UK-based Moolec Science, a food ingredient company, and LightJump Acquisition today announced a definitive merger agreement at a pro forma equity value of $504 million.
The transaction is expected to close in the second half of 2022 pending shareholder approval, after which Moolec is expected to list on the Nasdaq under the ticker symbol MLEC.
Moolec is engaged in molecular farming for the new food industry that uses plants to produce animal proteins. Molecular farming enables the synthesis of real animal proteins’ DNA in any seed crop, selecting each protein for its ability to add value in terms of a targeted functionality trait such as clotting, taste, texture, or nutritional value. The resulting proteins can then be used as ingredients in consumer food products providing tastier, more functional, and affordable animal-free protein alternatives, according to a news release.
The combined company is expected to be funded with $138 million cash held in LightJump’s trust, assuming no redemptions and before payment of transaction expenses. In addition, LightJump has entered into a backstop agreement with entities affiliated with Moolec to guarantee a minimum of $10 million at closing.
Under the terms of the proposed transaction: current shareholders of Moolec will contribute all of their shares of Moolec to the company in exchange for ordinary shares and LightJump will merge with a newly formed wholly-owned subsidiary of the company. LightJump’s ordinary shares and warrants will be exchanged for ordinary shares and warrants of the new company. This will result in Moolec and LightJump being wholly owned subsidiaries of the new company. Read more.