AgriFORCE Announces Binding Letter
of Intent to Acquire Berry People LLC,
Further Strengthening its Brands
Division
Berry People's 2022 unaudited net
revenue was USD $37 million
Acquisition of berry business
brings an established distribution network and clients including
over 200 retail and foodservice companies and over 100 growers and
exporters across the US, Canada, Mexico, and Peru
Allows AgriFORCE to realize
synergies with UN(THINK), as well as future market expansion and IP
development opportunities
VANCOUVER, British Columbia, January 24, 2023
-- InvestorsHub NewsWire -- AgriFORCE Growing Systems Ltd. ("the
Company") (NASDAQ: AGRI; AGRIW), an intellectual property
(IP)-focused agtech company dedicated to advancing sustainable
cultivation practices and food and plant products, today announced
it has entered into a binding letter of intent ("LOI") to acquire
Berry People LLC, ("Berry People"), a berry business with an
increasingly international footprint and a scalable platform model.
The acquisition bolsters the AgriFORCE Brands division and allows
the Company to realize commercial synergies with UN(THINK), which
aims at innovating in the specialty
flour and grain-based products categories.
Berry People was
founded in 2017 by berry industry veterans to create a new platform
to meet market demand for a branded, year-round, and full-line
supply of organic and conventional berries. Berry People quickly
established a recognized global trade brand and scalable
operations, comprised of over 200 retail and foodservice clients
and over 100 grower and exporter clients across the US, Canada,
Mexico, and Peru. Berry People had unaudited net revenues of USD
$37 million for the year ended December 31, 2022.
The LOI (which
shall be followed by a definitive purchase agreement) sets forth a
purchase price of $28 million, consisting of $18.2 million in cash
and $9.8 million in AgriFORCE restricted shares, will be paid at
closing to acquire 70% of Berry People's equity interests. Berry
People will have the opportunity for future earnouts during the
five years after closing based on future revenue and EBITDA targets
associated with agreed upon growth targets.
In collaboration
with AgriFORCE, Berry People aims to further develop backward
integration into agricultural production via farming joint ventures
and deploy licensed and developed IP as part of a scalable
franchising model. The berries market was $9.65 billion in 2021 in
the U.S. alone[1],
with growth rates of around 10% or more each year since 2019— a
trend that is expected to continue.
Mauro Pennella,
President of AgriFORCE Brands, said, "We are very excited to
announce the LOI with Berry People, which is a thriving business
with promising growth opportunities. The AgriFORCE Brands division
offers better and more nutritious food and plant-based products to
today's consumers, both in the form of better grains and pulses
with UN(THINK), and now in terms of fresh and nutritious
berries."
Pennella continued,
"We aim to maximize commercial synergies between Berry People and
UN(THINK), in terms of distribution, to retail, foodservice and
other areas. We anticipate that the additional volume coming in the
next year from their new grower relationships in Mexico should
drive robust growth in 2023. Furthermore, we see a great fit with
Delphy, given their well-established soft fruit and CEA advisory
business, as well as their advanced R&D capabilities, which
will work with Berry People and its grower-operators to drive
increased yields and improved quality, enhance farm operations, and
support the deployment of new varietals, fortifying Berry People's
vertical integration and growth plans."
Jerald Downs, CEO
of Berry People, said, "We are thrilled to join
AgriFORCE, as
we are mutually aligned on the Company's vision and strategy, as
well as AgriFORCE's desire to build the Berry People brand
alongside the Company's founders and industry-experienced
management team. This assures us that we can be a reliable and
rooted platform for our industry partners, other collaborators, and
the broader communities that we serve."
ABOUT BERRY PEOPLE LLC
Berry People is an
integrated and branded berry business with an increasingly global
footprint, and a scalable platform model. We are committed to
providing our customers with a balanced portfolio of all four
berries with quality, in brand, organically and conventionally, and
on a year-round basis. Likewise, we are committed to
providing our grower-operators with competitive distribution at
increasing scale over time, the latest in licensed and developed
IP, and with administration and other necessary resources to build
trustworthy farm operations for all members of our broader Berry
People community. Additional information about Berry People is
available at: https://berrypeople.com/
ABOUT AGRIFORCE
AgriFORCE Growing
Systems Ltd. (NASDAQ: AGRI; AGRIW) is an agtech company focused on
building an integrated agtech platform that combines the best
technology, intellectual property, and knowledge to solve an urgent
problem – providing the best solutions to help drive sustainable
crops and nutritious food for people around the world. The
AgriFORCE vision is to be a global leader in delivering plant-based
foods and products through an advanced and sustainable agtech
platform that makes positive change in the world—from seed to
table. Additional information about AgriFORCE is available at:
www.agriforcegs.com.
Follow AgriFORCE on
Twitter: @agriforcegs
Follow AgriFORCE on
Facebook: AgriFORCE Growing Systems
Ltd.
Connect with AgriFORCE on
LinkedIn: AgriFORCE Growing Systems
Ltd.
This press release contains
forward-looking statements within the meaning of the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995.
Statements other than statements of historical facts included in
this press release may constitute forward-looking statements and
are not guarantees of future performance, condition or results and
involve a number of risks and uncertainties. Actual results may
differ materially from those in the forward-looking statements as a
result of a number of factors, including those described from time
to time in our filings with the Securities and Exchange Commission
and elsewhere. The Company undertakes no duty to update any
forward-looking statement made herein. All forward-looking
statements speak only as of the date of this press release. This
announcement is for informational purposes only and does not
constitute an offer to sell or a solicitation of an offer to buy
securities of the issuer. Any offer to sell or solicitation of an
offer to buy securities of the issuer may only be made pursuant to
a valid prospectus pursuant to an effective registration statement
or pursuant to a valid exemption from registration under the
Securities Act of 1933, as amended and the rules and regulations
promulgated thereunder.
Company Contact:
Ian Pedersen
Tel: (604) 757-0952
Email: ipedersen@agriforcegs.com
Investor Relations:
Crescendo Communications, LLC
David Waldman/Alexandra Schilt
Tel: (212) 671-1021
Email: AGRI@crescendo-ir.com
Media Relations:
Peppercomm
Hannah Robbins
Tel: (415) 633-3205
Email: AgriFORCE@peppercomm.com