RCS - Moolec Science SA - Moolec Science Announces ~US $30M Capital Raise

Moolec Science SaAnnouncement

17/10/2023 13:00

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RNS Number : 4152Q  Moolec Science SA  17 October 2023

Moolec Science Announces ~US $30 Million Capital Raise With Strategic
Investors

LUXEMBOURG / ACCESSWIRE / October 17, 2023 / Moolec Science SA (NASDAQ:MLEC;
"Company"; "Moolec''), a science-based food ingredient company, announced
today that it has entered into agreements to issue a convertible note due 2026
to Grupo Insud ("Insud") in a principal amount of approximately US $21 million
(the "Insud Convertible Note") with a strike price of US $6.00 per share. The
Insud Convertible Note will be issued against a cash payment of US $10 million
and in-kind contributions to be made by Insud to Moolec. In-kind contributions
include credits to access Insud's state-of-the-art industrial capabilities,
operational services, and the incorporation of Joint Venture participation,
started with Moolec in 2021. At maturity, Moolec will hold the option to
deliver ordinary shares, cash, or a combination of cash and ordinary shares.

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This transaction follows Moolec's previous announcement that it entered into a
Memorandum of Understanding with Bioceres Crop Solutions
(NASDAQ:BIOX; "BIOX") that secures the supply of approximately 15,000 tons of
HB4® soybeans (the "BIOX Supply Agreement") that may be upsized for a similar
volume. The BIOX Supply Agreement will be paid through the issuance of a
convertible note (the "BIOX Convertible Note'' and together with the Insud
Convertible Note, the "Convertible Notes") on arms-length terms to the Insud
Convertible Note.

Under the BIOX Supply Agreement, Bioceres Crop Solutions will engage with
Generation HB4® farmers to source and deliver to Moolec soybeans with a
sustainability-linked premium, which are produced under regenerative
agricultural practices, minimizing water, carbon, and chemical footprints. The
Generation HB4® program is an identity-preserved farming program that
utilizes HB4® drought-tolerance technology to enable soybean-wheat crop
rotations and improve agricultural sustainability.

Together, the Convertible Notes total approximately US $30 million of cash and
in-kind contributions that include soybean inventories, operational services,
and the acquisition of Joint Venture equity.

"We are thrilled to announce these agreements, which highlight the importance
of incorporating strategic players as shareholders. We are very proud to count
with Insud, a biotech leader in life sciences industries, and Bioceres Crop
Solutions, a top-notch ag-biotech player, as key partners for the upcoming
stages of the Company's development," said Gastón Paladini, Moolec's Chief
Executive Officer. "We all share the common purpose to redefine the way we
produce animal-based food, for good and for all. These engagements reinforce
our vision and our shareholders' long-term commitments, while motivating
Moolec´s Team to achieve the milestones to come," concluded the CEO.

"We are proud to support Moolec with this transaction and throttle the
evolution of its pipeline to bolster Moolec as a technology leader in the food
industry. Our constant pursuit of excellence and innovation drives our
partnership policies, not only by providing funding but also by offering our
experience as an innovative company in the biotechnology space. It is Insud's
purpose to foster new and better ways of improving people's lives," said
Manuel Sobrado, Executive Director of Grupo Insud in Argentina.

"This capital raise strengthens our financial position and allows us to
accelerate our business model in a challenging financial market. The notes
provide healthy optionality for Moolec to convert into common shares or cash
in three years' time," said José López Lecube, Moolec's Chief Financial
Officer. "Cash proceeds will be used to continue funding key R&D projects
and in-kind contributions will secure the needed working capital to ramp up
our commercialization plan and product development initiatives," he added.

About the Convertible Notes

The Insud Convertible Note will mature in 36 months after they are issued,
will initially accrue interest 10.0% p.a. and include a "payment-in-kind"
feature. If the trading price of Moolec's ordinary shares exceeds the strike
price of US $6.00 per ordinary share (the "Strike Price") for 10 trading
days, Insud will have the option to exercise the early conversion option
pursuant to which the principal amount outstanding under the Insud Note may be
converted into ordinary shares of Moolec at the Strike Price. The Strike Price
represents a premium of approximately 100% of the 20-day VWAP of Moolec's
ordinary shares. At maturity, Moolec has the option to convert the principal
amount outstanding under the Insud Note into ordinary shares. In connection
with Insud's early conversion option and Moolec's optional conversion at
maturity, Moolec may deliver ordinary shares, cash, or a combination of cash
and ordinary shares to Insud. The in-kind contributions to be made by Insud to
Moolec are subject to the completion of an independent appraisal procedure in
accordance with Luxembourg law. The BIOX Convertible Note is expected to be
issued on substantially similar terms as the Insud Convertible Note.

About Moolec Science SA

Moolec is a science-based ingredient company leader in the use of Molecular
Farming technology for food. The Company's mission is to create unique food
ingredients by engineering plants with animal protein genes. Its purpose is to
redefine the way the world produces animal-based food, for good and for all.
The Company's technological approach aims to have the cost structure of
plant-based solutions with the organoleptic properties and functionality of
animal-based ones. Moolec's technology has been under development for more
than a decade and is known for pioneering the production of a bovine protein
in a crop for the food industry. The Company's product portfolio and pipeline
leverages the agronomic efficiency of broadly used target crops, like soybean,
pea, and safflower. Recently, Moolec acquired plant-based ingredient
capabilities to consolidate its Molecular Farming Technology. Moolec has a
growing international patent portfolio (25, both granted and pending) for its
Molecular Farming technology. The Company is run by a diverse team of Ph.Ds
and Food Insiders, and operates in the United States, Europe, and South
America.

About Grupo Insud

Grupo Insud is a global company focused on innovation, sustainability, and
development in different industries such as pharma, agribusiness, and
renewable energy. With operations in over 40 countries and more than 8,000
people committed to pursue excellence and undertake new challenges.

About Bioceres Crop Solutions Corp.

Bioceres Crop Solutions Corp. (NASDAQ:BIOX) is a leader in the development and
commercialization of productivity solutions designed to regenerate
agricultural ecosystems while making crops more resilient to climate change.
To do this, Bioceres' solutions create economic incentives for farmers and
other stakeholders to adopt environmentally friendlier production practices.
The company has a unique biotech platform with high-impact, patented
technologies for seeds and microbial ag-inputs, as well as next-generation
Crop Nutrition and Protection solutions. Through its HB4® program, the
Company is bringing digital solutions to support growers' decisions and
provide end-to-end traceability for production outputs.

Forward-Looking Statements

This press release contains "forward-looking statements." Forward-looking
statements may be identified by the use of words such as "forecast," "intend,"
"seek," "target," "anticipate," "believe," "expect," "estimate," "plan,"
"outlook," and "project" and other similar expressions that predict or
indicate future events or trends or that are not statements of historical
matters. Such forward-looking statements with respect to performance,
prospects, revenues, and other aspects of the business of Moolec are
predictions, projections and other statements about future events that are
based on current expectations and assumptions and, as a result, are subject to
risks and uncertainties. Although we believe that we have a reasonable basis
for each forward-looking statement contained in this press release, we caution
you that these statements are based on a combination of facts and factors,
about which we cannot be certain. We cannot assure you that the
forward-looking statements in this press release will prove accurate. These
forward-looking statements are subject to a number of significant risks and
uncertainties that could cause actual results to differ materially from
expected results, including, among others, changes in applicable laws or
regulations, the possibility that Moolec may be adversely affected by
economic, business and/or other competitive factors, costs related to the
scaling up of Moolec's business and other risks and uncertainties, including
those included under the header "Risk Factors" in the Moolec' Annual Report on
Form 20-Filled with the U.S. Securities and Exchange Commission ("SEC"), as
well as Moolec's other filings with the SEC. Should one or more of these risks
or uncertainties materialize, or should any of our assumptions prove
incorrect, actual results may vary in material respects from those projected
in these forward-looking statements. We undertake no obligation to update or
revise any forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required under applicable
securities laws. Accordingly, you should not put undue reliance on these
statements.

Contact Information

Catalina Jones

Chief of Staff & Sustainability
comms@moolecscience.com (mailto:comms@moolecscience.com)

Martín Taraciuk

Investor Relations
ir@moolecscience.com (mailto:ir@moolecscience.com)

Michael Bowen

ICR, LLC
moolecir@icrinc.com (mailto:moolecir@icrinc.com)

SOURCE: Moolec Science SA

 

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