AeroFarms and Spring Valley Acquisition Corp. Mutually Agree to Terminate Business Combination Agreement
October 14 2021 - 8:00AM
Business Wire
Dream Holdings, Inc. (“AeroFarms”), a certified B Corporation
and leader in indoor vertical farming, and Spring Valley
Acquisition Corp. (“Spring Valley”) (Nasdaq: SV, SVSVW, SVSVU), a
publicly traded special purpose acquisition company, announced
today that both companies have mutually agreed to terminate their
previously announced agreement and plan of merger (the “Business
Combination Agreement”), effective immediately. Neither party will
be required to pay the other a termination fee as a result of the
mutual decision to terminate the Business Combination
Agreement.
Spring Valley intends to continue to pursue the consummation of
an initial business combination prior to the dissolution deadline
of May 27, 2022 (unless such date is extended in accordance with
Spring Valley’s governing documents).
About Spring Valley Acquisition Corp.
Spring Valley Acquisition Corp. is a blank check company formed
for the purpose of entering into a merger, share exchange, asset
acquisition, share purchase, reorganization or similar business
combination with one or more businesses or entities. While Spring
Valley may pursue an initial business combination target in any
business or industry, it is targeting companies focusing on
sustainability, including clean energy and storage, smart
grid/efficiency, environmental services and recycling, mobility,
water and wastewater management, advanced materials and technology
enabled services. Spring Valley’s sponsor is supported by Pearl
Energy Investment Management, LLC, a Dallas, Texas based investment
firm that focuses on partnering with best-in-class management teams
to invest in the North American energy industry.
Forward Looking Statements
Certain statements included in this press release that are not
historical facts are forward-looking statements for purposes of the
safe harbor provisions under the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as “believe,” “may,” “might,” “will,”
“estimate,” “continue,” “contemplate,” “anticipate,” “intend,”
“expect,” “should,” “would,” “could,” “plan,” “predict,” “project,”
“potential,” “seem,” “seek,” “future,” “outlook,” and similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters. All statements,
other than statements of present or historical fact included in
this press release, including those regarding Spring Valley’s
proposed acquisition of AeroFarms and pursuit of additional capital
are forward-looking statements. These statements are based on
various assumptions, whether or not identified in this press
release, and on the current expectations of the respective
management of AeroFarms and Spring Valley and are not predictions
of actual performance. These forward-looking statements are
provided for illustrative purposes only and are not intended to
serve as, and must not be relied on as, a guarantee, an assurance,
a prediction, or a definitive statement of fact or probability.
Actual events and circumstances are difficult or impossible to
predict and will differ from assumptions. Many actual events and
circumstances are beyond the control of AeroFarms and Spring
Valley. These forward-looking statements are subject to a number of
risks and uncertainties, including changes in domestic and foreign
business, market, financial, political, and legal conditions; the
inability of the parties to successfully or timely consummate the
proposed transaction, including the risk that any regulatory
approvals are not obtained, are delayed or are subject to
unanticipated conditions that could adversely affect the combined
company or the expected benefits of the proposed transaction or
that the approval of the stockholders of Spring Valley or AeroFarms
is not obtained; failure to realize the anticipated benefits of the
proposed transaction; risks related to the expansion of AeroFarms’
business and the timing of expected business milestones; the
effects of competition on AeroFarms’ business; the ability of
Spring Valley or AeroFarms to issue equity or equity-linked
securities or obtain debt financing in connection with the proposed
transaction or in the future, and those factors discussed in Spring
Valley’s Annual Report on Form 10-K, Quarterly Reports on Form
10-Q, final prospectus dated November 25, 2020 and definitive proxy
statement/prospectus dated July 26, 2021 under the heading “Risk
Factors,” and other documents Spring Valley has filed, or will
file, with the SEC. If any of these risks materialize or our
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There
may be additional risks that neither Spring Valley nor AeroFarms
presently know, or that Spring Valley nor AeroFarms currently
believe are immaterial, that could also cause actual results to
differ from those contained in the forward-looking statements. In
addition, forward-looking statements reflect Spring Valley’s and
AeroFarms’ expectations, plans, or forecasts of future events and
views as of the date of this press release. Spring Valley and
AeroFarms anticipate that subsequent events and developments will
cause Spring Valley’s and AeroFarms’ assessments to change.
However, while Spring Valley and AeroFarms may elect to update
these forward-looking statements at some point in the future,
Spring Valley and AeroFarms specifically disclaim any obligation to
do so. These forward-looking statements should not be relied upon
as representing Spring Valley’s and AeroFarms’ assessments of any
date subsequent to the date of this press release. Accordingly,
undue reliance should not be placed upon the forward-looking
statements.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211014005559/en/
Spring Valley Acquisition Corp. www.sv-ac.com Robert Kaplan
Robert.Kaplan@sv-ac.com
Sinovac Biotech (NASDAQ:SVA)
Historical Stock Chart
From Aug 2024 to Sep 2024
Sinovac Biotech (NASDAQ:SVA)
Historical Stock Chart
From Sep 2023 to Sep 2024