Schultze Special Purpose Acquisition Corp. (NASDAQ: SAMA, SAMAW,
and SAMAU) (“SAMA”) and Clever Leaves International Inc. (“Clever
Leaves”) today announced their participation in these upcoming
investor conferences.1
- Clever Leaves will be presenting at
the Benzinga Small Cap Conference on Tuesday, December 8, 2020, at
12:00 PM ET. Clever Leaves will also be participating in the
cannabis panel titled “Post Election – What Will Happen In The
Space” at 12:30 PM ET. Please visit
https://www.benzinga.com/events/small-cap to register for the
event.
- SAMA and Clever Leaves will be
presenting at the 13th Annual LD Micro Main Event Investor
Conference on Monday, December 14, 2020, at 12:20 PM ET. Please
visit https://ve.mysequire.com/ to register for the event.
As a reminder, the U.S. Securities and Exchange
Commission (“SEC”) has declared effective the registration
statement on Form S-4 (as amended to the date hereof, the
"Registration Statement"). The Registration Statement includes a
proxy statement/prospectus in connection with the special meeting
of SAMA stockholders to consider the previously announced business
combination (the "Business Combination") between SAMA and Clever
Leaves pursuant to which a newly formed holding company, Clever
Leaves Holdings Inc. (“Holdco”), will acquire SAMA and Clever
Leaves.
The special meeting of SAMA’s stockholders will
be held on Thursday, December 17, 2020 at 11:00 a.m. Eastern time.
Should the Business Combination be approved by stockholders, SAMA
and Clever Leaves anticipate closing the Business Combination on or
about December 18, 2020, subject to satisfaction or waiver of
customary closing conditions.
About Schultze Special
Purpose Acquisition Corp.Schultze Special Purpose
Acquisition Corp. 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.
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 cannabis business. With operations and investments in
the United States, Canada, Colombia, Germany and Portugal, 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 cannabis companies recognized for its principles,
people, and performance while fostering a healthier global
community.
Additional Information and Where to Find
It The Registration Statement 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 Registration Statement, including the proxy
statement/prospectus, as well as other documents filed with the
SEC, because these documents contain important information about
the Business Combination. SAMA has mailed a definitive proxy
statement and other relevant documents to its stockholders as of
the record date for its stockholder meeting. SAMA’s 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 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 definitive proxy
statement/prospectus contained in the Registration Statement.
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 definitive proxy
statement/prospectus contained in the Registration Statement.
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 transactions contemplated by 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 in
connection with or 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 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 Holdco’s and SAMA’s
most recent filings with the SEC and is contained in the
Registration Statement, including the definitive 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.
Schultze Special Purpose Acquisition Corp.
George J. Schultze: schultze@samco.netGary M.
Julien: gjulien@samco.net(914) 701-5260
Investor RelationsRaphael
GrossICRraphael.gross@icrinc.com(203) 682-8253
Media RelationsKCSA Strategic
CommunicationsMcKenna Millermmiller@kcsa.com(347) 487-6197
1 The information contained on any external websites does
not form a part of, and is not incorporated by reference into, this
press release.
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