Clever Leaves Holdings Inc. (NASDAQ: CLVR, CLVRW) (“Clever Leaves” or the “Company”), a leading multinational operator and licensed producer of pharmaceutical-grade cannabinoids, today appointed George Schultze to its Board of Directors. Mr. Schultze was also appointed to the Board’s Audit Committee.
Mr. Schultze is the founder and managing member of Schultze Asset Management, L.P. (“SAM”), where he chairs the firm’s investment and strategy committees. With over 25 years of experience in the investment industry, he is widely recognized as an expert on event-driven and special situations investing. Before founding SAM, Mr. Schultze held various roles at MD Sass, Fiduciary Partners fund of funds, the Mayer Brown & Platt law firm, and Merrill Lynch. He received his BA in Economics and Political Science from Rutgers College and is a joint graduate of Columbia Business School and Columbia Law School, JD/MBA. Since founding SAM in 1998, Mr. Schultze has served on over 35 boards of directors and various committees.
“As we work to continue executing on our growth objectives, we are pleased to welcome George to our Board of Directors,” said Kyle Detwiler, Chairman and CEO of Clever Leaves. “We are grateful for the support George and the SAM team have provided us as shareholders throughout our first year as a public company. We view the one-year lock-up and George’s partnership as a board member as strong endorsements of Clever Leaves’ capabilities and long-term vision. We look forward to leveraging his expertise to further activate our commercial pipeline and enhance shareholder value.”
Commenting on his appointment, Mr. Schultze said: “Clever Leaves has entered 2022 with a robust operational footprint and strong positioning across several key emerging global cannabis markets. Having not sold a single share since the public listing of Clever Leaves, entering into a one-year lockup is our signal of confidence in the Company’s vision and commercial prospects as well as an indication of our belief that the current share price does not reflect the potential value of the Company’s unique position in the cannabis industry. I look forward to collaborating with the Board and management team to maximize value for all shareholders.”
Lock-Up Agreement and Waiver of Certain Rights, Including Warrant Exercise
On February 2, 2022, Schultze Special Purpose Acquisition Sponsor, LLC (the “Holder”) entered into a Waiver of Certain Rights (the “Waiver”) with Clever Leaves, wherein the Holder has agreed that it will not offer, sell, contract to sell, pledge or otherwise dispose, directly or indirectly, of any of its approximately 2.3 million Clever Leaves common shares beneficially owned, representing approximately 8% of the common shares outstanding, its 4.9 million warrants, representing approximately 28% of the warrants outstanding, or any securities that may be converted into, exercisable, or exchangeable for common shares without prior written consent of the Board until one year following the date of the Waiver. The Holder has also waived its right to exercise any of its warrants, a waiver which will terminate upon 61 days’ prior written notice to the Company. In addition, the Holder has waived its right to nominate a director to the Board, pursuant to the Investors’ Rights Agreement dated December 18, 2020, until the earlier of when Schultze is no longer a member of the Board’s Audit Committee or when he ceases to be eligible to be a member of the Audit Committee under Nasdaq’s rules and regulations.
More information about the appointment can be found on the Form 8-K filed with the Securities and Exchange Commission on February 2, 2022.
