Arcadia Biosciences announces a series of transactions with Bioceres Crop Solutions

Date:11-16-2020

Arcadia Biosciences, Inc. (Nasdaq: RKDA) recently announced a series of strategic transactions with Bioceres Crop Solutions Corp (NYSE: BIOX), including the sale of its membership interest in Verdeca, a soybean joint venture the two companies formed in 2012. In another transaction, Bioceres acquired license rights to Arcadia's GoodWheat technologies in South and Central America.

Under the terms of the agreement, Arcadia will receive $6 million in cash, including reimbursement of transaction related expenses and fees, with an additional $2 million in cash to be paid upon achievement by Verdeca of specific regulatory and commercial milestones. Arcadia also receives 1.875 million unregistered shares of BIOX common stock and a royalty stream up to $10 million on HB4 soybean sales.

"For more than a half-dozen years, we've successfully collaborated with Bioceres through our Verdeca joint venture to combine our capabilities in plant genomics, product development and global crop deregulation to bring the first drought tolerant, herbicide resistant product - HB4 soybeans - to market," said Matthew Plavan, president and CEO of Arcadia Biosciences. "We believe it's time now to consolidate the commercial leadership of the HB4 program under Bioceres, with its strong reputation and footprint in South American agriculture, the primary target market for HB4 soybeans."

"Receiving a sizable stake in Bioceres and ongoing HB4 royalty revenue allows Arcadia to continue sharing in the HB4 opportunity, while the cash component of the transaction further strengthens our balance sheet," Plavan continued. "At the same time, turning over the reins to our trusted partner to consolidate critical decision making and execution enables greater agility for forward commercialization of Verdeca's pipeline."

"Verdeca has been a truly successful venture between our two companies," said Federico Trucco, chief executive officer of Bioceres Crop Solutions. "However, as we enter the HB4 commercial phase, we and our Arcadia partners agree that the joint venture is no longer an optimal structure. Therefore, we opted to acquire 100 percent ownership of Verdeca, while at the same time welcoming Arcadia as a BIOX shareholder."

As part of the strategic transaction, Bioceres also acquired license rights to Arcadia's GoodWheat portfolio of branded non-GMO specialty wheat products in South and Central America, along with Arcadia's specialty safflower oil assets.

"South and Central America are important wheat markets for our GoodWheat products," continued Plavan. "Bioceres is the ideal partner to represent our brand, as we seek to leverage their deep network of production and commercial partners together with their integrated product offerings in crop nutrition and crop protection."

"We are very pleased to collaborate with Arcadia on its GoodWheat platform," added Trucco. "We have followed the development and initial market reception of the GoodWheat portfolio of products in the United States and are eager to be the first to bring these high-value products to South and Central America, where we expect the grower demand to be strong and the food ingredient applications to be broad."

Rabobank acted as financial advisor to Arcadia Biosciences for the transactions.