VANCOUVER, British Columbia, September 9, 2022 – CubicFarm® Systems Corp. (“CubicFarms” or the “Company”) (TSX:CUB), a leading local chain agricultural technology company, today announced significant changes to management, the appointment of a Special Committee of the Board of Directors (the “Special Committee”) to determine and evaluate strategic alternatives and direction, and an update on a FreshHub project.
- Edoardo De Martin has been appointed Interim Chief Executive Officer to lead CubicFarms through the strategic transition following the retirement of Dave Dinesen (the “Management Transition”)
- A Special Committee has been appointed to determine and enact the highest value strategic and tactical opportunities for the Company on a go-forward basis
- Dave Dinesen and Jeff Booth have resigned from the Board of Directors, and Daniel Burns has been appointed Chair of the Board
Edoardo De Martin has been appointed the Interim Chief Executive Officer following the retirement and resignation of co-founder and prior Chief Executive Officer, Dave Dinesen.
“I’m grateful for the opportunity to lead CubicFarms through this transition period as we reorient the business toward more profitable opportunities,” said De Martin.
Daniel Burns, Chair of the Board of Directors, added, “My heartfelt thanks for the contributions from Dave Dinesen and Jeff Booth after years of serving the Company and positioning CubicFarms for its next phase. Edoardo De Martin is well situated as former President to ensure a stable and successful transition for the Company.”
“We all thank Dave for his incredible commitment since the inception of the company and service over the last six years. It would not have been possible to get to this point without his contributions,” said Leo Benne, co-founder, and a member of the Board of Directors.
Special Committee and Changes to the Board of Directors
The Company has appointed a Special Committee of the Board comprising directors David Cole, Janet Wood, and Daniel Burns to review, consider, and evaluate any potential transactions and any strategic alternatives available to the Company, including significant changes in the direction of the Company, its reorganization, and restructuring.
The Special Committee mandate includes negotiating or supervising the negotiations with respect to any potential strategic transactions.
Daniel Burns has taken the position of Chair of the Board of Directors and Chair of the Special Committee. Burns has previously served as chair of the Special Committee of three Toronto Stock Exchange (“TSX”)-listed issuers. Burns has led a number of businesses through strategic transitions, including chairing the Special Committee at TSX-listed Zenabis Global Inc. through its successful restructuring, refinancing, and sale in June 2021, as well as serving as lead director of TSX-listed Battle North Gold Corporation through its successful restructuring, refinancing, and sale in May 2021.
On September 1, 2021, the Company announced a CAD$1,200,000 deposit held in trust from a private investor group for the purchase and installation of a 96-module FreshHub installation in the Lower Mainland area of Vancouver, British Columbia. This private investor group has made the decision not to proceed and the deposit will be refunded.
The Company continues to explore achieving commercial validation of its FreshHub configuration using the CubicFarm System technology.
CubicFarms is a leading local chain agricultural technology company developing and deploying technology to feed a changing world. Its proprietary ag-tech solutions enable growers to produce high quality, predictable produce and fresh livestock feed with HydroGreen Nutrition Technology, a division of CubicFarm Systems Corp. The CubicFarms™ system contains patented technology for growing leafy greens and other crops onsite, indoors, all year round. CubicFarms provides an efficient, localized food supply solution that benefits our people, planet, and economy.
For more information, please visit www.cubicfarms.com.
On behalf of the Board of Directors
Daniel Burns, Chair of the Board of Directors
Forward looking and other cautionary statements
Certain statements in this release constitute “forward-looking statements” or “forward-looking information” within the meaning of applicable securities laws, including, without limitation, statements with respect to: the Special Committee’s role to review, consider and evaluate potential transactions and strategic alternatives available to the Company, the Special Committee’s mandate including negotiating or supervising the negotiations with respect to any potential strategic transactions, and the Company’s ability to achieve commercial validation of the FreshHub. Such statements involve known and unknown risks, uncertainties, and other factors which may cause the actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. Such statements can be identified by the use of words such as “intend”, “expect”, “believe”, “plan”, “anticipate”, “estimate”, “scheduled”, “forecast”, “predict”, and other similar terminology, or state that certain actions, events, or results “may”, “can”, “could”, “would”, “might”, or “will” be taken, occur, or be achieved.
These statements reflect the Company’s current expectations regarding future events, performance, and results and speak only as of the date of this news release. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except as required by securities disclosure laws and regulations applicable to the Company, the Company undertakes no obligation to update these forward-looking statements if the Company’s expectations regarding future events, performance, or results change.