Soybean Innovator Benson Hill To Go Public Through $2B SPAC Merger Deal

By Lynda Kiernan, Global AgInvesting Media

Sustainable food tech innovator Benson Hill is going public at a valuation of $2 billion through a merger with special purpose acquisition company Star Peak Corp II. Upon closing of the deal, the combined company, which will be listed on the New York Stock Exchange, will operate under the name Benson Hill Inc. and will continue to be led by Benson Hill CEO, Matt Crisp.

Founded in 2012, Benson Hill leverages Cloud Biology®, or the combination of data science, machine learning, AI techniques, biology, and genomics to unlock nature’s genetic diversity in plants to create innovative food and ingredient products.

The company manifests its seed to shelf innovation through CropOS™, its platform that uses predictive analytics to simulate tens of millions of genetic outcomes for plants, referencing an ever-expanding and unrivaled data library to make Cloud Biology® actionable.

This technology enables Benson Hill to accelerate and precisely develop more sustainable feed, food, and ingredient options years quicker than traditional crop breeding systems through an approach that decreases development costs, shortens time to market, meets consumer demand, and links the interests of both the growers and consumers.

“At Benson Hill, we believe the natural genetic diversity of plants has untapped potential to make great-tasting food and ingredient choices that are healthier, more sustainable, and more affordable,” said Matt Crisp, CEO, Benson Hill. “Since our founding in 2012, we have developed our CropOS® technology platform to combine data science, plant science, and food science, a truly differentiating convergence of disciplines.”

Crisp continued, “As a result of this technology innovation and our go-to-market approach, we are now at the launch phase to deliver and help meet the explosive demand for plant-based ingredients that can displace processing steps, reduce additives, and serve as the ‘picks and shovels’ for the plant-based food revolution.”

In pursuit of this, Benson Hill operates two business segments: Ingredients and Fresh. Ingredients focuses on enhancing soybean and yellow pea ingredients for the rapidly growing plant-based foods segment, as well as animal feed and pet food inputs.

Currently, the company is working with its partner growers to scale production of its Ultra-High Protein soybean varieties in 2021, which can reduce processing costs, as well as water and energy usage. Its proprietary data library, with high-performance soybean breeding data and hundreds of billions of data points, is expected to double in size every year.

In regard to yellow peas, Benson Hill has developed a comprehensive genomic map that when combined with its CropOS platform, enables the company to accelerate its breeding program for the development of uniquely differentiated varieties that significantly reduce off-flavors, increase protein content, and will phase out expensive, energy and water-intensive processing steps currently required for the production of plant-based protein ingredients for meat alternatives.

It was only in November 2020 that Benson Hill raised $150 million through a Series D co-led by Wheatsheaf and GV.

The company’s business model and global potential to improve health and well-being attracted a diverse range of new and existing investors to this round, including Argonautic Ventures, Caisse de dépôt et placement du Québec (CDPQ), Emart, GS Group, Louis Dreyfus Company, iSelect Fund, Fall Line Capital, Mercury Fund, Prelude Ventures, Prolog Ventures, S2G Ventures, and other strategic and family offices.

One month later, in December 2020, the company announced a collaboration with Rose Acre Farms, the second largest egg producer in the U.S., that will build out the supply chain for Benson Hill’s high-protein, high-oleic, low anti-nutrient soybeans.

Benson Hill’s Fresh business is working to develop novel fresh produce that meets the demands of both growers and consumers by leveraging its advanced technology capabilities with an extensive grower base, distribution network, and retail relationships with J&J Family of Farms Inc, its field produce subsidiary. Benson Hill notes that this business is well positioned to develop and commercialize differentiated produce and “functional foods” that in the future will serve at the nexus of the produce and pharmacy aisles.

Mike Morgan, chairman at Star Peak, commented, “Benson Hill is a truly category-defining food technology company, with a game-changing technology platform and a significant and growing addressable market, that’s the first of its kind to go public.”

This deal is expected to result in a debt-free balance sheet from which to execute on Benson Hill’s strategic plan – giving the company a pro-forma enterprise value of approximately $1.3 billion, and $625 million in gross proceeds – including oversubscribed and upsized $225 million PIPE, with investment from funds and accounts managed by BlackRock, Van Eck Associates Corporation, Hedosophia, Lazard Asset Management, Post Holdings, existing Benson Hill investors and affiliates of Star Peak.

“Benson Hill and its exceptional management team perfectly align with Star Peak’s mission to provide growth capital to a market-leading business focused on sustainability and decarbonization,” added Morgan. “We believe Benson Hill is well positioned to be a market leader in the plant-based food revolution and will drive significant benefits for both human health and the planet.”

This IPO also presents investors with a pure play ESG investment opportunity with an integrated business model that generated $102 million in revenue in 2020, and projects near-term growth driven by its existing products, while it continues to generate both environmental and social benefits from the farm and throughout all phases of product development.

“We believe Benson Hill is at the epicenter of the evolution in our food system, with a business model that’s capable of materially transforming the sector by accelerating novel products’ paths to market and scale,” said Eric Scheyer, CEO, Star Peak. “We furthermore believe that Benson Hill represents an attractive opportunity to capitalize on the scarcity value of high-quality public food technology companies with attractive ESG characteristics.”

Crisp added, “This transaction will empower Benson Hill’s continued rapid growth and commercial expansion, providing access to resources to drive scale by strengthening our proprietary technology platform, growing partnerships across the supply chain, and expanding product commercialization efforts.”

“We believe we are now poised to take Benson Hill to new levels with a partner in Star Peak that shares our commitment to sustainability. We look forward to working closely with the Star Peak team to create value for our shareholders, value chain partners, farmers, and consumers as we help shape the future of food.”

– Lynda Kiernan is editor with GAI Media, and is managing editor and daily contributor for Global AgInvesting’s AgInvesting Weekly News and Agtech Intel News, as well as HighQuest Group’s Oilseed & Grain News. She can be reached at lkiernan@globalaginvesting.com.