● Lavoro is Brazil’s largest agricultural inputs
retailer and one of the leading providers of agriculture biologics
inputs; Pattern Ag’s unique soil metagenomics and digital agronomy
platform predict crop risks and nutrient deficiencies, provide
product recommendations to farmers
● Under the partnership, Lavoro and Pattern Ag plan to
deliver services to Latin American farmers that use DNA sequencing
and software-based tools to help improve farm productivity,
increasing crop yields while minimizing the costs, land, water, and
carbon footprint
● The multi-year agreement comes after Lavoro announced its
intent to become the first US-listed pure-play Latin American
agricultural inputs retailer through a business combination with
TPB Acquisition Corporation I (TPBA)
● Latest collaboration demonstrates potential synergies
between Lavoro and TPBA’s sponsor The Production Board, the
investment holding company that launched Pattern Ag
Lavoro, Brazil’s largest agricultural inputs retailer, announced
today a multi-year partnership with soil metagenomics and digital
agronomy leader Pattern Ag to offer farmers in Brazil a
groundbreaking service that will predict crop risks and nutrient
deficiencies and offer specific product recommendations through a
personalized software experience.
As Brazil’s largest agricultural inputs retailer and a trusted
advisor to over 53,000 farmers through its footprint of over 190
retail stores, Lavoro is positioned to help bring this advantaged
technology service offering to farmers across the country.
This strategic partnership expands Lavoro’s portfolio of digital
tools and services for Brazilian farmers, a key growth driver for
the company. With Pattern Ag, Lavoro plans to offer clients a
digital agronomy platform that will map their fields, analyze their
agronomy data, leverage applied metagenomics sequencing and soil
chemistry analysis, and provide specific production application
recommendations to clients, helping farmers improve yields, while
minimizing their costs, land, water, and carbon footprint.
Founded with an initial investment from San Francisco-based
investment holding company The Production Board, Pattern Ag’s
first-of-its-kind automated metagenomics platform unlocks
predictive, actionable insights so agronomists and their farmer
clients can improve yields efficiently. Pattern Ag’s breakthrough
metagenomics platform reads the DNA found in farmer’s fields to
identify specific pests, diseases, and nutrient deficiencies.
A single teaspoon of soil can contain over a billion living
microorganisms. DNA sequencing and software-based models can help
unlock insights into how specific organisms are affecting the
productivity of the soil and the farm. Just as genomics technology
is rapidly becoming the front-line diagnostic test in human health,
Pattern Ag is applying these same genomics techniques to
understanding soil and plant health, giving farmers the ability to
apply precision agricultural practices to their crop inputs,
including pesticides, fertilizers, and emerging biologics
applications.
Farmers in the United States who use Pattern Ag’s technology
have slashed input costs and increased yield, boosting farm profits
by up to $60 per acre. Pattern Ag is arming farmers with the
technology and charting the economic model for them to integrate
incremental regenerative practices into row crop farming.
Brazilian row-crop farmers are uniquely challenged by pest,
disease, and fertilizer decisions, with significant pest pressure
across the region while farmers typically operate two to three
growing seasons per year.
“We are thrilled to partner with Lavoro and its Latin American
farmer clients, who are embracing digital agronomy and are already
supplementing traditional chemical crop inputs with biological
solutions,” said Rob Hranac, CEO of Pattern Ag. “Lavoro is a
trusted and technology-forward agronomic advisory leader across the
world’s largest agriculture export market. Together, I’m confident
we will accelerate productivity and sustainability gains,
supporting the global food supply while minimizing the footprint of
agriculture.”
A leading agricultural inputs retailer in Latin
America
Sao Paulo-based Lavoro offers Latin American farmers a
comprehensive portfolio of agriculture input products including
seed, fertilizer, crop protection, emerging biologics and other
specialty products. Lavoro’s technical sales representatives meet
with more than 53,000 farmer clients to help plan their growing
seasons, and purchase the right inputs specific to their needs,
among other agronomic advisory services.
Lavoro’s vertically integrated crop inputs business, “Crop
Care,” is a major supplier of biologics and specialty fertilizers
in Brazil. Operating at the forefront of agriculture technology,
the company’s portfolio of proprietary biologics enables farmers to
protect their crops from disease, pests, and weeds without the
carbon and environmental persistence of traditional agrochemicals –
while simultaneously helping to boost soil health and farm
profits.
Lavoro has distribution operations in Brazil and Colombia, and
an emergent agricultural input trading company in Uruguay. The
company announced plans last week to expand its coverage to Chile
and Peru with the acquisition of NS Agro holding company.
“Together, we believe Lavoro and Pattern Ag can accelerate
technology adoption and boost the Latin American agricultural
sector’s productivity sustainably,” said Ruy Cunha, Lavoro CEO.
Lavoro and TPB: a shared vision for global food
security
Lavoro announced in September its intent to become the first
US-listed pure-play Latin American agricultural inputs retailer
through a business combination with The Production Board’s (“TPB”)
Special Purpose Acquisition Company, TPB Acquisition Corporation I
(“TPB Acquisition Corp”) (Nasdaq: TPBA).
The transaction aims to bring together The Production Board’s
agriculture technology expertise and Lavoro’s portfolio of
businesses and market penetration to help transform Latin America
into a global breadbasket, improving global food security and
sustainability.
Beyond the Pattern Ag partnership, TPB expects to support the
acceleration of Lavoro’s digital agronomy and service offerings as
a strategic advisor and through leadership and partnership
development. TPB CEO and founder David Friedberg is expected to
join Lavoro’s board of directors upon the close of the proposed
business combination.
The transaction is expected to close in the fourth quarter of
2022, subject to the satisfaction of customary closing conditions
(including the approval of the shareholders of TPB Acquisition
Corp.). A new US publicly-listed entity is expected to be listed on
the Nasdaq under the ticker symbol “LVRO.” Upon listing, Lavoro
will become the first US-listed pure-play Latin American
agricultural inputs retailer.
About Lavoro
Lavoro is Brazil’s largest agricultural inputs retailer and a
leading provider of agriculture biologics inputs. Through a
complete portfolio, Lavoro empowers farmers to adopt breakthrough
technology and boost productivity. Founded in 2017, Lavoro has a
broad geographical presence, with distribution operations in Brazil
and Colombia, and an emergent agricultural input trading company in
Uruguay. Lavoro’s 878 technical sales representatives meet with
more than 53,000 customers on farms and at 193 retail locations
multiple times per year to help them plan, purchase the right
inputs, and manage their farming operations to optimize
outcomes.
Learn more about Lavoro at www.lavoroagro.com.br.
About Pattern Ag
Founded in 2018, Pattern Ag envisions a future where
conventional agricultural inputs are enhanced and eventually
replaced by precision microbiome engineering, improving farm
productivity and sustainability. Pattern Ag’s corporate office is
headquartered in Emeryville, CA, with field teams throughout the
Midwest. Pattern Ag uses analytics to help farmers optimize their
spend on fertility and crop protection inputs while improving the
long-term productivity of their land. To learn more, visit
www.pattern.ag.
About The Production Board
Founded by David Friedberg, The Production Board is a venture
foundry and investment holding company established to solve the
most fundamental problems that affect our planet by reimagining
global systems of production across food, agriculture,
biomanufacturing, human health, and the broader life sciences. TPB
builds businesses based on emerging scientific discoveries,
partners with exceptional talent, and provides them with the
capital, infrastructure and market insights needed to deliver
meaningful improvement in the cost, energy, time, or carbon
footprint of conventional systems. TPB is backed by leading
strategic and financial investors, including Alphabet, Allen &
Company LLC, Cascade, and funds and accounts managed by BlackRock,
Baillie Gifford, Koch Disruptive Technologies, Counterpoint Global
(Morgan Stanley), Foxhaven Asset Management, and Arrowmark
Partners. Learn more about our work at www.tpb.co.
Additional Information and Where to Find It
The proposed business combination will be submitted to
shareholders of TPB Acquisition Corp. for their consideration.
Lavoro has filed a registration statement on Form F-4 (“the
Registration Statement”), which includes a preliminary proxy
statement to be distributed to TPB Acquisition Corp.’s shareholders
in connection with TPB Acquisition Corp.’s solicitation for proxies
for the vote by TPB Acquisition Corp.’s shareholders in connection
with the proposed business combination and other matters as
described in the Registration Statement, as well as the prospectus
relating to the offer of the securities to be issued in connection
with the completion of the proposed business combination. TPB
Acquisition Corp.’s shareholders and other interested persons are
advised to read the preliminary proxy statement / prospectus and
any amendments thereto and, once available, the definitive proxy
statement / prospectus, in connection with TPB Acquisition Corp.’s
solicitation of proxies for its special meeting of shareholders to
be held to approve, among other things, the proposed business
combination, because these documents contain important information
about TPB Acquisition Corp., Lavoro and the proposed business
combination. Shareholders may also obtain a copy of the preliminary
or definitive proxy statement, once available, as well as other
documents filed with the SEC regarding the proposed business
combination and other documents filed with the SEC by SPAC, without
charge, at the SEC’s website located at www.sec.gov or by directing
a written request to: TPB Acquisition Corporation I, 1 Letterman
Drive, Suite A3-1, San Francisco, CA 94129.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN
APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY
AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS
OF THE OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION
CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
Participants in Solicitation
TPB Acquisition Corp., Lavoro and their directors and executive
officers may be deemed to be participants in the solicitation of
proxies from TPB Acquisition Corp.’s shareholders in connection
with the proposed transaction. A list of the names of the directors
and executive officers of TPB Acquisition Corp. and Lavoro and
information regarding their interests in the proposed business
combination is set forth in the Registration Statement. You may
obtain free copies of these documents as described in the preceding
paragraph.
Forward-Looking Statements
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a solicitation
of any vote or approval, nor shall there be any sale of securities
in any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The contents of any
website mentioned or hyperlinked in this press release are for
informational purposes and the contents thereof are not part of or
incorporated into this press release.
Certain statements made in this press release are “forward
looking statements” within the meaning of the “safe harbor”
provisions of the United States Private Securities Litigation
Reform Act of 1995. Forward-looking statements may be identified by
the use of words such as “aims,” “estimate,” “plan,” “project,”
“forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,”
“seek,” “target” or other similar expressions that predict or
indicate future events or trends or that are not statements of
historical matters. These forward-looking statements include, but
are not limited to, statements regarding the growth of Lavoro’s
business and its ability to realize expected results; the viability
of Lavoro’s growth strategy, including with respect to its ability
to transform the Latin American agricultural sector and consummate
acquisitions; opportunities, trends and developments in the
agricultural input industry, the expected benefits of the business
combination; and the satisfaction of closing conditions to any
business combination and any related financing. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
any investor as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and will
differ from assumptions. Many actual events and circumstances are
beyond the control of Lavoro and TPB Acquisition Corp.
These forward-looking statements are subject to a number of
risks and uncertainties, including but not limited to, the
inability of the parties to successfully or timely consummate the
proposed business combination, including the risk that any required
regulatory approvals are not obtained, are delayed or are subject
to unanticipated conditions that could adversely affect the
combined company or the expected benefits of the proposed business
combination or that shareholder approval will not be obtained; the
risk that the transaction may not be completed by TPB Acquisition
Corp.’s business combination deadline and the potential failure to
obtain an extension of the business combination deadline if sought
by TPB Acquisition Corp.; the failure to satisfy the conditions to
the consummation of the proposed transaction, including the
adoption of the proposed business combination agreement by the
shareholders of TPB Acquisition Corp.; the lack of a third party
valuation in determining whether or not to pursue the proposed
transaction; the occurrence of any event, change or other
circumstance that could give rise to the termination of the
proposed business combination agreement; the effect of the
announcement or pendency of the proposed transaction on Lavoro’s
business relationships, operating results, and business generally;
risks that the proposed transaction disrupts current plans and
operations of Lavoro and potential difficulties in employee
retention as a result of the proposed transaction; the outcome of
any legal proceedings that may be instituted against Lavoro, TPB
Acquisition Corp. or the combined company related to the proposed
business combination agreement or the proposed transaction; the
ability to maintain the listing of TPB Acquisition Corp.’s
securities on a national securities exchange; the price of TPB
Acquisition Corp.’s securities may be volatile due to a variety of
factors, including changes in the competitive and regulated
industries in which TPB Acquisition Corp. plans to operate or
Lavoro operates, variations in operating performance across
competitors, changes in laws and regulations affecting TPB
Acquisition Corp.’s or Lavoro’s business; Lavoro’s inability to
meet or exceed its financial projections and changes in the
combined capital structure; changes in general economic conditions,
including as a result of the COVID-19 pandemic; the ability to
implement business plans, forecasts, and other expectations after
the completion of the proposed transaction, and identify and
realize additional opportunities; changes in domestic and foreign
business, market, financial, political and legal conditions; the
occurrence of any event, change or other circumstance that could
give rise to the termination of the proposed business combination
agreement; the outcome of any potential litigation, government and
regulatory proceedings, investigations and inquiries and other
risks and uncertainties indicated from time to time in the final
prospectus of TPB Acquisition Corp. for its initial public offering
and the proxy statement/prospectus filed by Lavoro relating to the
proposed business combination or in the future, including those
under “Risk Factors” therein, and in TPB Acquisition Corp.’s other
filings with the SEC. If any of these risks materialize or our
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There
may be additional risks that neither TPB Acquisition Corp. nor
Lavoro presently know or that TPB Acquisition Corp. nor Lavoro
currently believe are immaterial that could also cause actual
results to differ from those contained in the forward-looking
statements.
In addition, forward-looking statements reflect TPB Acquisition
Corp.’s and Lavoro’s expectations, plans or forecasts of future
events and views as of the date of this press release. TPB
Acquisition Corp. and Lavoro anticipate that subsequent events and
developments will cause TPB Acquisition Corp.’s or Lavoro’s
assessments to change. However, while TPB Acquisition Corp. and the
TPB Acquisition Corp. may elect to update these forward-looking
statements at some point in the future, TPB Acquisition Corp. and
Lavoro specifically disclaim any obligation to do so. These
forward-looking statements should not be relied upon as
representing TPB Acquisition Corp.’s or Lavoro’s assessments as of
any date subsequent to the date of this press release. Accordingly,
undue reliance should not be placed upon the forward-looking
statements.
No Offer or Solicitation
This press release and/or other information does not constitute
an offer to sell or the solicitation of an offer to buy any
securities, or a solicitation of any vote or approval, nor shall
there be any sale of securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such
jurisdiction. This communication and/or other information relates
to a potential financing through a private placement of common
stock of a newly formed holding company to be issued in connection
with the transaction. This communication shall not constitute a
“solicitation” as defined in Section 14 of the Securities Exchange
Act of 1934, as amended.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20221021005055/en/
For Lavoro: Guilherme Nascimento
guilherme.augusto@lavoroagro.com.br +55 66 9 9911-3093 Fernanda
Rosa fernanda.rosa@lavoroagro.com +55 41 9 9911-2712
For Pattern Ag: Natalie McCracken Natalie@pattern.ag
+1-708-220-4342
For TPB: Rachel Konrad rachel@tpb.co, +1-650-924-5471
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