Category: Uncategorized

– Leo Holdings III Corp also Confirms Deadline for Shareholders to Update Redemption Elections

– Post Consummation of Business Combination, Leo Holdings III Corp ticker to Transition to “LOCL” and is Expected to Start Trading on the NYSE Following Closing

NEW PROVIDENCE, THE BAHAMAS– November 15, 2021 – Leo Holdings III Corp (NYSE:LIII) (“Leo”), a publicly traded special purpose acquisition company, today announced that it had achieved a quorum for the extraordinary general meeting of Leo’s shareholders to be held at 9:00 a.m. New York City Time on Tuesday, November 16, 2021 (the “Extraordinary General Meeting”), in connection with its ~$1.1 billion business combination with Local Bounti Corporation (“Local Bounti”), a disruptive AgTech company. Leo’s shareholders who have submitted proxies to date on the proposals included in Leo’s proxy statement for the Extraordinary General Meeting have overwhelmingly voted in support of the business combination and all other proposals to be voted on at the Extraordinary General Meeting. Accordingly, it is anticipated that the business combination and the other proposals will be approved at the Extraordinary General Meeting and the valuation of the post-combination entity will be finalized. However, shareholders may change or revoke their proxies before or at the Extraordinary General Meeting.

Proxies received to date indicate overwhelming support for all proposals and the business combination is expected to close with all transaction related requirements having been met. Leo reminds shareholders that it and Local Bounti announced on November 5, 2021, the upsizing of its original private placement entered into in connection with the business combination (the “PIPE”) by $25 million on the same terms as the initial PIPE financing of $125 million previously raised. With the upsizing completed, the two parties reported that total expected proceeds from the PIPE will meet the minimum cash requirement for the business combination to close.

Leo also announced that the deadline for shareholders to withdraw any election to have their shares redeemed in connection with the business combination will be prior to the Extraordinary General Meeting on Tuesday, November 16, 2021. Shareholders who wish to withdraw a redemption request should contact Leo’s transfer agent, Continental Stock Transfer & Trust Company, by email at [email protected].

The business combination, if approved by Leo shareholders, is expected to close in the fourth quarter of 2021. Upon closing, Leo Holdings III will change its name to Local Bounti Corporation and common stock and warrants of the combined company are expected to begin trading following closing on the NYSE under the ticker symbols “LOCL” and “LOCL WS,” respectively.

“We are thankful for the support of shareholders and are excited to see a leading AgTech company like Local Bounti positioned to go public in order to further accelerate the company’s growth trajectory,” said Ed Forst, Chairman of Leo.

“Local Bounti is uniquely positioned to disrupt the traditional agriculture industry with an optimized business model, competitive advantage and the capitalization to invest in growth,” said Craig Hurlbert, Co-CEO of Local Bounti. “We look forward to the opportunity to take our company public and expansively grow our well capitalized business while sustainably providing healthy and fresh products to more and more consumers over time.”

Leo Shareholder Vote

Shareholders who own shares of Leo as of October 15, 2021 should submit their vote promptly and no later than 11:59 p.m. Eastern Time on November 15, 2021. Leo shareholders who need assistance in completing the proxy card, need additional copies of the proxy materials, or have questions regarding the Extraordinary General Meeting or the Special Meeting of Leo’s warrant holders (the “Special Meeting”) may contact Leo’s proxy solicitor, Morrow Sodali LLC, by telephone toll-free at (800) 662-5200 (individuals) or (203) 658-9400 (banks and brokers) or by email at [email protected].

The proxy statement/prospectus is also available online at www.sec.gov/Archives/edgar/data/0001840780/000119312521303161/d192826d424b3.htm. Leo shareholders are encouraged to read the definitive proxy statement/prospectus as it contains important information about the proposed transaction and the proposals to be voted on at the Extraordinary General Meeting and the Special Meeting. The proposed business combination is expected to close in the fourth quarter of 2021, subject to receipt of Leo shareholder approval and satisfaction of other customary closing conditions identified in the business combination agreement.

About Local Bounti

Local Bounti is a premier controlled environment agriculture (CEA) company redefining conversion efficiency and environmental, social and governance (ESG) standards for indoor agriculture. Local Bounti operates an advanced indoor growing facility in Hamilton, Montana, within a few hours’ drive of its retail and food service partners. Reaching retail shelves in record time post-harvest, Local Bounti produce is superior in taste and quality compared to traditional field-grown greens. Local Bounti’s USDA Harmonized Good Agricultural Practices (GAP Plus+) and non-genetically modified organisms (GMO) produce is sustainably grown using proprietary technology 365 days a year, free of pesticides and herbicides, and using 90% less land and 90% less water than conventional outdoor farming methods. With a mission to ‘bring our farm to your kitchen in the fewest food miles possible,’ Local Bounti is disrupting the cultivation and delivery of produce. Local Bounti is also committed to making meaningful connections and giving back to each of the communities it serves. To find out more, visit localbounti.com or follow the company on LinkedIn for the latest news and developments.

Additional Information

In connection with the Business Combination, Leo filed with the Securities and Exchange Commission (the “SEC”), on July 19, 2021, a Registration Statement on Form S-4 (as amended or supplemented through the date hereof, the “Registration Statement”), which includes a joint proxy statement/prospectus (the “Joint Proxy Statement/Prospectus”). The Registration Statement has been declared effective by the SEC and is being mailed to Leo’s shareholders and public warrant holders. Shareholders and public warrant holders will also be able to obtain copies of the Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom. Leo shareholders and public warrant holders are encouraged to read the Joint Proxy Statement/Prospectus, including, among other things, the reasons for Leo’s Board of Directors’ unanimous recommendation that shareholders vote “FOR” the Business Combination and the other shareholder and warrant holder proposals set forth therein as well as the background of the process that led to the pending Business Combination with Local Bounti.

Participants in the Solicitation

Leo and its directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Leo’s shareholders in connection with the Business Combination and public warrant holders in connection with the proposed amendment to the warrant agreement that governs all of Leo’s outstanding warrants (the “Warrant Amendment”). Investors and security holders may obtain more detailed information regarding the names of Leo’s directors and executive officers and a description of their interests in Leo in Leo’s filings with the SEC, including the Joint Proxy Statement/Prospectus. Shareholders and public warrant holders will also be able to obtain copies of the Joint Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom.

Local Bounti and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Leo in connection with the Business Combination and the public warrant holders of Leo in connection with the proposed Warrant Amendment. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination is included in the Joint Proxy Statement/Prospectus for the Business Combination.

Forward Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Leo’s and Local Bounti’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Leo’s and Local Bounti’s expectations with respect to future performance and anticipated financial impacts of the proposed Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Leo’s and Local Bounti’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement and Plan of Merger, dated as of June 17, 2021 (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Leo, Longleaf Merger Sub, Inc., Longleaf Merger Sub II, LLC and Local Bounti, (2) the outcome of any legal proceedings that may be instituted against Leo and Local Bounti following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to complete the proposed Business Combination, including due to failure to obtain approval of the shareholders of Leo or other conditions to closing in the Merger Agreement; (4) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise cause the Business Combination to fail to close; (5) the amount of redemption requests made by Leo’s shareholders; (6) the inability to obtain or maintain the listing of the post-business combination company’s common stock on the New York Stock Exchange following the proposed Business Combination; (7) the risk that the proposed Business Combination disrupts current plans and operations as a result of the announcement and consummation of the proposed Business Combination; (8) the ability to recognize the anticipated benefits of the proposed Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the proposed Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that Local Bounti or the combined company may be adversely affected by other economic, business, and/or competitive factors; and (12) other risks and uncertainties indicated from time to time in the Joint Proxy Statement/Prospectus relating to the Business Combination, including those under “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Leo’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021, and which are set forth in the Registration Statement filed by Leo and in Leo’s other filings with the SEC. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Leo cautions that the foregoing list of factors is not exclusive. Leo cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date they are made. Leo does not undertake or accept any obligation or undertaking to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
No Offer or Solicitation

This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable law.

Contact:
Kathleen Valiasek, Chief Financial Officer
Local Bounti
[email protected]

– New Commitments Increase Total PIPE Proceeds from $125 million to $150 million, at Same Terms as Initial PIPE Commitments

– Total Expected PIPE Proceeds Will Meet Minimum Cash Requirement for Business Combination to Close

Hamilton, MT – November 5, 2021 – Breakthrough U.S. indoor agriculture company Local Bounti Corporation (“Local Bounti”) and Leo Holdings III Corp (NYSE:LIII) (“Leo”), a publicly traded special purpose acquisition company, today announced they have entered into subscription agreements for an additional $25 million of common stock in a private placement (“PIPE”) from new and existing PIPE investors on the same terms as the initial PIPE financing in the previously announced business combination transaction between Local Bounti and Leo on June 18, 2021 (the “Business Combination”). This increases the aggregate amount of expected PIPE proceeds to $150 million. Commitments for the upsized PIPE come from new and existing PIPE investors, including Fidelity Management & Research Company LLC, BNP Paribas Asset Management Ecosystem Restoration Fund, strategic partner Sarath Ratanavadi, CEO of Gulf Energy Development Public Company Limited, Scott McNealy, co-founder and former CEO of Sun Microsystems, and affiliates of Leo’s sponsor.

With this increase in the fully committed PIPE, the $150 million of expected PIPE proceeds will satisfy the minimum cash requirement for the Business Combination to close, as stipulated in the merger agreement entered into on June 18, 2021 by Local Bounti and Leo, regardless of any potential redemptions by Leo shareholders that may occur. As a result, and subject to Leo’s shareholder approval and other customary closing conditions, Local Bounti and Leo expect to close the Business Combination as planned, resulting in Local Bounti becoming a publicly traded company.

“We appreciate this vote of confidence from our top tier PIPE investors, and believe this validates our differentiated and superior business model focused on strong unit economics and capital efficiency. This upsized PIPE commitment provides certainty for our business combination with our partners, properly capitalizes our business, and puts us in a strong position to disrupt the traditional agriculture industry,” said Craig Hurlbert, Co-CEO of Local Bounti. “We are at an opportune time in the growth of our business and the industry, and completion of this business combination taking us into the public markets will help us broaden the reach of our sustainably, locally grown produce while focusing on driving the best unit economics of any company in the CEA space,” continued Mr. Hurlbert.

A leader in the controlled environment agriculture (CEA) space, where it uses 90% less water and 90% less land than traditional agriculture, Local Bounti is focused on significantly increasing produce shelf life, reducing waste and emissions, and addressing the availability of high-quality produce in local communities. Local Bounti’s sustainably-grown produce is cultivated locally, reducing food miles – the largest contributor to greenhouse gas emissions in the current produce supply chain. The environmental greenhouse conditions help to ensure nutritional value and taste, and Local Bounti’s products are non-GMO and pesticide/herbicide free. Local

Bounti’s sustainable, root-on, living product results in less environmental impacts, carbon footprint, and less waste. To learn more about Local Bounti’s unique growing process, diversified product offerings and experienced leadership team, please visit localbounti.com.

In June 2021, Local Bounti and Leo announced that they entered into a definitive business combination agreement. Upon the closing of the Business Combination, which remains subject to customary closing conditions, Local Bounti and Leo expect the post-combination company’s common stock and warrants to trade on the New York Stock Exchange under the new ticker symbols, “LOCL” and “LOCL WS,” respectively.

About Local Bounti

Local Bounti is a premier controlled environment agriculture (CEA) company redefining conversion efficiency and environmental, social and governance (ESG) standards for indoor agriculture. Local Bounti operates an advanced indoor growing facility in Hamilton, Montana, within a few hours’ drive of its retail and food service partners. Reaching retail shelves in record time post-harvest, Local Bounti produce is superior in taste and quality compared to traditional field-grown greens. Local Bounti’s USDA Harmonized Good Agricultural Practices (GAP Plus+) and non-genetically modified organisms (GMO) produce is sustainably grown using proprietary technology 365 days a year, free of pesticides and herbicides, and using 90% less land and 90% less water than conventional outdoor farming methods. With a mission to ‘bring our farm to your kitchen in the fewest food miles possible,’ Local Bounti is disrupting the cultivation and delivery of produce. Local Bounti is also committed to making meaningful connections and giving back to each of the communities it serves. To find out more, visit localbounti.com or follow the company on LinkedIn for the latest news and developments.

Additional Information

In connection with the Business Combination, Leo filed with the Securities and Exchange Commission (the “SEC”), on July 19, 2021, a Registration Statement on Form S-4 (as amended or supplemented through the date hereof, the “Registration Statement”), which includes a joint proxy statement/prospectus (the “Joint Proxy Statement/Prospectus”). The Registration Statement has been declared effective by the SEC and is being mailed to Leo’s shareholders and public warrant holders. Shareholders and public warrant holders will also be able to obtain copies of the Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom. Leo shareholders and public warrant holders are encouraged to read the Joint Proxy Statement/Prospectus, including, among other things, the reasons for Leo’s Board of Directors’ unanimous recommendation that shareholders vote “FOR” the Business Combination and the other shareholder and warrant holder proposals set forth therein as well as the background of the process that led to the pending Business Combination with Local Bounti.

Participants in the Solicitation

Leo and its directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Leo’s shareholders in connection with the Business Combination and public warrant holders in connection with the proposed amendment to the warrant agreement that governs all of Leo’s outstanding warrants (the “Warrant Amendment”). Investors and security holders may obtain more detailed information regarding the names of Leo’s directors and executive officers and a description of their interests in Leo in Leo’s filings with the SEC, including the Joint Proxy Statement/Prospectus. Shareholders and public warrant holders will also be able to obtain copies of the Joint Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom.

Local Bounti and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Leo in connection with the Business Combination and the public warrant holders of Leo in connection with the proposed Warrant Amendment. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination is included in the Joint Proxy Statement/Prospectus for the Business Combination.

Forward Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Leo’s and Local Bounti’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Leo’s and Local Bounti’s expectations with respect to future performance and anticipated financial impacts of the proposed Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Leo’s and Local Bounti’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement and Plan of Merger, dated as of June 17, 2021 (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Leo, Longleaf Merger Sub, Inc., Longleaf Merger Sub II, LLC and Local Bounti, (2) the outcome of any legal proceedings that may be instituted against Leo and Local Bounti following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to complete the proposed Business Combination, including due to failure to obtain approval of the shareholders of Leo or other conditions to closing in the Merger Agreement; (4) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise cause the Business Combination to fail to close; (5) the amount of redemption requests made by Leo’s shareholders; (6) the inability to obtain or maintain the listing of the post-business combination company’s common stock on the New York Stock Exchange following the proposed Business Combination; (7) the risk that the proposed Business Combination disrupts current plans and operations as a result of the announcement and consummation of the proposed Business Combination; (8) the ability to recognize the anticipated benefits of the proposed Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the proposed Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that Local Bounti or the combined company may be adversely affected by other economic, business, and/or competitive factors; and (12) other risks and uncertainties indicated from time to time in the Joint Proxy Statement/Prospectus relating to the Business Combination, including those under “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Leo’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021, and which are set forth in the Registration Statement filed by Leo and in Leo’s other filings with the SEC. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Leo cautions that the foregoing list of factors is not exclusive. Leo cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date they are made. Leo does not undertake or accept any obligation or undertaking to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

No Offer or Solicitation

This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable law.

Contact:

Kathleen Valiasek, Chief Financial Officer
Local Bounti
[email protected]

Hamilton, MT – November 2, 2021 – Breakthrough U.S. indoor agriculture company Local Bounti Corporation (“Local Bounti”), today announced that it will be participating in a fireside chat on November 8, 2021, hosted by Jefferies. During this event scheduled for Monday, November 8, 2021, at 11:00 a.m. ET, the company will share its high-growth business strategy in an interactive discussion. This event will be webcast and a transcription will be filed with the Securities and Exchange Commission.

Jefferies Fireside Chat
Monday, November 8, 2021
11:00 a.m. ET
Webcast link: https://wsw.com/webcast/cc/lbt/1259532

A leader in the controlled environment agriculture (“CEA”) space, where it uses 90% less water and 90% less land than traditional agriculture, Local Bounti is focused on significantly increasing produce shelf life, reducing waste and emissions, and addressing the availability of high-quality produce in local communities. Local Bounti’s sustainably-grown produce is cultivated locally, reducing food miles – the largest contributor to greenhouse gas emissions in the current produce supply chain. The environmental greenhouse conditions help to ensure nutritional value and taste, and Local Bounti’s products are non-GMO and pesticide/herbicide free. Local Bounti’s sustainable, root-on, living product results in less environmental impacts, carbon footprint, and less waste. To learn more about Local Bounti’s unique growing process, diversified product offerings and experienced leadership team, please visit localbounti.com.

In June 2021, Local Bounti and Leo Holdings III Corp. (NYSE: LIII) (“Leo”), a publicly traded special purpose acquisition company, announced that they entered into a definitive business combination agreement. Upon the closing of the proposed business combination (the “Business Combination”) between Leo and Local Bounti, which remains subject to customary closing conditions, Local Bounti expects its common stock and warrants to trade on the New York Stock Exchange under the new ticker symbols, “LOCL” and “LOCLW,” respectively.

About Local Bounti

Local Bounti is a premier controlled environment agriculture (CEA) company redefining conversion efficiency and environmental, social and governance (ESG) standards for indoor agriculture. Local Bounti operates an advanced indoor growing facility in Hamilton, Montana, within a few hours’ drive of its retail and food service partners. Reaching retail shelves in record time post-harvest, Local Bounti produce is superior in taste and quality compared to traditional field-grown greens. Local Bounti’s USDA Harmonized Good Agricultural Practices (GAP Plus+) and non-genetically modified organisms (GMO) produce is sustainably grown using proprietary technology 365 days a year, free of pesticides and herbicides, and using 90 percent less land and water than conventional outdoor farming methods. With a mission to ‘bring our farm to your kitchen in the fewest food miles possible,’ Local Bounti is disrupting the cultivation and delivery of produce. Local Bounti is also committed to making meaningful connections and giving back to each of the communities it serves. To find out more, visit localbounti.com or follow the company on LinkedIn for the latest news and developments.

Additional Information

In connection with the Business Combination, Leo filed with the Securities and Exchange Commission (the “SEC”), on July 19, 2021, a Registration Statement on Form S-4 (as amended or supplemented through the date hereof, the “Registration Statement”), which includes a joint proxy statement/prospectus (the “Joint Proxy Statement/Prospectus”). The Registration Statement has been declared effective by the SEC and is being mailed to Leo’s shareholders and public warrant holders. Shareholders and public warrant holders will also be able to obtain copies of the Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom. Leo shareholders and public warrant holders are encouraged to read the Joint Proxy Statement/Prospectus, including, among other things, the reasons for Leo’s Board of Directors’ unanimous recommendation that shareholders vote “FOR” the Business Combination and the other shareholder and warrant holder proposals set forth therein as well as the background of the process that led to the pending Business Combination with Local Bounti.

Participants in the Solicitation

Leo and its directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Leo’s shareholders in connection with the Business Combination and public warrant holders in connection with the proposed amendment to the warrant agreement that governs all of Leo’s outstanding warrants (the “Warrant Amendment”). Investors and security holders may obtain more detailed information regarding the names of Leo’s directors and executive officers and a description of their interests in Leo in Leo’s filings with the SEC, including the Joint Proxy Statement/Prospectus. Shareholders and public warrant holders will also be able to obtain copies of the Joint Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom.

Local Bounti and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Leo in connection with the Business Combination and the public warrant holders of Leo in connection with the proposed Warrant Amendment. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination is included in the Joint Proxy Statement/Prospectus for the Business Combination.

Forward Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Leo’s and Local Bounti’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Leo’s and Local Bounti’s expectations with respect to future performance and anticipated financial impacts of the proposed Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Leo’s and Local Bounti’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement and Plan of Merger, dated as of June 17, 2021 (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Leo, Longleaf Merger Sub, Inc., Longleaf Merger Sub II, LLC and Local Bounti, (2) the outcome of any legal proceedings that may be instituted against Leo and Local Bounti following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to complete the proposed Business Combination, including due to failure to obtain approval of the shareholders of Leo or other conditions to closing in the Merger Agreement; (4) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise cause the Business Combination to fail to close; (5) the amount of redemption requests made by Leo’s shareholders; (6) the inability to obtain or maintain the listing of the post-business combination company’s common stock on the New York Stock Exchange following the proposed Business Combination; (7) the risk that the proposed Business Combination disrupts current plans and operations as a result of the announcement and consummation of the proposed Business Combination; (8) the ability to recognize the anticipated benefits of the proposed Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the proposed Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that Local Bounti or the combined company may be adversely affected by other economic, business, and/or competitive factors; and (12) other risks and uncertainties indicated from time to time in the Joint Proxy Statement/Prospectus relating to the Business Combination, including those under “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Leo’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021, and which are set forth in the Registration Statement filed by Leo and in Leo’s other filings with the SEC. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Leo cautions that the foregoing list of factors is not exclusive. Leo cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date they are made. Leo does not undertake or accept any obligation or undertaking to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.

No Offer or Solicitation

This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable law.

Contact:
Kathleen Valiasek, Chief Financial Officer
Local Bounti
[email protected]

Read the original article here.

Correction: The market for vegetables and herbs in the United States is expected to reach $30 billion by 2025, not the western United States alone as stated in the original broadcast.

HAMILTON — It’s fall in Montana, with windswept mountain ranges and morning temperatures hovering in the 30s, and it’s not the ideal growing season.

That is unless you’re inside Local Bounti.

“This new type of growing is really exciting,” said Meaghan McGrath, director of product development.

“This is our butter lettuce pond,” McGrath said while walking through a several-acre greenhouse in Hamilton. “We sell these as a living head, as well as a cut product so you can make a salad directly.”

It’s a year-round growing operation, with an output that the company says uses no pesticides and 90% less water and land than traditional farming.

“This facility is a couple of acres. This would be equivalent to 20 or more acres of traditional farmland,” said Gary Hilberg, the company’s chief sustainability officer.

It’s a critical savings in land and water that could make a difference in the coming years, not just in the drought-ravaged West, but around the world.

By 2050, the United Nations estimates the global population will be more than 9 billion people. The planet will need to produce 70% more food just to meet that demand.

Local Bounti says there are other environmental impacts that can also be avoided through their methods, including how most produce gets to people in the first place, often by traveling thousands of miles.

“By the time you get it, it’s been days or weeks since it’s been harvested and you lose quality,” Hilberg said. “You have a lot of loss, tremendous amount of waste and a tremendous amount of emissions driving that produce all around the country.”

To mitigate that, the company says it’s staying local by selling as close as possible to where its food is grown. Right now, that means their products are sold in 500 stores around Montana, Idaho, Colorado, Utah, Nevada, Oregon and Washington. They say that can help consumers save money by providing fresher produce that reduces food waste.

“Many of us have that have that moment where we go to make a salad at home. We pull out that clamshell and it’s slimy,” McGrath said. “So, because it’s traveled many miles, it’s taken many days to get to you, and both because we’re growing locally and the way that we grow is bringing that really fresh product to you, that lasts longer.”

It’s a growing industry with a $30 billion potential in the Western U.S. alone.

“This technology can apply to all different types of plants,” Hilberg said. “Agriculture business is growing rapidly for exactly those reasons. So, there’s lots and we will not be the only player in this area. We expect to be one of many.”

Companies that are now tapping into the world’s growing food needs.

Major New Customer Win with Addition of Albertsons, the Second Largest US Traditional Grocery Retailer – Total Store Count Served by Company now Exceeds 500

Expansion of Flagship Hamilton Facility Completed and Operational Ahead of Original Q4 2021 Plan, Enhancing Capacity by 140%. In Addition, Acquired Land for R&D Facility

Under Contract and in Due Diligence for Nevada Site Location for Build of Next Facility and On Track with Timelines for facilities in Pasco, WA and in Colorado

Building out Pipeline of Additional Product SKUs, Including Spinach and Arugula for Release in First Half of 2022

On Track to Successfully Close Planned Business Combination with Leo Holdings III Corp (NYSE:LIII) in Fourth Quarter 2021 to go Public

Hamilton, MT – October 21, 2021 – Breakthrough U.S. indoor agriculture company Local Bounti Corporation (“Local Bounti”), today is pleased to provide several significant corporate updates.

A leader in the controlled environment agriculture (“CEA”) space, where it uses 90% less water and 90% less land than traditional agriculture, Local Bounti is focused on significantly increasing produce shelf life, reducing waste and emissions, and addressing the availability of high-quality produce in local communities. Local Bounti’s sustainably-grown produce is cultivated locally, reducing food miles – the largest contributor to greenhouse gas emissions in the current produce supply chain. The environmental greenhouse conditions help to ensure nutritional value and taste, and Local Bounti’s products are non-GMO and pesticide/herbicide free. Local Bounti’s sustainable, root-on, living product results in less environmental impacts, carbon footprint, and less waste.

Expands Retail Footprint with Significant New Customer Win by Adding Major Grocery Retailer Albertsons

Local Bounti recently expanded its retail footprint with a significant new customer win by adding Albertsons, the second largest traditional grocery retailer in the U.S., to its customer base with products initially being rolled out to 84 locations in Utah, Idaho, Montana, Wyoming, Colorado, and Oregon, to provide Local Bounti’s expanded lineup of leafy greens and herbs that will arrive in-store within days of harvest. With the addition of these stores, Local Bounti’s distribution network now exceeds 500 retail locations and with this development Local Bounti is one of the most widely distributed indoor growers of leafy greens in the region.

Accelerated Completion of Flagship Hamilton Facility with Land Acquired for R&D Facility

Local Bounti completed expansion of its flagship Hamilton, Montana facility, which was originally expected to be completed and operational by the end of the fourth quarter of 2021. This facility became operational a quarter ahead of plan after increasing capacity by approximately 140 percent to meet rapidly growing demand. Local Bounti also recently acquired 20 acres of land adjacent to the Hamilton location for a planned R&D facility.

Update on Additional Site Locations

Local Bounti reported that it is under contract for a planned facility (its fourth facility) in Nevada, subject to due diligence and customary closing conditions. Local Bounti’s second facility in Pasco, WA and third planned facility in Colorado are on track for completion and to be operational as planned. Local Bounti continues to see increasing demand in each of these geographies for its products.

Building Out Pipeline of Additional Product SKUs

In response to growing customer demand, Local Bounti launched spring mix in the third quarter of 2021, increasing its SKU count from seven to eight. Spring mix joins Local Bounti’s existing line-up alongside red-green blend, crispy green leaf, butter head, loose leaf butter, romaine, cilantro, and basil. Additional products targeted for release in the first half of 2022 include spinach and arugula, among others.

On Track to Close Planned Business Combination with Leo Holdings III Corp

Local Bounti and Leo Holdings III Corp (NYSE: LIII) (“Leo”) are pleased with the solid execution and significant progress achieved by Local Bounti since announcing the business combination and are thankful for the support of investors interested in the continued growth of Local Bounti. Both parties expect the planned business combination to close in the fourth quarter of 2021 to take Local Bounti public.

“We are exceptionally pleased with our execution on multiple fronts in rapidly building our business toward fast facility and revenue scale up,” said Craig Hurlbert, co-CEO of Local Bounti. “I’m proud of our Local Bounti team in making this happen and it illustrates the strength in our business model and strategy, along with demonstrating the growing appetite our retailer and consumer customers have for longer lasting, sustainably grown fresh produce. Successful completion of these initiatives further paves the way toward our plans to have the best unit economics and growth trajectory of any company in the CEA space. We also continued the forward progress with our planned business combination with Leo so we can continue our mission as a publicly traded company,” continued Mr. Hurlbert.

Local Bounti estimates that the total U.S. market for herbs and vegetables is anticipated to reach $30 billion by 2025, with less than one percent of leafy greens being grown indoors today. To learn more about Local Bounti’s unique growing process, diversified product offerings and experienced leadership team, please visit localbounti.com.

In June 2021, Local Bounti and Leo announced that they entered into a definitive business combination agreement. Upon the closing of the proposed business combination (the “Business Combination”) between Leo and Local Bounti, which remains subject to customary closing conditions, Local Bounti expects its common stock and warrants to trade on the New York Stock Exchange under the new ticker symbols, “LOCL” and “LOCLW,” respectively.

About Local Bounti

Local Bounti is a premier controlled environment agriculture (CEA) company redefining conversion efficiency and environmental, social and governance (ESG) standards for indoor agriculture. Local Bounti operates an advanced indoor growing facility in Hamilton, Montana, within a few hours’ drive of its retail and food service partners. Reaching retail shelves in record time post-harvest, Local Bounti produce is superior in taste and quality compared to traditional field-grown greens. Local Bounti’s USDA Harmonized Good Agricultural Practices (GAP Plus+) and non-genetically modified organisms (GMO) produce is sustainably grown using proprietary technology 365 days a year, free of pesticides and herbicides, and using 90 percent less land and water than conventional outdoor farming methods. With a mission to ‘bring our farm to your kitchen in the fewest food miles possible,’ Local Bounti is disrupting the cultivation and delivery of produce. Local Bounti is also committed to making meaningful connections and giving back to each of the communities it serves. To find out more, visit localbounti.com or follow the company on LinkedIn for the latest news and developments.

Additional Information

In connection with the Business Combination, Leo filed with the Securities and Exchange Commission (the “SEC”), on July 19, 2021, a Registration Statement on Form S-4 (as amended or supplemented through the date hereof, the “Registration Statement”), which includes a joint proxy statement/prospectus (the “Joint Proxy Statement/Prospectus”). The Registration Statement has been declared effective by the SEC and is being mailed to Leo’s shareholders and public warrant holders. Shareholders and public warrant holders will also be able to obtain copies of the Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom. Leo shareholders and public warrant holders are encouraged to read the Joint Proxy Statement/Prospectus, including, among other things, the reasons for Leo’s Board of Directors’ unanimous recommendation that shareholders vote “FOR” the Business Combination and the other shareholder and warrant holder proposals set forth therein as well as the background of the process that led to the pending Business Combination with Local Bounti.

Participants in the Solicitation

Leo and its directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Leo’s shareholders in connection with the Business Combination and public warrant holders in connection with the proposed amendment to the warrant agreement that governs all of Leo’s outstanding warrants (the “Warrant Amendment”). Investors and security holders may obtain more detailed information regarding the names of Leo’s directors and executive officers and a description of their interests in Leo in Leo’s filings with the SEC, including the Joint Proxy Statement/Prospectus. Shareholders and public warrant holders will also be able to obtain copies of the Joint Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom.

Local Bounti and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Leo in connection with the Business Combination and the public warrant holders of Leo in connection with the proposed Warrant Amendment. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination is included in the Joint Proxy Statement/Prospectus for the Business Combination.

Forward Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Leo’s and Local Bounti’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Leo’s and Local Bounti’s expectations with respect to future performance and anticipated financial impacts of the proposed Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Leo’s and Local Bounti’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement and Plan of Merger, dated as of June 17, 2021 (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Leo, Longleaf Merger Sub, Inc., Longleaf Merger Sub II, LLC and Local Bounti, (2) the outcome of any legal proceedings that may be instituted against Leo and Local Bounti following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to complete the proposed Business Combination, including due to failure to obtain approval of the shareholders of Leo or other conditions to closing in the Merger Agreement; (4) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise cause the Business Combination to fail to close; (5) the amount of redemption requests made by Leo’s shareholders; (6) the inability to obtain or maintain the listing of the post-business combination company’s common stock on the New York Stock Exchange following the proposed Business Combination; (7) the risk that the proposed Business Combination disrupts current plans and operations as a result of the announcement and consummation of the proposed Business Combination; (8) the ability to recognize the anticipated benefits of the proposed Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the proposed Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that Local Bounti or the combined company may be adversely affected by other economic, business, and/or competitive factors; and (12) other risks and uncertainties indicated from time to time in the Joint Proxy Statement/Prospectus relating to the Business Combination, including those under “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Leo’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021, and which are set forth in the Registration Statement filed by Leo and in Leo’s other filings with the SEC. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Leo cautions that the foregoing list of factors is not exclusive. Leo cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date they are made. Leo does not undertake or accept any obligation or undertaking to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
No Offer or Solicitation

This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable law.

Contact:
Kathleen Valiasek, Chief Financial Officer
Local Bounti
[email protected]

Hamilton, MT – October 20, 2021 – Breakthrough U.S. indoor agriculture company Local Bounti Corporation (“Local Bounti”) and Leo Holdings III Corp (NYSE:LIII) (“Leo”), a publicly traded special purpose acquisition company, announced today that the extraordinary general meeting of shareholders (the “Extraordinary General Meeting”) to approve the pending business combination (the “Business Combination”) between Local Bounti and Leo is scheduled to be held on Tuesday, November 16, 2021 at 9:00 a.m. Eastern time. Additionally, the meeting of the holders (the “Warrant Holder Meeting”) of public warrants of Leo to approve certain changes to Leo’s warrants is also scheduled to be held on Tuesday, November 16, 2021 at 9:30 a.m. Eastern time. The Extraordinary General Meeting and the Warrant Holder Meeting will be held in person at the offices of Kirkland & Ellis LLP located at 601 Lexington Avenue, 50th Floor, New York, New York 10022 and virtually via live webcast. Holders of Leo’s Class A ordinary shares and Class B ordinary shares at the close of business on the record date of October 15, 2021 are entitled to notice of the Extraordinary General Meeting and to vote at the Extraordinary General Meeting. Holders of Leo’s public warrants at the close of business on the record date of October 15, 2021 are entitled to notice of the Warrant Holder Meeting and to vote at the Warrant Holder Meeting.

Leo filed its definitive joint proxy statement/prospectus relating to its Business Combination with Local Bounti (the “Joint Proxy Statement/Prospectus”) with the U.S. Securities and Exchange Commission (the “SEC”) and expects to begin mailing it to shareholders and public warrant holders on October 22, 2021. Leo will mail the Joint Proxy Statement/Prospectus to shareholders and public warrant holders of Leo as of the record date of October 15, 2021.

Every vote is important and Leo encourages all shareholders and public warrant holders to make their voice heard by voting online or by mail as soon as possible, regardless of the number of shares and/or public warrants held.

If the proposals at the Extraordinary General Meeting are approved, it is anticipated that the Business Combination will close on or about November 17, 2021, subject to the satisfaction of all other applicable closing conditions. Upon the closing of the Business Combination, Local Bounti’s common stock and warrants are expected to trade on the New York Stock Exchange under the new ticker symbols, “LOCL” and “LOCLW,” respectively.

Leo shareholders who need assistance in completing the proxy card, need additional copies of the Joint Proxy Statement/Prospectus, or have questions regarding the Extraordinary General Meeting may contact Leo’s proxy solicitor, Morrow Sodali LLC, by calling (800) 662-5200 (toll free), or banks and brokers can call (203) 658-9400, or by email at [email protected].

About Local Bounti

Local Bounti is a premier Controlled Environment Agriculture (CEA) company redefining conversion efficiency and environmental, social and governance (ESG) standards for indoor agriculture. Local Bounti operates an advanced indoor growing facility in Hamilton, Montana, within a few hours’ drive of its retail and food service partners. Reaching retail shelves in record time post-harvest, Local Bounti produce is superior in taste and quality compared to traditional field-grown greens. Local Bounti’s USDA Harmonized Good Agricultural Practices (GAP Plus+) and non-genetically modified organisms (GMO) produce is sustainably grown using proprietary technology 365 days a year, free of pesticides and herbicides, and using 90 percent less land and water than conventional outdoor farming methods. With a mission to ‘bring our farm to your kitchen in the fewest food miles possible,’ Local Bounti is disrupting the cultivation and delivery of produce. Local Bounti is also committed to making meaningful connections and giving back to each of the communities it serves. To find out more, visit localbounti.com or follow the company on LinkedIn for the latest news and developments.

About Leo Holdings III Corp and Leo Holdings

Leo Holdings III Corp is a special purpose acquisition company (SPAC) that seeks to invest in entrepreneurially driven growth companies that seek to disrupt existing industries or business models. The management team has extensive experience owning and operating businesses on a global scale through its private equity vehicle, Lion Capital. Leo Holdings’ management team has collaboratively worked together for over 20 years.

Leo Holdings III Corp is part of a special purpose acquisition company initiative, Leo Holdings, which is focused on investing in disruptive, innovative business models. The initiative seeks businesses positioned to thrive in the evolving digital information age where changing consumer behavior creates the opportunity for outsized returns. In 2020, Leo Holdings Corp entered into a business combination with DMS, a disruptive performance marketing business which delivers high-intent customers while de- risking client advertising spend. Leo Holdings Corp II (LHC) and Leo Holdings III Corp (LIII) are currently listed on the NYSE.

Leo Holdings was formed by the principals of Lion Capital, which is led by Founder and Managing Partner, Lyndon Lea. For more information, visit https://leoholdings.com/.

Additional Information

In connection with the Business Combination, Leo filed with the SEC, on July 19, 2021, a Registration Statement on Form S-4 (as amended or supplemented through the date hereof, the “Registration Statement”), which includes the Joint Proxy Statement/Prospectus. The Registration Statement has been declared effective by the SEC and is being mailed to Leo’s shareholders and public warrant holders. Shareholders and public warrant holders will also be able to obtain copies of the Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom. Leo shareholders and public warrant are encouraged to read the Joint Proxy Statement/Prospectus, including, among other things, the reasons for Leo’s Board of Directors’ unanimous recommendation that shareholders vote “FOR” the Business Combination and the other shareholder and warrant holder proposals set forth therein as well as the background of the process that led to the pending Business Combination with Local Bounti.

Participants in the Solicitation

Leo and its directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Leo’s shareholders in connection with the Business Combination and public warrant holders in connection with the proposed amendment to the warrant agreement that governs all of Leo’s outstanding warrants (the “Warrant Amendment”). Investors and security holders may obtain more detailed information regarding the names of Leo’s directors and executive officers and a description of their interests in Leo in Leo’s filings with the SEC, including the Joint Proxy Statement/Prospectus. Shareholders and public warrant holders will also be able to obtain copies of the Joint Proxy Statement/Prospectus at the SEC’s website at www.sec.gov or by directing a request to: Leo Holdings III Corp, 21 Grosvenor Pl, London SW1X 7HF, United Kingdom.

Local Bounti and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Leo in connection with the Business Combination and the public warrant holders of Leo in connection with the proposed Warrant Amendment. A list of the names of such directors and executive officers and information regarding their interests in the Business Combination is included in the Joint Proxy Statement/Prospectus for the Business Combination.

Forward Looking Statements

This communication includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Leo’s and Local Bounti’s actual results may differ from their expectations, estimates and projections and consequently, you should not rely on these forward-looking statements as predictions of future events. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. These forward-looking statements include, without limitation, Leo’s and Local Bounti’s expectations with respect to future performance and anticipated financial impacts of the proposed Business Combination, the satisfaction of the closing conditions to the Business Combination and the timing of the completion of the Business Combination. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results. Most of these factors are outside Leo’s and Local Bounti’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the Agreement and Plan of Merger, dated as of June 17, 2021 (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), by and among Leo, Longleaf Merger Sub, Inc., Longleaf Merger Sub II, LLC and Local Bounti, (2) the outcome of any legal proceedings that may be instituted against Leo and Local Bounti following the announcement of the Merger Agreement and the transactions contemplated therein; (3) the inability to complete the proposed Business Combination, including due to failure to obtain approval of the shareholders of Leo or other conditions to closing in the Merger Agreement; (4) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement or could otherwise cause the Business Combination to fail to close; (5) the amount of redemption requests made by Leo’s shareholders; (6) the inability to obtain or maintain the listing of the post-business combination company’s common stock on the New York Stock Exchange following the proposed Business Combination; (7) the risk that the proposed Business Combination disrupts current plans and operations as a result of the announcement and consummation of the proposed Business Combination; (8) the ability to recognize the anticipated benefits of the proposed Business Combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably and retain its key employees; (9) costs related to the proposed Business Combination; (10) changes in applicable laws or regulations; (11) the possibility that Local Bounti or the combined company may be adversely affected by other economic, business, and/or competitive factors; and (12) other risks and uncertainties indicated from time to time in the Joint Proxy Statement/Prospectus relating to the Business Combination, including those under “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Leo’s Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2021, and which are set forth in the Registration Statement filed by Leo and in Leo’s other filings with the SEC. Some of these risks and uncertainties may in the future be amplified by the COVID-19 outbreak and there may be additional risks that we consider immaterial or which are unknown. It is not possible to predict or identify all such risks. Leo cautions that the foregoing list of factors is not exclusive. Leo cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date they are made. Leo does not undertake or accept any obligation or undertaking to update or revise any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.
No Offer or Solicitation

This communication is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, subscribe for or buy any securities or the solicitation of any vote in any jurisdiction pursuant to the Business Combination or otherwise, nor shall there be any sale, issuance or transfer or securities in any jurisdiction in contravention of applicable law.

Contact:

Kathleen Valiasek, Chief Financial Officer
Local Bounti
[email protected]