Digital Ally, Inc. (NASDAQ: DGLY) (“Digital Ally”) announced today
a reminder that it will be presenting at the 13th Annual LD Micro
Invitational at the Luxe Sunset Boulevard Hotel, California on June
6th-8th, 2023. The event is expected to feature 150+ companies,
presenting in half-hour increments, as well as private 1:1
meetings.
Event |
LD Micro Invitational XIII |
Date |
June 6 - 8, 2023 |
Presentation |
June 6th @ 8:00am Pacific Time |
Location |
Luxe Sunset Boulevard Hotel |
Digital Ally, Inc. is scheduled to present on
June 6th, at 08:00 AM PT. Stan Ross, CEO and Brody Green,
President, will be leading the presentation. Digital Ally intends
to discuss each of its operating segments, video solutions, revenue
cycle management, and entertainment, including with respect to the
entertainment segment the recently announced transaction between
Digital Ally’s wholly-owned subsidiary Kustom Entertainment, Inc.
(“Kustom Entertainment”) and Clover Leaf Capital Corp. (“Clover
Leaf”).
We invite interested parties to register to
watch the presentation virtually
here: https://ldinv13.sequireevents.com/. Additionally,
Digital Ally, Inc.’s Corporate Investor Relations Presentation will
be made available on the Company website here:
https://www.digitalallyinc.com/investor-relations/.
About Digital Ally
Digital Ally, Inc. (NASDAQ: DGLY) through its
subsidiaries, is engaged in video solution technology, human &
animal health protection products, healthcare revenue cycle
management, ticket brokering and marketing, event production and
jet chartering. Digital Ally continues to add organizations that
demonstrate the common traits of positive earnings, growth
potential, innovation and organizational synergies.
For additional news and information please
visit www.digitalally.com or follow Digital Ally Inc.
social media channels here:
Facebook | Instagram | LinkedIn | Twitter
About LD Micro
LD Micro, a wholly owned subsidiary of Freedom
US Markets, was founded in 2006 with the sole purpose of being an
independent resource in the micro-cap space. Whether it is the
Index, comprehensive data, or hosting the most significant events
annually, LD's sole mission is to serve as an invaluable asset for
all those interested in finding the next generation of great
companies. For more information on LD Micro,
visit www.ldmicro.com.
Additional Information and Where to Find
It
In connection with the business combination
between Clover Leaf and Kustom Entertainment (the “Business
Combination”), Clover Leaf intends to file a proxy statement and/or
registration statement on Form S-4 (the “Proxy/Registration
Statement”) with the SEC (as defined herein), which will include a
preliminary proxy statement to be distributed to holders of Clover
Leaf’s common stock in connection with Clover Leaf’s solicitation
of proxies for the vote by Clover Leaf’s stockholders with respect
to the Business Combination and other matters as described in the
Proxy/Registration Statement, as well as, if applicable, a
prospectus relating to the offer of the securities to be issued to
Kustom Entertainment’s stockholder in connection with the Business
Combination. After the Proxy/Registration Statement has been
approved by the SEC, Clover Leaf will mail a definitive proxy
statement, when available, to its stockholders. Before
making any voting or investment decision,
investors and security holders of
Clover Leaf and other interested parties are urged
to read the proxy statement and/or prospectus, any amendments
thereto and any other documents filed with the SEC carefully and in
their entirety when they become available because they will contain
important information about the Business
Combination and the parties to
the Business Combination. Investors and security
holders may obtain free copies of the preliminary proxy
statement/prospectus and definitive proxy statement/prospectus
(when available) and other documents filed with the U.S. Securities
and Exchange Commission (the “SEC”) by Clover Leaf through the
website maintained by the SEC at http://www.sec.gov, or by
directing a request to: 1450 Brickell Avenue, Suite 1420, Miami, FL
33131.
Forward-Looking Statements
This report contains certain forward-looking
statements within the meaning of the “safe harbor” provisions of
the Private Securities Litigation Reform Act of 1955. These
forward-looking statements include, without limitation, Digital
Ally’s, Clover Leaf’s and Kustom Entertainment’s expectations with
respect to the proposed Business Combination between Clover Leaf
and Kustom Entertainment, including statements regarding the
benefits of the Business Combination, the anticipated timing of the
Business Combination, the implied valuation of Kustom
Entertainment, the products offered by Kustom Entertainment and the
markets in which it operates, and Kustom Entertainment’s projected
future results. Words such as “believe,” “project,” “expect,”
“anticipate,” “estimate,” “intend,” “strategy,” “future,”
“opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,”
“will continue,” “will likely result,” and similar expressions are
intended to indentify such forward-looking statements.
Forward-looking statements are predictions, projections and other
statements about future events that are based on current
expectations and assumptions and, as a result, are subject to
significant risks and uncertainties that could cause the actual
results to differ materially from the expected results. Most of
these factors are outside of Digital Ally’s, Clover Leaf’s and
Kustom Entertainment’s control and are difficult to predict.
Factors that may cause actual future events to differ materially
from the expected results, include, but are not limited to: (i) the
risk that the Business Combination may not be completed in a timely
manner or at all, which may adversely affect the price of Digital
Ally’s and Clover Leaf’s securities, (ii) the risk that the
Business Combination may not be completed by Clover Leaf’s business
combination deadline, even if extended by its stockholders, (iii)
the potential failure to obtain an extension of the business
combination deadline if sought by Clover Leaf; (iv) the failure to
satisfy the conditions to the consummation of the Business
Combination, including the adoption of the agreement and plan of
merger (“Merger Agreement”) by the stockholders of Clover Leaf, (v)
the occurrence of any event, change or other circumstance that
could give rise to the termination of the Merger Agreement, (vi)
the failure to obtain any applicable regulatory approvals required
to consummate the Business Combination, (vii) the receipt of an
unsolicited offer from another party for an alternative transaction
that could interfere with the Business Combination, (viii) the
effect of the announcement or pendency of the Business Combination
on Kustom Entertainment’s business relationships, performance, and
business generally, (ix) the inability to recognize the anticipated
benefits of the Business Combination, which may be affected by,
among other things, competition and the ability of the
post-combination company to grow and manage growth profitability
and retain its key employees, (x) costs related to the Business
Combination, (xi) the outcome of any legal proceedings that may be
instituted against Kustom Entertainment or Clover Leaf following
the announcement of the proposed Business Combination, (xii) the
ability to maintain the listing of Clover Leaf’s securities on the
Nasdaq prior to the Business Combination, (xiii) the ability to
implement business plans, forecasts, and other expectations after
the completion of the proposed Business Combination, and identify
and realize additional opportunities, (xiv) the risk of downturns
and the possibility of rapid change in the highly competitive
industry in which Kustom Entertainment operates, (xv) the risk that
demand for Kustom Entertainment’s services may be decreased due to
a decrease in the number of large-scale sporting events, concerts
and theater shows, (xvi) the risk that any adverse changes in
Kustom Entertainment’s relationships with buyer, sellers and
distribution partners may adversely affect the business, financial
condition and results of operations, (xvii) the risk that changes
in Internet search engine algorithms and dynamics, or search engine
disintermediation, or changes in marketplace rules could have a
negative impact on traffic for Kustom Entertainment’s sites and
ultimately, its business and results of operations, (xviii) the
risk that any decrease in the willingness of artists, teams and
promoters to continue to support the secondary ticket market may
result in decreased demand for Kustom Entertainment’s services,
(xix) the risk that Kustom Entertainment is not able to maintain
and enhance its brand and reputation in its marketplace, adversely
affecting Kustom Entertainment’s business, financial condition and
results of operations, (xx) the risk of the occurrence of
extraordinary events, such as terrorist attacks, disease epidemics
or pandemics, severe weather events and natural disasters, (xxi)
the risk that because Kustom Entertainment’s operations are
seasonal and its results of operations vary from quarter to quarter
and year over year, its financial performance in certain financial
quarters or years may not be indicative of, or comparable to,
Kustom Entertainment’s financial performance in subsequent
financial quarters or years, (xxii) the risk that periods of rapid
growth and expansion could place a significant strain on Kustom
Entertainment’s resources, including its employee base, which could
negatively impact Kustom Entertainment’s operating results, (xxiii)
the risk that Kustom Entertainment may never achieve or sustain
profitability, (xxiv) the risk that Kustom Entertainment may need
to raise additional capital to execute its business plan, which
many not be available on acceptable terms or at all; (xxv) the risk
that third-parties suppliers and manufacturers are not able to
fully and timely meet their obligations, (xxvi) the risk that
Kustom Entertainment is unable to secure or protect its
intellectual property, (xxvii) the risk that the post-combination
company’s securities will not be approved for listing on Nasdaq or
if approved, maintain the listing and (xxviii) other risks and
uncertainties indicated from time to time in the proxy statement
and/or prospectus to be filed relating to the Business Combination.
There may be additional risks that Digital Ally and Kustom
Entertainment presently do not know or that Digital Ally and Kustom
Entertainment currently believe are immaterial that could also
cause results to differ from those contained in any forward-looking
statements. Forward-looking statements speak only as of the date
they are made. Readers are cautioned not to put undue reliance on
forward-looking statements, and Digital Ally, Kustom Entertainment
and Clover Leaf assume no obligation and do not intend to update or
revise these forward-looking statements, whether as a result of new
information, future events, or otherwise.
The foregoing list of factors is not exhaustive.
Recipients should carefully consider such factors, with respect to
the proposed Business Combination, and the other risks and
uncertainties described and to be described in the “Risk Factors”
section of Clover Leaf’s Annual Report on Form 10-K filed for the
year ended December 31, 2022 filed with the SEC on April 14, 2023
and subsequent periodic reports filed by Clover Leaf with the SEC,
the Proxy Statement and//or Registration Statement and other
documents filed or to be filed by Clover Leaf from time to time
with the SEC. These filings identify and address other important
risks and uncertainties that could cause actual events and results
to differ materially from those contained in the forward-looking
statements with respect to the proposed Business Combination.
Forward-looking statements speak only as of the date they are made.
Recipients are cautioned not to put undue reliance on
forward-looking statements with respect to the proposed Business
Combination, and neither Kustom Entertainment nor Clover Leaf
assume any obligation to, nor intend to, update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise, except as required by law. Neither
Kustom Entertainment nor Clover Leaf gives any assurance that
either Kustom Entertainment or Clover Leaf, or the combined
company, will achieve its expectations.
Participants in the
Solicitation
Clover Leaf and Kustom Entertainment and their
respective directors and certain of their respective executive
officers and other members of management and employees may be
considered participants in the solicitation of proxies from the
stockholders of Clover Leaf with respect to the Business
Combination. Information about the directors and executive officers
of Clover Leaf is set forth in its Annual Report on Form 10-K for
the fiscal year ended December 31, 2022 filed with the SEC on April
14, 2023. Additional information regarding the participants in the
proxy solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, will be included in
the proxy statement and/or prospectus and other relevant materials
to be filed with the SEC regarding the Business Combination when
they become available. Stockholders, potential investors and other
interested persons should read the proxy statement and/or
prospectus carefully when it becomes available before making any
voting or investment decisions. When available, these documents can
be obtained free of charge from the sources indicated above.
No Offer or Solicitation
This communication shall not constitute a
solicitation of a proxy, consent or authorization with respect to
any securities or in respect of the proposed Business Combination.
This communication shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction. No offering of securities shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
U.S. Securities Act of 1933, as amended, or an exemption
therefrom.
Contact InformationBrody Green, PresidentStanton Ross, CEOTom
Heckman, CFODigital Ally,
Inc.913-814-7774info@digitalallyinc.com
Digital Ally (NASDAQ:DGLY)
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