Andina Acquisition Corp. III (NASDAQ: ANDA, ANDAW, and
ANDAU) (“Andina”) today announced that on June 25, 2021, the U.S.
Securities and Exchange Commission (“SEC”) declared effective its
Registration Statement on Form S-4 (as amended, the “Registration
Statement”), which includes a definitive proxy statement/prospectus
in connection with Andina’s special meeting of shareholders (the
“Special Meeting”). At the Special Meeting, shareholders of Andina
will consider the previously announced proposed business
combination (the “Transaction”) with Stryve Foods, LLC (“Stryve” or
“the Company”), an emerging healthy snack platform disrupting
traditional snacking categories.
The declaration of effectiveness by the SEC and the filing of
the definitive proxy statement is an important step in Stryve
becoming a publicly traded company, with the goal of being listed
on the NASDAQ under the symbol “SNAX” at the close of the
Transaction.
Andina will hold the Special Meeting at 10:00 AM Eastern Time on
July 19, 2021, to approve, among other things, the proposed
Transaction. Shareholders of record at the close of business on
June 7, 2021 (the “Record Date”) will be entitled to receive notice
of and to vote at the Special Meeting. The Special Meeting will be
held as a virtual meeting via live audio webcast at
https://www.cstproxy.com/andinaacquisition/sm2021. For purposes of
Andina’s Amended and Restated Memorandum and Articles of
Association, the physical location of the meeting will be 13621
Deering Bay Drive, Coral Gables, FL 33158.
Registration for the Special Meeting will begin on July 12, 2021
at 9:00 AM Eastern Time. Andina shareholders will need a control
number assigned by Continental Stock Transfer & Trust Company
to enter the Special Meeting. To register and receive
access to the virtual meeting, registered shareholders and
beneficial shareholders (those holding shares through a stock
brokerage account or by a bank or other holder of record) will need
to follow the instructions applicable to them provided in the proxy
statement/prospectus included in the Registration Statement.
The proxy statement/prospectus is being mailed
to the Company’s shareholders of record as of the close of business
on the Record Date. Notice of the Special Meeting will be mailed on
or about June 28, 2021 to shareholders of record as of the Record
Date.
About Stryve Foods, LLC
Stryve is an emerging healthy snacking company
which manufactures, markets and sells highly differentiated healthy
snacking products that Stryve believes can disrupt traditional
snacking categories. Stryve’s mission is “to help Americans snack
better and live happier, better lives.” Stryve offers convenient
snacks that are lower in sugar and carbohydrates and higher in
protein than other snacks. Stryve offers all-natural, delicious
snacks which it believes are nutritious and offer consumers a
convenient healthy snacking option for their on-the-go lives.
Stryve’s current product portfolio consists
primarily of air-dried meat snack products marketed under the
Stryve®, Kalahari®, Braaitime®, and Vacadillos® brand names. Unlike
beef jerky, Stryve’s all-natural air-dried meat snack products are
made of beef and spices, are never cooked, contain zero grams of
sugar, and are free of monosodium glutamate (MSG), gluten,
nitrates, nitrites, and preservatives. As a result, Stryve’s
products are Keto and Paleo diet friendly. Further, based on
protein density and sugar content, Stryve believes that its
air-dried meat snack products are some of the healthiest
shelf-stable snacks available today.
Stryve distributes its products in major retail
channels, primarily in North America, including grocery, club
stores and other retail outlets, as well as directly to consumers
through its e-commerce websites, as well as direct to consumer
through the Amazon platform.
For more information about Stryve, visit
www.stryve.com or follow Stryve on social media at
@stryvebiltong.
About Andina Acquisition Corp.
III
Andina Acquisition Corp. III (NASDAQ: ANDA,
ANDAW, and ANDAU) is a blank check company for the purpose of
entering into a merger, share exchange, asset acquisition, share
purchase, recapitalization, reorganization or similar business
combination with one or more businesses or entities. For
information about Andina, please visit
http://www.andinaacquisition.com/
Forward Looking Statements
Certain statements made in this press release
are “forward-looking statements” within the meaning of the “safe
harbor” provisions of the Private Securities Litigation Reform Act
of 1995. Forward-looking statements may be identified by the use of
words such as “anticipate”, “may”, “will”, “would”, “could”,
“intend”, “aim”, “believe”, “anticipate”, “continue”, “target”,
“milestone”, “expect”, “estimate”, “plan”, “outlook”, “objective”,
“guidance” and “project” and other similar expressions that predict
or indicate future events or trends or that are not statements of
historical matters, including, but not limited to, statements
regarding Stryve’s plans, strategies, objectives, targets and
expected financial performance. These forward-looking statements
reflect Stryve’s current views and analysis of information
currently available. This information is, where applicable, based
on estimates, assumptions and analysis that Stryve believes, as of
the date hereof, provide a reasonable basis for the information and
statements contained herein. These forward-looking statements
involve various known and unknown risks, uncertainties and other
factors, many of which are outside the control of Andina, Stryve
and their respective officers, employees, agents or associates.
These risks, uncertainties, assumptions and other important
factors, which could cause actual results to differ materially from
those described in these forward-looking statements, include: (i)
the occurrence of any event, change or other circumstances that
could give rise to the termination of the Business Combination
Agreement, dated as of January 28, 2021, between Andina and Stryve
(the “Business Combination Agreement”); (ii) the inability to
obtain or maintain the listing of Andina’s common stock on Nasdaq
following consummation of the Transaction; (iii) the inability to
complete the Transaction due to the failure to obtain approval of
the shareholders of Andina or to satisfy other conditions to
closing in the Business Combination Agreement; (iv) the inability
to meet the minimum cash requirements of the Business Combination
Agreement due to the amount of cash available following any Andina
shareholder redemptions or the inability to consummate a concurrent
PIPE financing; (v) the risk that the proposed business combination
disrupts current plans and operations of Stryve as a result of the
announcement and consummation of the Transaction; (vi) costs
related to the proposed business combination; (vii) changes in
applicable laws or regulations; (viii) the ability of the combined
company to recognize the anticipated benefits of the proposed
business combination or meet its financial and strategic goals,
which may be affected by, among other things, competition, the
ability of the combined company to pursue a growth strategy and
manage growth profitability, maintain relationships with customers,
suppliers and retailers and retain its management and key
employees; (ix) the risk that retailers will choose to limit or
decrease the number of retail locations in which Stryve’s products
are carried or will choose not to carry or not to continue to carry
Stryve’s products; (x) the possibility that Andina or Stryve may be
adversely affected by other economic, business, and/or competitive
factors; (xi) the effect of the COVID-19 pandemic on Andina and
Stryve and their ability to consummate the proposed business
combination; and (xii) other risks and uncertainties described from
time to time in the Registration Statement, including those under
the heading “Risk Factors” therein as well as other risks and
uncertainties discussed from time to time in other reports and
other public filings with the SEC by Andina.
Actual results, performance or achievements may
differ materially, and potentially adversely, from any projections
and forward-looking statements and the assumptions on which those
projections and forward-looking statements are based. There can be
no assurance that the data contained herein is reflective of future
performance to any degree. You are cautioned not to place undue
reliance on forward-looking statements as a predictor of future
performance as projected financial information, cost savings,
synergies and other information are based on estimates and
assumptions that are inherently subject to various significant
risks, uncertainties and other factors, many of which are beyond
our control. All information herein speaks only as of (1) the date
hereof, in the case of information about Stryve, or (2) the date of
such information, in the case of information from persons other
than Stryve. Stryve undertakes no duty to update or revise the
information contained herein. Forecasts and estimates regarding
Stryve’s industry and end markets are based on sources that Stryve
believes to be reliable, however there can be no assurance these
forecasts and estimates will prove accurate in whole or in
part.
No Offer or Solicitation
This press release shall not constitute a
solicitation of a proxy, consent or authorization with respect to
any securities or in respect of the proposed Transaction. This
press release is for informational purposes only and shall not
constitute an offer to sell or the solicitation of an offer to buy
any securities pursuant to the proposed Transaction or otherwise,
nor shall there be any sale of securities in any jurisdiction in
which the offer, solicitation or sale would be unlawful prior to
the registration or qualification under the securities laws of any
such jurisdiction. No offer of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
Additional Information and Where to Find
It
This press release relates to a proposed
Transaction between Andina and Stryve. More information about the
Transaction can be found in the Registration Statement, which
includes a proxy statement/prospectus, in Andina’s Current Report
on Form 8-K filed with the SEC on February 3, 2021 (the “Current
Report”) and in Andina’s other filings with the SEC.
BEFORE MAKING ANY VOTING OR INVESTMENT DECISION,
INVESTORS AND SECURITY HOLDERS OF ANDINA ARE URGED TO READ THE
REGISTRATION STATEMENT ON FORM S-4, WHICH WAS FILED WITH THE SEC ON
MARCH 31, 2021, AND DECLARED EFFECTIVE BY THE SEC ON JUNE 25, 2021,
AND INCLUDES THE DEFINITIVE PROXY STATEMENT/PROSPECTUS IN
CONNECTION WITH ANDINA’S SOLICITATION OF PROXIES FOR ITS SPECIAL
MEETING OF SHAREHOLDERS TO BE HELD TO APPROVE THE PROPOSED
TRANSACTION BECAUSE THE PROXY STATEMENT/PROSPECTUS CONTAINS
IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE
PARTIES TO THE PROPOSED TRANSACTION. THE DEFINITIVE PROXY
STATEMENT/PROSPECTUS WILL BE MAILED TO SHAREHOLDERS OF ANDINA AS OF
JUNE 7, 2021, THE RECORD DATE ESTABLISHED FOR VOTING ON THE
PROPOSED TRANSACTION.
Shareholders will also be able to obtain copies
of the Registration Statement, including the proxy
statement/prospectus, the Current Report, and any other documents
filed by Andina with the SEC, free of charge, at the SEC’s website
(www.sec.gov).
Participants in
Solicitation
Andina and Stryve 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 Andina’s shareholders in connection
with the proposed Transaction. Investors and security holders may
obtain more detailed information regarding the names and interests
of Andina’s directors and officers in Andina’s filings with the
SEC, including the Registration Statement which includes the
definitive proxy statement/prospectus of Andina for the proposed
Transaction. Investors and security holders may obtain more
detailed information regarding the names and interests of Stryve’s
directors and officers in the Registration Statement.
Contact:
ICRInvestor Relations:Raphael Gross, (203)
682-8253raphael.gross@icrinc.com
Media Relations:Eric Becker, (303)
638-3469eric.becker@icrinc.com
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