Kalera provides updates on the Luxembourg and SPAC mergers, including the filing of a US registration statement

Rhea-AI Summary

Kalera AS is proceeding with its Lux Merger to facilitate a Nasdaq listing, expected to complete in the second half of May 2022. This merger requires the Oslo Stock Exchange to admit Kalera S.A. shares for trading. The company also filed a Form S-4 registration statement with the SEC for its proposed merger with Agrico Acquisition Corp. Kalera, headquartered in Orlando, specializes in vertical farming and has various operational farms across the US and in Kuwait, focusing on tech-driven agriculture to enhance food accessibility.

Positive

• The Lux Merger will facilitate a Nasdaq listing, enhancing market visibility.
• Kalera is expanding its operational footprint with several farms in the US and Kuwait, indicating growth potential.

Negative

• The successful admission of Kalera S.A. shares on Euronext Growth Oslo is not guaranteed, which could delay the Nasdaq listing.

ORLANDO, Fla., April 22, 2022 (GLOBE NEWSWIRE) -- Reference is made to the previous stock exchange announcements made by Kalera AS ("Kalera" or the "Company") (Euronext Growth Oslo: KAL, Bloomberg: KSLLF) regarding the merger with its wholly-owned Luxembourg subsidiary Kalera S.A. (the "Lux Merger"), as well as its proposed merger with Agrico Acquisition Corp (“Agrico”).

Completion of the Lux Merger is inter alia conditional on the Oslo Stock Exchange admitting the shares of Kalera S.A. to trading on Euronext Growth Oslo (the "Admission"). To effect the Admission, Kalera S.A. submitted an introductory report to the Oslo Stock Exchange, and has requested to have its shares admitted to trading on Euronext Growth Oslo as soon as practical following the effectiveness of the Lux Merger. The effectiveness of the Lux Merger is expected to occur in the second half of May 2022.

The Lux Merger is solely carried out to facilitate a Nasdaq listing. Until the effectiveness of the Lux Merger, Kalera AS will remain as the listed parent entity for the Kalera group.

In furtherance of the proposed merger between the Kalera group and Agrico, the parties have today filed a registration statement on Form S-4 pertaining to the transaction with the United States Securities and Exchange Commission.

About Kalera

Kalera is a vertical farming company headquartered in Orlando, Florida. Kalera uses technology to ensure that more people around the world have access to the freshest, most nutritious, and cleanest products available. It has spent several years optimizing plant nutrient formulas and developing an advanced automation and data acquisition system with Internet of Things, cloud, big data analytics and artificial intelligence capabilities. Kalera currently operates farms in the US (in Orlando, Florida; Atlanta, Georgia; Houston, Texas and Denver, Colorado), as well as in Kuwait. Additional farms are under development. More information is available at www.kalera.com.

Eric Birge
ir@kalera.com
313-309-9500

This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful.

FAQ

What is the purpose of Kalera's Lux Merger?

The Lux Merger aims to facilitate Kalera's Nasdaq listing, enhancing its market presence.

When is the expected completion date for the Lux Merger?

The Lux Merger is expected to complete in the second half of May 2022.

What is included in the proposed merger with Agrico Acquisition Corp?

The proposed merger involves filing a registration statement on Form S-4 with the SEC to outline the transaction details.

How will the merger affect Kalera's stock listing?

Until the Lux Merger is effective, Kalera AS remains the listed parent entity, which is expected to change post-merger.