Skip to main content

Clover Leaf Capital Corp. Announces Termination of Merger Agreement, Cancellation of Special Meeting and its Intention to Liquidate

Written by Customer Service on . Posted in Mergers And Acquisitions.

MIAMI, FL, Nov. 08, 2024 (GLOBE NEWSWIRE) — Clover Leaf Capital Corp. (OTC: CLOE) (the “Company” or “Clover Leaf”), announced today that Clover Leaf and Kustom Entertainment, Inc. (“Kustom Entertainment”) have mutually agreed to terminate their previously announced Agreement and Plan of Merger (the “Merger Agreement”), effective as of November 7, 2024 by entering into a mutual termination and release agreement (the “Termination and Release Agreement”) among Clover Leaf, CL Merger Sub, Inc., Yntegra Capital Investments LLC, Kustom Entertainment and Digital Ally, Inc. 

The Merger Agreement was dated as of June 1, 2023, as amended on June 24, 2024 and on September 3, 2024. The Termination and Release Agreement terminates the Merger Agreement, which will be described in a Current Report on Form 8-K to be filed by Clover Leaf.

In view of the termination of the Merger Agreement, Clover Leaf also announced its decision to cancel its special meeting originally scheduled for November 8, 2024 and the withdrawal from consideration by the stockholders of the Company the proposals set forth in the Company’s definitive proxy statement, as amended, filed with the Securities and Exchange Commission (the “SEC”) on July 31, 2024 (the “Definitive Proxy Statement”).

As a result of the termination of the Merger Agreement, the Company’s Board of Directors has determined to liquidate the Company and expects that it will redeem all of its outstanding shares of Class A common stock sold as part of the units in the Company’s initial public offering. The Company expects to announce additional information on such redemption in the coming days.

Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements.” Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s Annual Report on Form 10-K filed with the Commission and subsequent reports filed with the Commission, as amended from time to time. Copies of these documents are available on the Commission’s website, at www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

For more information, contact:
Clover Leaf Capital Corp.
Info@cloverlcc.com

Disclaimer & Cookie Notice

Welcome to GOLDEA services for Professionals

Before you continue, please confirm the following:

Professional advisers only

I am a professional adviser and would like to visit the GOLDEA CAPITAL for Professionals website.

Important Notice for Investors:

The services and products offered by Goldalea Capital Ltd. are intended exclusively for professional market participants as defined by applicable laws and regulations. This typically includes institutional investors, qualified investors, and high-net-worth individuals who have sufficient knowledge, experience, resources, and independence to assess the risks of trading on their own.

No Investment Advice:

The information, analyses, and market data provided are for general information purposes only and do not constitute individual investment advice. They should not be construed as a basis for investment decisions and do not take into account the specific investment objectives, financial situation, or individual needs of any recipient.

High Risks:

Trading in financial instruments is associated with significant risks and may result in the complete loss of the invested capital. Goldalea Capital Ltd. accepts no liability for losses incurred as a result of the use of the information provided or the execution of transactions.

Sole Responsibility:

The decision to invest or not to invest is solely the responsibility of the investor. Investors should obtain comprehensive information about the risks involved before making any investment decision and, if necessary, seek independent advice.

No Guarantees:

Goldalea Capital Ltd. makes no warranties or representations as to the accuracy, completeness, or timeliness of the information provided. Markets are subject to constant change, and past performance is not a reliable indicator of future results.

Regional Restrictions:

The services offered by Goldalea Capital Ltd. may not be available to all persons or in all countries. It is the responsibility of the investor to ensure that they are authorized to use the services offered.

Please note: This disclaimer is for general information purposes only and does not replace individual legal or tax advice.