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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
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On October 28, 2019, each of Jose Antonio Canedo
White, the Chief Executive Officer and a director of Opes Acquisition Corp. (“Company”), Gonzalo Gil White, the Company’s
chairman of the board of directors, Miguel Angel Villegas Vargas, the Company’s Chief Financial Officer, and each of Adolfo
Rios Olivier and Rodrigo Lebois Mateos advised the Company that he was resigning from each and every office and position he holds
with the Company, each resignation to be effective upon the board’s acceptance thereof, which ocurred on the same date. The
foregoing resignations were not due to any disagreement with the Company or its management on any matter relating to the Company’s
operations, policies or practices (financial or otherwise).
Immediately following the resignations of Messrs.
Cañedo White, Gil White Rios Olivier and Lebois
Mateos from the Company’s board of directors, the board of directors appointed Seth Weinberg, David Mack, Lazaros Nikeas
and Ophir Sternberg to fill the vacancies created by the resignations.
Further,
immediately following the resignations of Mr. Cañedo White as Chief Executive Officer and Mr. Villegas Vargas as Chief Financial
Officer, David Mack was appointed Chief Executive Officer of the Company and José Luis Córdova was appointed Chief
Financial Officer of the Company.
Seth
Weinberg, 46 years old, is a Founding Partner of Weinberg Zareh Malkin Price LLP, and its predecessor law practice, formed in 2009,
and heads the firm’s corporate law practice. Mr. Weinberg represents businesses at every stage of their development, including
formation, financing, regulation, acquisition, and reorganization. In addition to general corporate and transactional practice,
Mr. Weinberg’s practice has a concentration in food and beverage regulatory projects, advising food and beverage companies
(including spirits, wine, beer and non-alcoholic beverages) about regulatory compliance, licensing and risk allocation. Mr. Weinberg
has extensive experience working with the investment management industry, representing investment managers and their portfolio
companies, designing and implementing management and profit-sharing arrangements, and special-situation transactions, expansions
and contractions of businesses, individual investments and portfolio transactions. Mr. Weinberg also regularly advises consumer
goods companies (both durable and fast-moving), public and private operating companies across multiple sectors, finance companies,
consulting ventures, insurance firms, and individuals. From 2006 to 2009, he served as Senior Vice President, General Counsel and
Corporate Secretary to Castle Brands Inc., a publicly traded consumer goods company. Prior to that, Mr. Weinberg practiced law
at major New York law firms from 1998 to 2006. Mr. Weinberg is a member of the adjunct faculty of Columbia Law School, where he
currently teaches Food Law & Policy. He also is a sought after as a speaker for industry panels on corporate law, transactions,
and other matters involving highly regulated industries such as finance, alcohol, food and beverage, and automotive. Mr. Weinberg
is a member of the Columbia Law School Alumni Board and the Board of Governors of the Penn Club of New York. Mr. Weinberg received
his J.D. from Columbia Law School (with a Parker School Certificate of Achievement in International Law), and a B.A. from the University
of Pennsylvania. He is admitted to the bar in the State of New York and the Supreme Court of the United States.
David
Mack, 49 years old, is a lawyer and investor with 25 years of experience in the US, UK and Australia. Since January 2018, he has
worked for Drivetrain LLC, a company that provides independent fiduciary services such as independent directors, litigation and
liquidation trustees for companies or estates. Mr. Mack sits on the boards of a number of private companies and was previously
on the board of directors of Terraform Global, Inc. in 2017. From 2009 to 2016, Mr. Mack was a Managing Director at Perry Capital,
a New York based hedge fund. From 2000 to 2009, he was at Simpson Thacher & Bartlett LLP where he practiced law in the Bankruptcy
and Credit Group with a focus on advising secured lenders. Prior to 2000, he had worked in the banking and restructuring groups
of Linklaters LLP in London and Mallesons Stephen Jaques in Sydney. Mr. Mack received a BA and an LLB from the University of Sydney,
Australia.
Lazaros
Nikeas, 43 years old, has served as a principal investment manager for Weston Energy, a portfolio company of New York private equity
group, Yorktown Partners LLC, since 2018. From 2016 to 2017, he was a Partner of Traxys Capital Partners, a private equity vehicle
focused on mining, chemicals and industrial investments in partnership with The Carlyle Group. Before moving into private equity,
he served as the Head of Corporate Finance Advisory for Materials, Mining and Chemicals for North America for BNP Paribas from
2010 to 2016. Other investment banking roles included Partner in Mergers & Acquisitions Advisory at Hill Street Capital from
2002 to 2010 and as a Corporate Finance Analyst at Morgan Stanley from 2000 to 2002. Mr. Nikeas received a Bachelor of Arts from
Amherst College.
Ophir
Sternberg, 49 years old, has over 26 years of experience investing in all segments of the real estate industry, including land
acquisitions, luxury residential, hospitality, commercial and retail. He is the Founder of Lionheart Capital, an investment firm,
and has served as its Chief Executive Officer since its formation in 2009. From 1993 to 2009, Mr. Sternberg was the Founder and
Managing Partner of Oz Holdings, LLC, a private real estate investment and management company. Once a member of an elite Israeli
Defense Force unit, Mr. Sternberg studied finance at Sy Syms School of Business at Yeshiva University.
Jose
Luis Cordova Vera, 32 years old, has been a private consultant since October 2019. From 2017 to September 2019, he served as Vice
President of Strategic Planning & Finance at Oro Negro, a Mexican oilfield services company. From 2012 to 2015, Mr. Cordova
worked for Deloitte as Vice President of Corporate Finance. He has also held roles in investment risk management for large financial
institutions. Mr. Cordova is an Industrial Engineer from Pontificia Universidad Catolica del Peru, received an M.B.A. from Cornell
University, and is a CFA and CAIA Charterholder.