
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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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.
30 June
South Harz Potash Limited
Investor Insight
South Harz Potash (ASX:SHP) is an advanced-stage potash development company unlocking value from one of Europe’s most strategic fertilizer assets. Headquartered in Perth, Australia, the company is currently advancing a dual-asset acquisition strategy to complement and enhance the long-term value proposition of its wholly-owned South Harz Potash Project.
Overview
South Harz Potash (ASX:SHP) holds a high-potential critical minerals opportunity strategically located in central Europe. Due to its central location, the South Harz Potash Project is primely positioned to capitalise on long-term potash price upside via its direct access to European agricultural markets, electrified rail infrastructure, and existing brownfield underground access.
Europe is seeking to enhance critical mineral resilience amid tightening global potash supply chains. European MOP supply has declined over the past decade, while imports face growing geopolitical risk due to sanctions and restrictions on major exporters such as Belarus and Russia. South Harz Potash offers a potential reliable, low-carbon, and locally-sourced future potash supply to Western Europe’s agricultural centres.
South Harz Potash completed a Pre-Feasibility Study on Ohmgebirge in May 2024, which confirmed strong project economics and scalability. The company’s key potash assets are situated over perpetual mining licenses, underpinning sustained tenure security.
A disciplined capital allocation approach sees South Harz Potash exercising ‘strategic patience’ and aligning further advancement and development of Ohmgebirge with more favorable potash market dynamics. In the meantime, the company is carefully preserving and growing the long-term real option value that it holds from being a potential world-class future domestic potash supplier to Western Europe.
Company Highlights
- Advancing a Dual-Asset Strategy: Targeting acquisition of a second critical minerals project complementary to the company’s flagship Ohmgebirge Development, part of its broader South Harz Potash Project in Germany.
- Preservation and Growth of Long-Term Potash Option Value: Amidst current global and potash market volatility, the South Harz team is focussed on advancing its potash assets via non-dilutive funding sources such as German R&D tax rebates, ERMA funding, and ongoing engagement with financial and industry parties on potential strategic asset-level investment.
- Western Europe’s Largest Potash Resource: The South Harz Potash Project comprises a dominant 659 sq km land position in Germany’s South Harz Potash District, being three perpetual mining licences (including Ohmgebirge) and two exploration tenements.
- Perpetual Tenure: The South Harz mining licences are perpetual with no holding costs and no royalty obligations, ensuring maximum project flexibility and value retention.
- Long-Term Macro Tailwinds for Potash: Europe faces declining MOP supply and is increasingly reliant on imports amid geopolitical disruption in Belarus and Russia. South Harz Potash is primely positioned to deliver stable future supply of sustainable, low-carbon potash to European markets.
- Strong Project Viability: South Harz completed a Pre-Feasibility Study (PFS) in 2024 which confirmed Ohmgebirge as a world-class brownfield development with robust technical parameters and excellent economic returns.
The South Harz Opportunity: A Dual-Asset Strategy
South Harz Potash has a dual-asset strategy designed to drive long-term value growth complementary to its South Harz Potash Project.
#1 Acquire and Advance Second Critical Minerals Asset
Leveraging its existing corporate foundation and established presence in Europe and Australia, the company is targeting the strategic acquisition of new critical minerals assets that offer strong potential to drive shareholder value creation while potash markets progressively recover.
With global market conditions rapidly evolving, South Harz Potash holds the purpose and patience to explore new opportunities, backed by a steadfast and supportive major shareholder base.
#2 Preserve and Grow Long-Term Value in South Harz Potash Project
South Harz Potash’s flagship Ohmgebirge Development, part of its broader wholly-owned South Harz Potash Project, is centrally located in Germany’s historic South Harz mining district. It is associated with established regional infrastructure, offering valuable and highly differentiating brownfield development opportunity.
Ohmgebirge hosts a maiden Ore Reserve of 83.1 Mt at 12.6 percent potassium oxide (K₂O) and a total sylvinite Mineral Resource exceeding 286 Mt. The future development of Ohmgebirge benefits from access to over 60 percent renewable grid power, electrified rail to major European ports, and water recycling systems – supporting a low-impact, sustainable operation.
Ohmgebirge forms the foundation of South Harz’s potash strategy, with nearby licences – Ebeleben, Küllstedt, and Mühlhausen–Nohra – offering modular long-term expansion potential.
Management Team
Len Jubber – Executive Chairman
With over 30 years in the mining sector, Len Jubber has held leadership roles including managing director and CEO of Bannerman Resources, managing director/CEO of Perilya, and chief operating officer of OceanaGold. He began his career with Rio Tinto in Namibia and brings a wealth of technical, commercial, and entrepreneurial experience to the company.
Dr. Reinout Koopmans – Non-Executive Director
Dr. Reinout Koopmans brings 15 years of investment banking experience from London, having led global public equity raising for natural resource companies at Deutsche Bank and headed the European equity capital markets team at Jefferies International. He also served as a management consultant at McKinsey & Co in Germany and Southeast Asia. Koopmans holds a PhD and MSc from the London School of Economics and a degree from Erasmus University, Rotterdam.
Rory Luff – Non-Executive Director
Rory Luff is the founder of BW Equities, a specialist Melbourne-based equities advisory firm, with over 15 years of experience in the financial services industry. He has spent most of his career advising resource companies on capital raisings and financial market strategies.
Richard Pearce – Non-Executive Director
Richard Pearce has over 30+ years’ experience in the mineral industry across critical, industrial and energy minerals. His participation spans the full asset life cycle and value chains, and includes key roles held across board directorships, exploration and operations management, mining finance, M&A, business strategy and operational improvement. He has a proven business development and asset commercialisation track record.
Dr. Babette Winter – Regional Director and Managing Director of Südharz Kali GmbH
Dr. Babette Winter holds a PhD in chemistry and has extensive experience in politics, communication, public administration, environmental issues, and technology. She served for over five years as state secretary for Europe in Thuringia and held various leadership roles in environmental policy and public relations within German governmental bodies.
Graeme Smith – Company Secretary
Graeme Smith is an experienced finance professional with over 30 years in accounting, corporate governance, and company administration. He is a member of the Australian Society of Certified Practising Accountants, the Institute of Chartered Secretaries and Administrators, and the Governance Institute of Australia.
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25 June
Lupin Modification Trial Validates Manufacturing Scale Up
Wide Open Agriculture (WOA:AU) has announced Lupin Modification Trial Validates Manufacturing Scale Up
19 June
Equity Raising of A$3.11 Million
04 June
Securities Purchase Plan Prospectus
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