
November 29, 2023
Wide Open Agriculture Limited (ASX: WOA, "Wide Open Agriculture" or the "Company") through it's wholly owned subsidiaries Wide Open Plant Protein Pty. Ltd. and Wide Open Agriculture GmbH, has signed a non-binding term sheet with Ingå Group (Ingå), a UK firm that develops clean, functional and sustainable ingredient solutions for the food industry. The term sheet outlines the terms of a proposed investment in Wide Open Agriculture GmbH, which includes the execution of a distribution agreement, the details of which will be finalised in the coming weeks.
HIGHLIGHTS
- Wide Open Agriculture Limited's wholly owned subsidiary signs a non-binding term sheet outlining a distribution and investment agreement with Ingå Group (Ingå)
- Ingå is a subsidiary of Axel Johnson AB, a leading Swedish family-owned business with 2022 net sales of SEK118bn (A$17.1bn)
- Ingå will become the exclusive distributor of WOA’s portfolio of lupin-based proteins in Europe
- Ingå will invest €500k (A$825k) in Wide Open Agriculture Germany GmbH, providing the capital to accelerate capability expansion
Ingå is a subsidiary of Axel Johnson AB, a leading Swedish family owned business that builds and develops long-term businesses that address societal challenges in areas such as food, energy, health and industry, with the aim of being a positive force for change. Axel Johnson’s portfolio of companies generated 2022 net sales of SEK$118 billion (A$17.1 billion), and collectively employ over 25,000 people around the world.
The proposed terms are non-binding and remain subject to execution of definitive binding documentation. WOA will provide further updates in due course in relation to the execution of binding documentation.
Proposed investment agreement
A summary of the material terms proposed under the non-binding term sheet is as follows:
- Ingå will invest €500,000 in Wide Open Agriculture Germany GmbH, a subsidiary of Wide Open Agriculture Limited. The investment will result in Ingå acquiring an estimated 15% stake in Wide Open Agriculture Germany GmbH, at a pre-money valuation of €2.9 million. The remaining equity in Wide Open Agriculture Germany GmbH is owned by Wide Open Agriculture (ASX: WOA).
- The investment will be used to fund ongoing working capital requirements and will allow for faster scaling of capability in Germany.
- An advisory board, consisting of up to four members, will be formed to provide strategic guidance to the management of Wide Open Agriculture Germany GmbH. Both Ingå and Wide Open Agriculture Germany GmbH will have equal representation on this board, although it will not be involved in day to day decision making.
- Execution of a distribution agreement whereby Ingå has exclusivity to market and to sell WOA's lupin based protein products across Europe.
- Execution of an IP exclusivity agreement that provides Ingå with part ownership of the former Prolupin IP that was purchased as part of the asset acquisition agreement.
- The proposed investment is conditional on the successful completion of due diligence, any approvals required (including, if applicable, board, shareholder and regulatory approvals), and the execution of associated legal documents, including the IP exclusivity agreement and distribution agreement.
The proposed investment represents a significant vote of confidence in Wide Open Agriculture's vision and strategy, positioning the company for continued growth across the plant-based sector.
Proposed distribution agreement
Under the non-binding term sheet, both companies will also work towards formalising a binding agreement whereby Ingå will exclusively market and sell WOA’s lupin based protein products, including Buntine Protein®, across Europe. A final distribution agreement is expected to be formalised and signed by 31 December 2023. The distribution agreement is not expected to contain a minimum purchasing commitment but is expected to have other terms that are standard in commercial distribution agreements of this type.
CEO of Wide Open Agriculture, Jay Albany said"Joining forces with Ingå marks a milestone in our journey to revolutionise sustainable food production. Their investment and belief in our vision empower us to scale new heights. Ingå’s impressive track record and commitment to sustainability make them the ideal partner for our European venture. We are excited to leverage their expansive network and expertise to bring Buntine Protein® to new markets, thereby driving our growth and impact."
Adrian Short, CEO of Ingå Group, added: "We are thrilled to partner with an innovative company like Wide Open Agriculture. Their commitment to sustainability aligns perfectly with our vision for the future of food. This investment goes beyond financial implications; it's about fostering a sustainable food ecosystem and supporting Wide Open Agriculture’s potential to be a leader in this space. We are committed to helping them expand their footprint in Europe and beyond."
Click here for the full ASX Release
This article includes content from WIDE OPEN AGRICULTURE LTD, licensed for the purpose of publishing on Investing News Australia. This article does not constitute financial product advice. It is your responsibility to perform proper due diligence before acting upon any information provided here. Please refer to our full disclaimer here.
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The Conversation (0)
26 December 2024
Wide Open Agriculture
Investor Insight
A Bloomberg Intelligence report shows the plant-based market could make up to 7.7 percent of the global protein market by 2030, with a value of over $235 billion, up from US$42.7 billion in 2020. Wide Open Agriculture’s value proposition combines technology with the benefits of lupin to create a range of powerful and sustainable plant-based protein products that can leverage a booming market.
Overview
Wide Open Agriculture (ASX:WOA,FRA:2WO) is an ag-tech company based in Australia, focusing on the next generation of plant protein ingredients for food and drink manufacturers globally. The company is focused on harnessing the benefits of lupin as a sustainable and powerful source of protein, offering it as an alternative to traditional plant-based protein products such as soy and pea.
Lupin is increasingly recognized as a valuable plant-based superfood, recognized for their high protein and dietary fibre content, making them a valuable addition to human nutrition. On the sustainability front, lupins have the ability to enrich soil fertility, thereby supporting more environmentally friendly agricultural practices. Their role in crop rotation and their nitrogen-fixing abilities contribute to reduced reliance on synthetic fertilizers, promoting better land management and sustainability. Using lupin-based protein ingredients helps improve manufacturers’ environmental credentials, as well.
Key to WOA’s value proposition is its patented ag-tech process that turns lupins into a superfood, producing a protein ingredient that enables food manufacturers to improve and replace traditional ingredients by eliminating the need for sugars and other artificial additives. WOA’s Buntine Protein is a breakthrough product, offering the most neutral-tasting plant-based protein in the market and allowing food manufacturers to create ‘clean label’ food and drink products. Traditional soy-based and pea-based ingredients often require additional ingredients, like sugars and additives, to make them palatable to consumers.
WOA has relocated its head office and R&D facility from Kewdale to a more strategically positioned location at 2/284 Oxford Street, Leederville, Western Australia. The new Leederville office offers a more cost-effective solution while providing convenient access to key commercial services. The company has also conducted a comprehensive review of its German production facility operations and costs, to improve operational efficiency and to address facility underutilisation to date, caused by a long procurement cycle in the food industry. WOA completed two toll treatment trials for local plant-based protein companies which resulted in the production of high-quality protein products, showcasing the facility's capabilities to potential customers.
Company Highlights
- Wide Open Agriculture (WOA) is focused on developing cleaner, better quality and more functional alternatives to current plant-based protein sources.
- WOA plans to leverage its patented agritech process to create protein-rich, lupin-based products and ingredients that do not contain additives like sweeteners, gums and stabilizers traditionally used with conventional soy-based or pea-based proteins.
- Overall, the products created by WOA are cleaner tasting and more functional. The company’s main goal remains to bring its lupin protein isolate, called Buntine Protein® to market as quickly and cost effectively as possible.
- Over the next six to nine months, WOA will work with food companies to get products to market and ramp up production at its world class manufacturing facility in Germany.
Key Products and Process
Through IP licenced from Curtin University in 2020, WOA has worked towards commercializing the IP at scale, combining it with the company’s deep knowledge of lupin protein extraction and processing. As a result, WOA has developed a range of products that provide a healthier, more sustainable alternative to traditional soy-based or pea-based protein products.
WOA opened a pilot production plant early in 2023 to produce its eco-friendly Buntine Protein. The technology targets a constituent part of lupin that allows it to increase the proteins’ ability to blend and mix with other food ingredients.
In October 2023, WOA purchased European lupin protein-isolate producer Prolupin GmbH. The $4.3-million acquisition gives WOA immediate access to commercial-scale manufacturing capacity. Having a foothold in Germany will also help WOA get its Buntine Protein to a wider market. The sale includes Prolupin’s German manufacturing facility and the patents to produce the Prolupin protein isolate.
The German facility can produce 500 tons per year of lupin-protein concentrate with the ability to expand production to 1,000 tons per year, with an investment of $3 to $5 million within the next one to two years. Prolupin’s technology will also help diversify and enhance WOA’s lupin-product catalogue, with the capability to produce protein-rich lupin isolates, a protein concentrate in wet form, and a lupin oil.
WOA’s proprietary lupin-based protein ingredients have been successfully integrated into third-party consumer products in Australia and the US. CHONK vegan cookies, sold in Australia, is a gluten-free, egg-free, soy-free and dairy-free treat that uses Buntine Protein as an ingredient. In the US, WOA’s Prolupin isolate LP90 has been integrated into Superitalia’s Instant Superfood Cappuccino brand.
After an extensive R&D program, WOA’s new lupin fibre product, designed for the dietary fibre market projected to reach $16.3 billion by 2032, is now also ready for commercialization.
This year, the company plans to: 1) increase sales by working with international food manufacturers and brands; and 2) monetize co-products like lupin-oil and lupin fibre.
Management Team
Yaxi Zhan - Non-executive Director and Chairperson
Yaxi Zhan is an experienced executive with over 17 years of experience across startups, large-scale mining operations and ASX-listed companies. With strong connections in the Australian and Chinese business communities, Zhan is recognised for her business acumen and efficiency across diverse business and cultural environments. She is the founder and former managing director of Accelerate Resources Limited (ASX:AX8).
Anthony (Maz) Maslin - Non-executive Director
Anthony Maslin is an entrepreneur and social change visionary, driven by bringing new meaning and hope to environmental and community projects.
Joanne Ford - Non-executive Director
Joanne Ford is an experienced director and executive, with over 30 years of experience in ASX and international listed groups, start-ups and not-for-profit companies.
Beverley Nichols - Interim Chief Financial Officer
Beverley Nichols is a qualified certified practicing accountant with more than 15 years of experience, serving as the CFO of ASX listed companies across industries. Her extensive experience in financial reporting, regulatory compliance, and finance management will enhance the company's financial operations and support its strategic objectives.
Merilyn Elson - Product Strategy and Innovation Manager
Merilyn Elson’s background is in the fast-moving consumer goods industry, where she worked for a WA family-owned food manufacturer for over 30 years.
Hayder Al-Ali – Senior Food Scientist
During Hayder AL-Ali's PhD program, he worked extensively on optimizing lupin protein extractability, techno-functionality and palatability.
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Creating food ingredients that build a better future for people and the planet.
12h
Quarterly Activities Report and Appendix 4C
23 April
RLF Secures Short Term Funding to Accelerate its Sales Expansion
RLF AgTech Ltd (ASX: RLF) (RLF or the Company) is pleased to advise that it has successfully completed a placement of 7,000 unsecured convertible notes (Notes) to a group of institutional, professional, and sophisticated investors, raising total proceeds of $700,000.
Key Highlights
- $700,000 raised through the issue of 7,000 unsecured Convertible Notes at a face value of $100 per Note Conversion price set at $0.06 per RLF share.
- Funding supports increased working capital expansion of Australian sales team and marketing as well as new application equipment for LiquaForce
- Funding also supports increased inventory requirements for the China business
- Matures on 30 September 2025 with the Company reserving the right to redeem earlier.
The funds raised will be used to support the Company's near-term operational priorities across both domestic and international markets, with a primary focus on inventory requirements for the upcoming March—July sales period. This short-term funding ensures the Company is well-positioned to meet current demand, with the capital typically returned by July or August in line with seasonal trading cycles.
In Australia, the Company has secured a greater number of distribution or supply agreements than initially forecast. The recent agreements have resulted in a national distribution reach that have over 500 locations. To support these agreements, the Company is investing in the deployment of sales and technical personnel, the development of marketing and agronomic support materials, and the delivery of comprehensive product training.
In China, stronger-than-anticipated sales have accelerated inventory requirements for the upcoming March—July sales period. This short-term funding enables the Company to meet this demand.
A portion of the proceeds will also be directed toward capital expenditure within the RLF LiquaForce business. Specifically, funds will be used to acquire variable rate liquid fertiliser application machinery. This equipment is expected to enhance application efficiency, reduce cost differentials compared to granular fertiliser systems, and strengthen LiquaForce's competitive position in key Queensland markets.
Click here for the full ASX Release
This article includes content from RLF AgTech, licensed for the purpose of publishing on Investing News Australia. This article does not constitute financial product advice. It is your responsibility to perform proper due diligence before acting upon any information provided here. Please refer to our full disclaimer here.
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