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Above Food Will Go Public Through SPAC Merger

Above Food Will Go Public Through SPAC Merger

Dive Brief:

  • Canadian agriculture, ingredients and plant-based consumer product company Above Food plans to go public on the New York Stock Exchange through a merger with special purpose acquisition company Bite Acquisition Corp. The deal is expected to close in the second half of 2023.
  • Above Food, which the deal values at $319 million, has growth opportunities in three different sectors, Bite Acquisition CEO Alberto Ardura and Above Food CEO Lionel Kambeitz said in an investor call Monday morning. The company features farming across about 300,000 acres in the U.S. and Canada; specialty ingredients utilizing five platforms; and nine consumer brands of products.
  • As markets in general continue to slow, there have not been many food brands seeking public market debuts. The only other food company to go public this year has been Moolec Science, which got to Nasdaq through a SPAC merger approved late last year.

Dive Insight:

Above Food has a unique business concept, with business entities spanning three different sectors of food production. And, Ardura said on the investor call, its business model shows major competitive advantages and opportunities to expand its margins.

For agriculture, Above Food contracts with large-scale producers, providing them with proprietary technology and custom-bred crops to grow. The company works with farmers to employ regenerative practices, as well as other sustainability measures. These actions give Above Food a vast and unique supply of commodity crops, Kambeitz said.

The company sells commodity ingredients to larger suppliers, and has three ingredient processing plants in Canada, all with a wide variety of processing abilities and traceability capabilities. For this segment, Above Food has more than 260 customers in 29 countries, co-founder and Chief Innovation Officer Martin Williams said on the investor call. The company also owns and leases more than 300 rail cars.

Its CPG brands include pioneering U.S. plant-based items including Tuno and Loma Linda, regenerative organic legume and specialty grains brand Farmer Direct Organic Foods, and oat-based food makers Only Oats and Culcherd. Above Food also has a private label business. Williams said the company’s products are currently at 35,000 distribution points across 29 countries, and there are many opportunities to expand. Margins can grow more in this sector, he said, because Above Food directly sources about half of the ingredients for its products.

“We believe Above Food will be a first-of-its-kind public company within the food-based specialty ingredients sector – utilizing a vertically integrated business model that leverages its own source of supply and distribution infrastructure to create higher value formulations and products for the benefit of downstream customers in the ingredients and CPG space,” Ardura said in a written statement.

Over the 12 months that ended on Jan. 31, Above Food generated $294 million in revenue, CFO Jason Zhao said on the investor call. Those revenues had 4% consolidated gross margins, and earnings before interest, taxes, depreciation and amortization of 1%. Kambeitz said those revenues break down to 61% from agriculture, 37% from ingredients, and 2% from CPG.

For fiscal year 2024, Zhao said, Above Food is projecting 129% organic growth in its specialty ingredients business. This anticipated growth is largely driven by more penetration of its oat ingredients and pet food ingredients, as well as increasing output. And because Above Food has an agriculture business, it has already locked in the crops it needs for those ingredients. From fiscal year 2022 through fiscal year 2024, Above Food is projecting a compound annual growth rate of 83% for its agriculture business.

Bite Acquisition’s investors will need to approve the merger, but the transaction has already received $9 million of investments from Lexington Capital and oat manufacturer Grupo Vida, Bite Acquisitions said.

While revenues and sales in the food business have gone in opposite directions in the last year, and publicly traded plant-based companies have seen sales and share prices fall, Above Food’s combination of business areas may provide both growth opportunity and stability.

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