Clever Leaves קיבלה
תשלום ראשון של 2 מיליון דולר עם החתימה על ההסכם "קח או שלם" בשווי 4
מיליון דולר
Clever Leaves International Inc.
(“Clever Leaves”),
מפעילה ויצרנית מורשית רב לאומית מובילה של קנבידיולים בדרגה רפואית, הודיעה היום
על התקשרותה בהסכם מסחרי עם GreenCare,
חברת תרופות מובילה במידע ורפואה, גישה והפצה של מוצרים בשוק הקנבידיולים
הברזילאי, כדי לתת רישיון ולהפיץ מוצרי מדבקה מוגמרים שמופקים מקנאביס מסוימים של Clever
Leaves. המוצרים שיסופקו ל-GreenCare ייוצרו במפעל עם אישור EU-GMP של Clever Leaves
בקולומביה.
Clever Leaves Expands in Brazil Through Multi-Year
Supply Agreement with GreenCare
Clever Leaves
Received an Initial $2M Payment Upon Signing the $4M “take or pay” Agreement
NEW YORK, Nov. 23,
2020 (GLOBE NEWSWIRE):
Clever Leaves International Inc.
(“Clever Leaves”), a leading multi-national operator and licensed producer of
pharmaceutical-grade cannabinoids, announced today that it has entered into a
commercial agreement with GreenCare, a leading pharmaceutical company in
education and medicine, access, and distribution of products in the Brazilian
cannabinoids market, to license and distribute certain Clever Leaves’ white
label finished cannabis-derived products. The products that will be delivered
to GreenCare will be manufactured in Clever Leaves’ EU-GMP certified facilities
in Colombia.
The three-year
agreement provides that GreenCare will purchase at least $4M of product from
Clever Leaves, and $2M was paid to Clever Leaves upon the execution of the
contract. This type of agreement is a significant milestone in Latin America
for cannabinoid products, and it could serve as a guide for additional supply
partnerships that may be struck in the region going forward. Under the agreement,
Clever Leaves will provide a territory-exclusive, patient-ready CBD-dominant
product that will be exported to Brazil and registered in accordance with the
Brazilian health regulatory agency’s (ANVISA) regulations. The initial
CBD-dominant product that will be shipped by Clever Leaves will be
commercialized and distributed by GreenCare to pharmacies and other authorized
pharmaceutical channels in the country. GreenCare has committed to perform
clinical trials on the initial product, and the parties anticipate that the
first commercial shipment under the agreement will reach the Brazilian market
by second quarter of 2021.
“This partnership
with Clever Leaves reinforces our commitment to offering solutions in the
Brazilian market based on quality, safety and efficacy. It will allow us to
expand a portfolio of reliable and internationally recognized products,
ensuring that our investments in education and built relationships with the
most respected doctors in the country are validated by the best available alternatives
in cannabinoid treatment in Brazil,” says Martim Prado Mattos, CEO of
GreenCare.
"As the
largest potential medical cannabis market in Latin America, Brazil represents
an incredible market opportunity for Clever Leaves’ licensed products. GreenCare
is an ideal partner for Clever Leaves to enter Brazil, as they offer the
critical experience and knowledge of the commercial dynamics in Brazil across
the medical and pharmaceutical communities,” said Kyle Detwiler, CEO of Clever
Leaves. “The execution of this agreement provides Clever Leaves with a
near-term revenue opportunity and is a display of confidence in the quality of
our operations and our ability to deliver.”
“This is a major
milestone for Clever Leaves, as we pursue new commercial partnerships and
navigate an evolving global medical cannabis marketplace,” said Andrés Fajardo,
President of Clever Leaves. “Our premium cannabinoid products, EU GMP certified
production practices, and pharmaceutical stability data generated specifically
for the Brazilian tropical conditions, coupled with GreenCare’s access to
important distribution channels and insight into doctors’ and patients’ needs,
will set a new standard for accessibility, quality and value for Brazil.”
Clever Leaves has
received multiple international certifications that have enabled it to increase
its export and sales capacity from its Colombian operations, including the
highly coveted European Union Good Manufacturing Practices (EU GMP)
Certification, a Good Manufacturing Practices (GMP) Certification by INVIMA,
and Good Agricultural and Collecting Practices (GACP) Certification. Also, in
August 2020, Clever Leaves was granted a provisional license in Portugal from
Infarmed – the Portuguese health authority – that allows Clever Leaves to cultivate,
import and export dry flower for medicinal and research purposes.
Clever Leaves
recently announced that it amended its definitive agreement with Schultze
Special Purpose Acquisition Corp. (Nasdaq: SAMA, SAMAW, and SAMAU) (“SAMA”),
pursuant to which a newly formed holding company, Clever Leaves Holdings Inc.
(“Holdco”) will acquire SAMA and Clever Leaves (the “Business Combination”).
The transaction is expected to close in the fourth quarter of 2020, with Holdco
anticipated to become a Nasdaq-listed public company trading under the ticker
symbol “CLVR".
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
GreenCare
Founded in 2018,
GreenCare has the mission to offer legal, safe and effective cannabinoid based
products to the health and wellness segments of the Brazilian market.
With a strategy
focused on continuous medical education, scientific research and innovation,
GreenCare offers high quality products, providing strong support to doctors,
patients and consumers. Holding thousands of face-to-face medical visits or
virtual interactions every month, GreenCare has the highest capabilities among
health professionals from the most varied clinical specialities including
neurology, rheumatology, psychiatry, gynaecology, among others.
GreenCare believes
in the potential of medicinal cannabis and in the countless benefits of its
derived products for patients and their families. The company is continually
expanding its portfolio of cannabis derived products to quickly meet the
different needs of doctors, patients and consumers looking for innovative
solutions in medical treatment and wellness care.
One of the leaders
in sales and access in the Brazilian market, GreenCare has as its controlling
shareholder, one of the most important global funds of venture capital
specialized in cannabis businesses, Greenfield Global Opportunities, which has
investments in 16 companies, established in 6 different countries.
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 It
In connection with
the Business Combination, Holdco has filed a Registration Statement on Form S-4
(the “Registration Statement”) with the Securities and Exchange Commission
(“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
Registration Statement, including the proxy statement/prospectus contained
therein, as well as other documents filed with the SEC, because these documents
contain important information about the Business Combination. Following the
Registration Statement having been declared effective by the SEC, a 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’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, once available, can also be
obtained, without charge, at the SEC’s web site (http://www.sec.gov).
Participants
in Solicitation
SAMA, 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 Registration Statement,
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
Registration Statement, and will also be included in the definitive proxy
statement/prospectus for the Business Combination when available.
Forward
Looking Statements
This 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 and the ability to close the
private placement with certain institutional investors; 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 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
Registration Statement, including the proxy statement/prospectus included
therein. 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.
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