Kalera Public Limited Company (“Kalera” or the “Company”) (Nasdaq:
KAL), a vertical farming company headquartered in Orlando, Florida,
announced today that in the course of the court-supervised process
in Germany over Kalera GmbH, the Kalera International business has
been acquired by Growy Holdings BV (“Growy”), a Netherlands based
indoor farming company. The sale includes the headquarters in
Germany, the farm in Kuwait and the farm under construction in
Singapore. Kalera had announced on October 18, 2022, of its
intention to divest its international business.
This marks a significant milestone in Kalera's reorganization,
allowing Kalera’s management to focus all efforts and capital to
become one of the leading vertical farming companies in the United
States. With a proprietary brand that continues to gain traction
and market share across retail and foodservices customers across
the states where Kalera operates, the uncoupling of the
international businesses held by Kalera GmbH will accelerate
long-term growth in attractive consumer segments with its
loose-leaf, and whole-head products.
The transaction allows Kalera to maintain a clear focus on its
core markets, creating value for customers, shareholders, other
stakeholders, and associates.
"Completing the separation of the international assets allows us
to focus all efforts to become a pure-play vertical farming company
in the United States and concentrate our investments into existing
farms and growing customer segments, where we see strong growth
potential," said Jim Leighton, President and Chief Executive
Officer of Kalera. "We look forward to continuing increasing
capacity utilization at our Houston and Denver farms enabling
consistent quality and quantity to our customers to drive
profitable growth and deliver long-term value to our
shareholders. We are pleased that our international business
was acquired by an international company that shares our passion
for vertical farming and the role it serves in our ever-changing
world. We are also pleased that the acquiring company will
employ a number of highly passionate people working in Germany,
Kuwait and Singapore.”
Through a pre-existing licensing agreement, Kalera retains an
irrevocable, perpetual, and sublicensable right and license to
Kalera GmbH’s intellectual property, excluding the &ever®,
Dryponics®, and HappyNest® trademarks owned by &ever GmbH prior
to its acquisition by Kalera group.
Kalera expects to classify the international business as
discontinued operations for the current and historical periods in
Kalera's consolidated financial statements. The net proceeds,
which were received by the court-appointed administrator, will be
applied by the administrator to partially repay Kalera’s
outstanding Secured Convertible Bridge Promissory Note, as well as
towards covering the costs of the court-supervised process and
KaleraGmbH’s other existing liabilities.
In an additional effort to accelerate bringing Kalera to cash
flow positive, the Company continues the process of divesting
Vindara, its seed genetics business and expects to close prior to
the end of Q1 2023.
About Kalera
As a leader in controlled environment agriculture, Kalera is
driven by our belief that vertical farming can play an important
role in securing access to fresh produce for a growing world
population facing climate change and concerns about the future of
traditional farming. Through our proprietary technology, we
sustainably grow local, delicious, nutrient-rich, pesticide-free,
non-GMO leafy greens year-round. Our automated, data-driven,
hydroponic vertical farms produce higher yields and, use
approximately 95% less water, and 99% less land than traditional
farming. Sold under the Kalera brand, our leafy greens are “better
than organic” and priced competitively, always with the end
consumer in mind. Kalera is headquartered in Orlando, Florida with
operating farms in Houston, Texas; and Denver, Colorado, with
additional farms under construction or configuration updates in the
States of Florida, Georgia, Minnesota, and Washington. More
information is available at www.kalera.com.
Forward-Looking Statements
This communication includes certain statements that are not
historical facts but are forward-looking statements for purposes of
the safe harbor provisions under the applicable securities laws.
Forward-looking statements generally are accompanied by words such
as "believe," "may," "will," "estimate," "continue," "anticipate,"
"intend," "expect," "should," "would," "plan," "predict,"
"potential," "seem," "seek," "future," "outlook," and similar
expressions that predict or indicate future events or trends or
that are not statements of historical matters.
These forward-looking statements include, but are not limited
to, statements regarding the planned restructuring of and
divestiture of certain businesses. These statements are based on
various assumptions and/or on the current expectations of Kalera's
management. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as and
must not be relied on by any investor or other person 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 Kalera.
These forward-looking statements are subject to a number of risks
and uncertainties, including but not limited to general economic,
financial, legal, political and business conditions and changes in
domestic and foreign markets; changes in the assumptions underlying
Kalera's expectations regarding its future business; the effects of
competition on Kalera's future business; and the outcome of
judicial proceedings to which Kalera is, or may become a party.
If the risks materialize or assumptions prove incorrect, actual
results could differ materially from the results implied by these
forward-looking statements. There may be additional risks that
Kalera presently do not know or currently believe are immaterial
that could also cause actual results to differ materially from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect expectations, assumptions, plans
or forecasts of future events and views as of the date of this
communication. Kalera anticipates that subsequent events and
developments will cause these assessments to change. However, while
Kalera may elect to update these forward-looking statements at some
point in the future, Kalera specifically disclaims any obligation
to do so, except as required by applicable law. These
forward-looking statements should not be relied upon as
representing Kalera's assessments as of any date subsequent to the
date of this written communication. Accordingly, undue reliance
should not be placed upon the forward-looking statements.
Contact Jim LeightonCEO
jim.leighton@kalera.com
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