- Consolidated revenues increased 28% to $39.7 million and were up 47% on a normalized basis.
- Contract acres for proprietary soybean varieties increased 133% to approximately 70,000 acres.
- Launched a new yellow pea breeding and commercialization program.
- Proposed combination with Star Peak Corp II expected to close during the third quarter of 2021.
ST. LOUIS, MO – August 10, 2021 – Benson Hill, Inc. (the “Company” or “Benson Hill”), a food tech company unlocking the natural genetic diversity of plants with its cutting-edge food innovation engine, today announced operating and financial results for the quarter ended June 30, 2021.
“We are pleased with the performance we achieved in the second quarter and first half of 2021,” said Matt Crisp, Chief Executive Officer of Benson Hill. “Our teams did a terrific job delivering on the financial and operating objectives we set, with strong revenue growth in the second quarter in both our Ingredients and Fresh business segments. We continue to make significant headway towards scaling the production and commercialization of our innovative soybean feed, ingredient, and specialty cooking oil products. We are excited about the impending harvest of the first commercial plantings of our Ultra-High Protein soybeans, which will expand our soy portfolio to offer our customers and consumers a non-GMO, traceable and more sustainably made protein ingredient for the fast-growing plant-based food market.”
“Our top priority is to build mutual trust with our partners and customers, and to deliver innovative products that address significant and rapidly growing market demands,” Crisp continued. “By creating a better seed, we can enable the advancement of the food system by aligning interests of consumers and growers, while providing more sustainably made products. To that end, we have strategic initiatives underway to accelerate future crop development, enable our integrated business model for soy and further advance our innovation efforts in yellow pea protein ingredients. We announced the launch of our advanced yellow pea breeding and commercialization program today and our Crop Accelerator is on track to be operational by the end of 2021. These important initiatives and a continuous focus on execution are creating the foundation for our future growth as we become the ‘picks and shovels’ of the plant-based revolution.”
Second Quarter 2021 Results
Reconciliation of non-GAAP financial measures can be found on page 14.
- Revenues were $39.7 million, an increase of $8.7 million, or 28%, compared to the second quarter of 2020. Revenues increased 47% on a normalized basis, excluding $4.0 million in the prior year period from a non-core barley business divested in late 2020.
- Gross profit was a loss of $0.1 million in the quarter due to non-recurring costs of $2.8 million. The Company utilized higher cost air transportation from South America to accelerate the delivery of its proprietary seeds, including Ultra-High Protein soybean varieties, for planting in this crop year. Excluding this non-recurring cost, adjusted gross profit was $2.8 million in the quarter or 7.0% of sales.
- Reported net loss was $27.4 million compared to a loss of $12.7 million in the prior year period.
- Adjusted EBITDA was a loss of $15.8 million compared to $8.4 million loss in the prior year period. The results in the quarter were largely in line with expectations.
Ingredients Segment Second Quarter Results
Revenues for the segment were $22.7 million, an increase of $4.9 million, or 28%, as compared to the prior year period. Excluding $4.0 million of sales in Q2 2020 from the divested barley operations, Ingredient Segment revenues increased 64%. The performance in the quarter was attributable to the commercialization of the Company’s Veri™ cooking oil derived from Benson Hill’s proprietary soybean seed with the benefit of omega-9 fatty acids, as well as high protein and lower anti-nutrient soybean meal for the animal feed market and higher average selling prices for conventional yellow pea ingredients.
Adjusted EBITDA for the segment was a loss of $6.4 million, which represents a decrease of $3.9 million as compared to the same period in 2020. The Company incurred $2.8 million of non-recurring seed production costs, including freight, to accelerate the plantings of its Ultra-High Protein soybean seed. In addition, higher average selling prices were more than offset by startup and other operating costs associated with early-stage commercialization of proprietary soybean products. Adjusted EBITDA was also impacted by higher research and development costs, compared to the prior year, associated with products anticipated to be commercialized within this segment. In Q2 2020, the barley operations, divested in October of 2020, contributed $0.6 million in gross profit.
Fresh Segment Second Quarter Results
Revenues for the segment were $16.9 million, an increase of $4.7 million, or 39%, compared to $12.2 million in the prior year period. The revenue increase was primarily driven by higher sales volumes of conventional fresh produce, which was partially offset by lower average selling prices. Higher regional and ex-U.S. farm yields led to more supply versus demand, and as a result, lower average selling prices across the industry.
Segment adjusted EBITDA was a profit of $0.2 million, a decline of $0.7 million as compared to the same period in 2020. This decrease was primarily driven by lower average selling prices and higher freight costs, which partially offset higher sales volumes.
Benson Hill exceeded its previous target of doubling contracted acres of its proprietary soybean varieties. The Company contracted with partner farmers in the U.S. to grow approximately 70,000 acres in the 2021 crop year versus 30,000 acres in the 2020 crop year, representing an approximately 133% year-over-year growth. These proprietary non-GMO soybean varieties are bred by Benson Hill to be higher in protein, have benefits of omega-9 fatty acids and low anti-nutrients. This year’s crop plans include the first commercial plantings of Benson Hill’s Ultra-High Protein soybeans, which enables serving the human food ingredients market. Additional proprietary products from this crop year include feed ingredients for aquaculture and swine as well as the specialty cooking oil markets.
Innovation and Technology Initiatives
Yellow Pea Breeding Station and Commercialization Program: Three years ago, Benson Hill began investing in innovation and critical infrastructure to develop improved yellow pea ingredients. Yellow pea has traditionally received little genomic innovation. Today, yellow pea is the fastest-growing source of protein for the rapidly expanding plant-based protein market as well as the pet food and animal feed markets. The Company in 2019 created a comprehensive mapping of the yellow pea genome for its proprietary CropOS® innovation platform, which uses artificial intelligence and machine learning to identify promising seed candidates. As an outgrowth of its significant progress in yellow pea genomics since the program’s inception, Benson Hill recently launched an advanced yellow pea breeding station and commercialization program to shorten the typical development cycle of new seed varieties. The yellow pea breeding station located in Minot, N.D., is in close proximity to the Company’s wholly owned yellow pea operating subsidiary Dakota Ingredients. Benson Hill is working to develop varieties with less off-flavors, potentially limiting the need for additives in plant-based food product formulations, and high protein content to reduce the need for expensive, environmentally intensive processing steps typically required to produce current commodity yellow pea protein ingredients.
Crop Accelerator: Benson Hill’s Crop Accelerator is on-track to be operational by the end of 2021. The 47,000 square-foot facility will feature 20,000 square feet of dynamically adaptive Conviron growth houses and chambers, equipped with multi-channel LEDs, additive CO2, temperature, humidity and lighting controls. The innovative facility is expected to enable plant breeding to develop varieties significantly faster than traditional breeding methods. The Crop Accelerator is expected to enhance Benson Hill’s capabilities to leverage the data science, plant science and food science through its CropOS® technology platform. These unique technologies can accelerate and scale the delivery of novel plant-based food and ingredient options to meet rising global demand.
Consolidated Six Month 2021 Highlights
- Revenues were $71.5 million, an increase of $8.9 million, or 14% as compared to the first six months of 2020. Revenues increased 32% excluding $8.5 million in 2020 revenues from the divested barley business.
- Gross profit was $0.5 million. Excluding $2.8 million in excess freight costs incurred during the second quarter, gross profit was $3.3 million, 4.7% of sales.
- Reported net loss was $49.8 million compared to a loss of $24.8 million in the first half of 2020.
- Adjusted EBITDA was a loss of $30.6 million compared to a $17.7 million loss in the prior year period.
- Cash and marketable securities were $42.6 million as of June 30, 2021.
For more information, please see Star Peak Corp II current amended S-4 registration statement, as filed with the SEC (here).
Benson Hill and Star Peak II Business CombinationOn May 8, 2021, Benson Hill, Star Peak Corp II (“STPC” or “Star Peak”) and STPC II Merger Sub Corp., a wholly owned subsidiary of STPC (“Merger Sub”), entered into a merger agreement pursuant to which Benson Hill will be merged with and into Merger Sub, with Benson Hill surviving the merger as a wholly owned subsidiary of STPC. The transaction is expected to provide the combined entity New Benson Hill with approximately $625 million of gross proceeds, assuming no redemptions, including a $225 million fully committed PIPE at $10.00 per share. Upon closing, Benson Hill will be deemed the accounting predecessor and the combined entity will be the successor registrant with the SEC, meaning that Benson Hill’s consolidated financial statements for previous periods will be disclosed in the New Benson Hill’s (formerly STPC’s) future periodic reports filed with the SEC.
Following the expected Q3 2021 transaction close, the combined company will have an estimated enterprise value of $1.35 billion and will be listed on the New York Stock Exchange under the new ticker symbol BHIL.
A webcast of the conference call is available here.
About Benson Hill
Benson Hill moves food forward with the CropOS® platform, a cutting-edge food innovation engine that combines data science and machine learning with biology and genetics. Benson Hill empowers innovators to unlock nature’s genetic diversity from plant to plate, with the purpose of creating healthier, great-tasting food and ingredient options that are both widely accessible and sustainable. More information can be found at bensonhill.com or on Twitter at @bensonhillinc.
On May 10, 2021, Benson Hill announced a definitive business combination agreement with Star Peak Corp II (NYSE: STPC). Upon the closing of the business combination, Benson Hill will become publicly traded on the New York Stock Exchange under the new ticker symbol “BHIL”. Additional information about the transaction can be viewed at: https://bensonhillwp.wpengine.com/investors/ or https://stpc.starpeakcorp.com/.
This communication is being made in respect of a proposed merger (the “Merger”) and related transactions (the “proposed transactions”) involving Star Peak and Benson Hill. The proposed transactions will be submitted to stockholders of Star Peak for their consideration and approval at a special meeting of stockholders. In addition, Benson Hill will solicit written consents from its stockholders for approval of the proposed transactions. In connection with the proposed transactions, Star Peak has filed a Registration Statement on Form S-4 (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”), which includes a proxy statement to be distributed to Star Peak stockholders in connection with Star Peak’s solicitation for proxies for the vote by Star Peak’s stockholders in connection with the proposed transactions and other matters as described in such Registration Statements and a prospectus relating to the offer of the securities to be issued to Benson Hill’s stockholders in connection with the completion of the Merger. After the Registration Statement has been declared effective, Star Peak will mail a definitive proxy statement / prospectus and other relevant documents to its stockholders as of the record date established for voting on the proposed transactions. Investors, Star Peak’s stockholders and other interested parties are advised to read the preliminary proxy statement, and any amendments thereto, and, when available, the definitive proxy statement in connection with Star Peak’s solicitation of proxies for its special meeting of stockholders to be held to approve the proposed transaction because the proxy statement / prospectus will contain important information about the proposed transaction and the parties to the proposed transaction. Stockholders will also be able to obtain copies of the proxy statement / prospectus, without charge, once available, at the SEC’s website at www.sec.gov or by directing a request to: Star Peak Corp II, 1603 Orrington Avenue, 13th Floor, Evanston, Illinois 60201.
No Offer or Solicitation
This communication 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. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Participants in the Solicitation
Star Peak and Benson Hill and their respective directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Star Peak’s stockholders in connection with the proposed transaction. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies in connection with the proposed transaction, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in the Registration Statement that has been filed with the SEC by Star Peak, which includes the proxy statement / prospectus for the proposed transaction. Information regarding the directors and executive officers of Star Peak is contained in Star Peak’s filings with the SEC, and such information is also in the Registration Statement that has been filed with the SEC by Star Peak, which includes the proxy statement / prospectus for the proposed transaction.
Use of Non-GAAP Financial Measures
In this press release, the Company includes Adjusted EBITDA, which is a non-GAAP performance measure that the Company uses to supplement its results presented in accordance with U.S. GAAP. As required by the rules of the SEC, the Company has provided herein a reconciliation of the non-GAAP financial measure contained in this press release to the most directly comparable measure under GAAP. The Company’s management believes Adjusted EBITDA is useful in evaluating its operating performance and is a similar measure reported by publicly-listed U.S. competitors, and regularly used by securities analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. By providing this non-GAAP measure, the Company’s management intends to provide investors with a meaningful, consistent comparison of the Company’s profitability for the periods presented. Adjusted EBITDA is not intended to be a substitute for any U.S. GAAP financial measure and, as calculated, may not be comparable to other similarly titled measures of performance of other companies in other industries or within the same industry.
The Company defines and calculates Adjusted EBITDA as earnings from continuing operations before net interest expense, income tax provision and depreciation and amortization, further adjusted to exclude stock-based compensation, and the impact of significant non-recurring items.
Certain statements in this communication may be considered “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 generally relate to future events or Star Peak’s or Benson Hill’s future financial or operating performance. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Star Peak and its management, and Benson Hill and its management, as the case may be, are inherently uncertain factors that may cause actual results to differ materially from current expectations include, but are not limited to: 1) the occurrence of any event, change or other circumstances that could give rise to the termination of the definitive merger agreement with respect to the business combination; 2) the outcome of any legal proceedings that may be instituted against Star Peak, the combined company or others following the announcement of the business combination and any definitive agreements with respect thereto; 3) the inability to complete the business combination due to the failure to obtain approval of the stockholders of Star Peak, to obtain financing to complete the business combination or to satisfy other conditions to closing; 4) changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the business combination; 5) the ability to meet the New York Stock Exchange’s listing standards following the consummation of the business combination; 6) the risk that the business combination disrupts current plans and operations of Benson Hill as a result of the announcement and consummation of the business combination; 7) the ability to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; 8) costs related to the business combination; 9) changes in applicable laws or regulations; 10) the possibility that Benson Hill or the combined company may be adversely affected by other economic, business and/or competitive factors; 11) Benson Hill’s estimates of its financial performance; 12) the impact of the COVID-19 pandemic and its effect on business and financial conditions; and 13) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in Star Peak’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on March 31, 2021, in the Registration Statement containing the proxy statement / prospectus relating to the proposed business combination, and other documents filed or to be filed with the SEC by Star Peak. Nothing in this communication should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward looking statements will be achieved. There may be additional risks that Star Peak and Benson Hill presently do not know or that Star Peak and Benson Hill currently believe are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Neither Star Peak nor Benson Hill undertakes any duty to update these forward-looking statements, except as otherwise required by law.