SPAC acquires Australian Food & Agriculture

A Nasdaq-listed firm is set to acquire the Australian Food & Agriculture Company (AFA) for $780 million, the majority of which is owned by members of the Bell family and Alastair Provan.

Agriculture & Natural Solutions Acquisition Corporation (ANSC), a special purpose acquisition company (SPAC), entered into a definitive agreement to acquire AFA.

AFA has a portfolio of agricultural assets in New South Wales' Deniliquin, Hay, and Coonamble. They include 87,000 acres of dryland and irrigated cropping that produces irrigated cotton, wheat, barley, canola, and corn among others; water entitlements; and livestock-carrying capacity of about 247,000 for sheep wool, meat, and cattle operations.

Over 10 years, AFA has returned 16% annually on average.

Bell Group Holdings (BGH), which is the parent company of Bell Financial Group (BFG), Bell Securities, and Bell Asset Management, has about 66% interest in AFA.

Former BFG chair Provan, the late Colin Bell's estate and Lewis Bell each had more than a 20% interest in BGH, according to BFG's 2023 annual report. Impact Ag Partners and Riverstone Holdings are also backing the investment.

Following the sale, the combined business will be named Agriculture & Natural Solutions, also known as NewCo, and will list on the New York Stock Exchange under the ticker symbol AFAE.

Some 70 management and support staff will continue to operate AFA. Impact Ag staff are also expected to join the team.

ANSC chief executive Bert Glover said: "We have always believed that agriculture - backed by the right sort of capital - could deliver nature and climate solutions. ANSC is proud to enter into a business combination with AFA and looks to establish it as a leader in this regenerative transition not just in Australia, but across the world."

ANSC chair David Leuschen said: "We are thrilled to have this opportunity for ANSC to combine with AFA. We view Australia as a leader in the application of new techniques to meaningfully decarbonise agriculture, and we believe that AFA represents a once in a generation chance to combine with a major Australian agricultural company, operating three marquee aggregations including some of Australia's most iconic properties."

Upon closing the deal, NewCo's board will comprise seven directors including two designated by current AFA shareholders who roll a portion of their ownership into NewCo, Leuschen, Glover and three independent directors.