Verde announces creation of Independent Special Committee of the Board of Directors
BELO HORIZONTE, Feb. 22, 2022 - Verde Agritech Plc (TSX: "NPK") (OTCQB: "AMHPF") ("Verde" or the "Company") is pleased to announce that its Board of Directors (the "Board") has formed a special committee to evaluate when and how to share profits with shareholders. The analysis will be conducted by a Special Committee comprised of independent directors of the Board, consisting of Mr. Michael St Aldwyn (Verde's Lead Independent Director), Mr. Renato Gomes and Mr. Paulo S?rgio Ribeiro Machado.
Shareholders' Participation
Verde welcomes all shareholders to exercise their owner's rights and contribute to the Special Committee's studies, by completing the form which can be accessed through the following link: https://verdeag.typeform.com/to/zYCCIG08
As announced by the Company in its press release published on January 24, 2022, the Paid for Growth ("P4G") program is being engineered in detail to enable the Company to distribute earnings to shareholders while expanding production. The Special Committee's studies will be the cornerstone for P4G's elaboration.
Verde went into production to establish a small operation to generate enough cash flow to fund its future expansion. With the Company's growing credibility, it has secured debt financing under favorable terms. The combined cash flow and loans allow Verde to continue its expansion while protecting shareholders' value generation.
"Verde has always tried to differentiate itself from other technology or resource companies by trying to avoid all but the most necessary dilution. Over the years, the company raised approximately C$70 million, which was cautiously invested in exploration, technology development, production and expansion", commented Verde's Founder, President & CEO Cristiano Veloso.
Paid for Growth Program
In March 2021 the Company announced its maiden-profit, for the year 2020, though Verde still had accumulated losses of C$16.04M for the period, as disclosed in 2020 Audited Financial Statements. Seeing that Verde is incorporated in the United Kingdom, it is barred from making any type of payment to shareholders while there are no distributable reserves available in the parent Company. A study will be carried out to consider the options available to the company to restructure its balance sheet and or corporate structure to resolve this issue. The Special Committee will evaluate dividend, share buyback and other potential structures that might be beneficial to shareholders and Verde's accelerated growth strategy.
Verde has a scalable project, with a NPV per share of C$ 50.171, that can be potentially financed through accumulated cash flow and debt, and so far that has been validated by the Company's profitable and consistent growth. The deliberate, incremental approach has allowed the company to reach financial independence from the capital equity market and has minimized the need to dilute existing shareholders.
"I am humbly proud of our achievements up to this point and excited that the Company is now in a position to discuss how to share profits with our shareholders, many of whom have unwaveringly supported the Company through thick and thin. As always, any and all payouts will be pursued without compromising Verde's accelerated growth trajectory", concluded Mr. Veloso.
About Verde AgriTech
Verde is an agricultural technology company that produces fertilizers. Our purpose is to improve the health of all people and the planet. Rooting our solutions in nature, we make agriculture healthier, more productive, and profitable.
Corporate Presentation
For further information on the Company, please view shareholders' deck: https://verde.docsend.com/view/zkcbnszrwri4gmjx
Investors Newsletter
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http://cloud.marketing.verde.ag/InvestorsSubscription
The last edition of the newsletter can be accessed at: https://bit.ly/InvestorsNL-January2022
Cautionary Language and Forward-Looking Statements
This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of the applicable Canadian securities legislation. The Cautionary Language and Forward-Looking Statements can be accessed at this link.
For additional information please contact:
Cristiano Veloso, Founder, Chairman & Chief Executive Officer
Tel: +55 (31) 3245 0205; Email: investor@verde.ag
www.investor.verde.ag | www.supergreensand.com | www.verde.ag
1 Based on $2.607 billion NPV after tax divided by 50,378,619 shares outstanding as of November 15, 2021. Estimated Net Present Value after tax of US$1.99 billion, with 8% discount rate and Internal Rate of Return of 287% (see NI 43-101 Pre-Feasibility Technical Report Cerrado Verde Project, MG, Brazil, page 207). Currency exchange: US$1.00 = C$1.27.
