amount of cash available
following any redemptions by SAMA stockholders; the ability to meet
NASDAQ's listing standards following the consummation of the
Business Combination; costs related to the Business Combination;
expectations with respect to future operating and financial
performance and growth, including when Clever Leaves or Holdco will
become cash flow positive; the timing of the completion of the
Business Combination; Clever Leaves’ ability to execute its
business plans and strategy and to receive regulatory approvals;
potential litigation involving the parties; global economic
conditions; geopolitical events, natural disasters, acts of God and
pandemics, including, but not limited to, the economic and
operational disruptions and other effects of COVID-19; regulatory
requirements and changes thereto; access to additional financing;
and other risks and uncertainties indicated from time to time in
filings with the SEC. Other factors include the possibility that
the proposed transaction does not close, including due to the
failure to receive required security holder approvals, the failure
to obtain an extension of the business combination deadline if
sought by SAMA or the failure to satisfy other closing conditions.
The foregoing list of factors is not exclusive. Additional
information concerning certain of these and other risk factors is
contained in the Form S-4, including the proxy
statement/prospectus. All subsequent written and oral
forward-looking statements concerning SAMA, Clever Leaves or
Holdco, the transactions described herein or other matters and
attributable to SAMA, Clever Leaves, Holdco or any person acting on
their behalf are expressly qualified in their entirety by the
cautionary statements above. Readers are cautioned not to place
undue reliance upon any forward-looking statements, which speak
only as of the date made. Each of SAMA, Clever Leaves and Holdco
expressly disclaims any obligations or undertaking to release
publicly any updates or revisions to any forward-looking statements
contained herein to reflect any change in their expectations with
respect thereto or any change in events, conditions or
circumstances on which any statement is based.
Press contacts: McKenna
Miller KCSA Strategic Communications +1347-487-6197
mmiller@kcsa.com
Diana Sigüenza Strategic Communications
Director+573102368830
Diana.siguenza@cleverleaves.com
Investor inquiries: Raphael
Gross ICR+1203-682-8253
raphael.gross@icrinc.com
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