Kalera Shareholders Approve Reverse Stock Split
24 December 2022 - 2:23AM
Kalera Public Limited Company (“Kalera” or the “Company”)
(Nasdaq: KAL), a vertical farming company headquartered in Orlando,
Florida, today announced that shareholders approved a reverse stock
split of its outstanding ordinary shares (the “Ordinary Shares”) at
a ratio of 100-for-1. The reverse stock split will become effective
today, December 23, 2022, and Ordinary Shares will begin trading on
a split-adjusted basis when the Nasdaq opens today.
The Ordinary Shares will continue to trade on the Nasdaq under
the existing trading symbol “KAL”. The reverse stock split was
approved by Kalera’s shareholders at the extraordinary general
meeting held on December 22, 2022 (the “EGM”).
The reverse stock split is primarily intended to increase the
Company’s per share trading price and bring the Company into
compliance with the Nasdaq’s listing requirement regarding minimum
share price.
As a result of the reverse stock split, every 100 Ordinary
Shares issued and outstanding will be consolidated into a single
Ordinary Share. The reverse stock split will not modify any rights
or preferences of the Ordinary Shares. Proportionate adjustments
will be made to the exercise prices and the number of shares
underlying Kalera’s outstanding contingent value rights, as
applicable, and warrants exercisable for Ordinary Shares, as well
as to the number of shares issuable under Kalera’s equity incentive
plans and certain existing agreements. The Ordinary Shares issued
pursuant to the reverse stock split will remain fully paid and
non-assessable.
Prior to the reverse stock split, there were 91,877,828 ordinary
shares outstanding and entitled to vote on the EGM equivalent to
918,778 Ordinary Shares issued and outstanding following the
reverse stock split with fractional shares to be paid in cash by
Kalera.
Computershare Inc., and its wholly owned subsidiary
Computershare Trust Company, N.A., Kalera’s transfer agent, is
acting as the exchange agent for the reverse stock split.
Additional information regarding the Company’s reverse stock
split can be found by clicking on the following link: 8-K|
Kalera
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 farms in Orlando; Atlanta,
Georgia; Houston, Texas; and Denver, Colorado; with
additional farms under development. 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 Kalera’s share structure and Nasdaq
listing status. 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 does 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:Financial Profiles,
Inc.KaleraIR@finprofiles.com310.622.8256
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