Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives

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Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
F R E D E R I C K S M I C H A E L & CO.
    MERGERS | ACQUISITIONS | DIVESTITURES

                                                           Mergers & Acquisitions
                                              Plant-Based Meat & Dairy Alternatives

                                                                                      Member of SIPC and FINRA

1   October 2021
    Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

22     Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
FM&Co – Key Plant-Based Dairy & Meat Alternatives Relationships

     Plant-Based Dairy Alternatives                                          Plant-Based Meat Alternatives

                          FM&Co. has established relationships with the key stakeholders in the Plant-Based Foods sector

33     Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Overview of Fredericks Michael & Co.

Global Reach in Mergers and Acquisitions…
▪ A global investment bank providing clients with discerning and unbiased advice
▪ Founded in 1984 – over 35 years of experience
▪ Extensive global operations with a proven track record in over 25 countries
▪ Broad expertise and capabilities focused on: Mergers & Acquisitions (buy-side/sell-side), Joint Ventures,
  Capital Raising Solutions
▪ Over 25 employees comprised mostly of veteran advisors with many decades of relevant industry experience

                                                               35+                       25+
                                                          Years of Experience           Employees

                                                               25+                        8+
                                                           Countries Covered         Languages Spoken

44   Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Fredericks Michael & Co. > Key Attributes

...Providing Independent, Comprehensive, Cross-Border Advice…

                Proven Focused Approach                                              Global in Reach and Practice
                Target clients. For over three decades, Fredericks Michael & Co.     Global reach. Regional headquarters in New York, London and São
                (“FM&Co.”) has served as a financial advisor to large                Paulo with extensive transaction experience and presence in over
                corporations, private and family-controlled businesses, and          25 countries
                financial sponsors
                                                                                     Local expertise. Team of seasoned, multinational professionals
                Core services. Advising clients seeking to expand, consolidate or    provide clients the critical local knowledge, cross-cultural
                rationalize their operations across Europe, the Americas, and Asia   understanding and industry relationships needed to carry out
                                                                                     transactions almost anywhere
                Select industries. Our team has developed close relationships
                with senior executives in leading companies in the industries we     Cross-Border transactions. Most of our advisory engagements
                focus on. Our firm’s institutional knowledge and experience in       involve cross-border transactions leveraging our team’s skill-set,
                these industries ensures we provide our clients with timely,         experience and relationships
                actionable, and informed perspectives

                Long-Term Client Relationships                                       Experienced and Tenacious
                Relationships that transcend individual transactions. We focus       Veteran, experienced advisors in every transaction, every step of
                on building trust, establishing credibility, and developing          the way. By staffing assignments with senior level professionals,
                longstanding relationships                                           we help our clients navigate complex opportunities, anticipate
                                                                                     challenges, and realize their goals
                Repeat engagements. Most of our advisory engagements involve
                previous clients or companies with whom our firm’s senior            Relentless. Our firm is known for its unwavering approach in all
                bankers have established relationships dating back many years        aspects of a transactions regardless of size. Leaving no stone
                                                                                     unturned is our mantra

55   Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Fredericks Michael & Co. > Capabilities

…And Focused on Unlocking and Executing Complex Transactions
Buy-Side                                                                 Sell-Side
▪ Providing Access to Global Industry Knowledge                          ▪ Sale of non-core and underperforming assets
  and Participants                                                       ▪ Sale of family businesses with generational
▪ Execution of exhaustive search & screen analyses                          challenges
  and target approaches                                                  ▪ Targeting international as well as local, strategic
▪ Initiating unique one-on-one transactions,                                and financial buyers
  avoiding auctions                                                      ▪ Exhaustive effort to maximize price
▪ Providing senior access to companies                                   ▪ Solutions oriented to ensure transaction closing
▪ Structuring complex transactions                                       ▪ Remaining involved in all details of transaction
▪ Remaining involved in all details of transaction                          through closing
  through closing
                                                       Trusted and
                                                      Differentiated
                                                     Advisory Services

Capital Raises                                                           Joint Ventures
▪ Advising on capital raises for corporate growth                        ▪ Initiating unique transactions that create value
▪ Accessing international investors with specific                          through corporate partnerships
  industry and/or geographic interests                                   ▪ Unlocking value without immediate sale of the
▪ Exhaustive effort to maximize success                                    business
▪ Solutions oriented to ensure transaction closing                       ▪ Providing entry to new geographic markets with
▪ Involved in all details of closing                                       the experience of local partners
                                                                         ▪ Structuring of shareholder agreements with
                                                                           appropriate exit options

66   Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Fredericks Michael & Co. > Global Reach and Industry-Wide Expertise

▪ Global reach is increasingly important for all types of transactions
▪ FM&Co. has global expertise coupled with local knowledge in the major markets

                                                      London
                               New York
                                                                                          FM&Co. maintains a network
                                                                                          of partners across the APAC
                                                                              Hong Kong   region that it can leverage
                                                                                          and collaborate with on an ad
                                                                                          hoc basis

     Headquarters
                                          São Paulo
     Regional Office
     FM&Co. APAC Partners
     Transaction Experience

77    Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

88     Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
Relationships by Food Sector

                                           Protein      Dairy

                               Pasta,
                                                                 Healthy &
                                Rice,
                                                                  Organic
                               Grains

                                                                  Bread,
                               Soups,
                                                                  Snacks,
                               Sauces
                                                                  Bakery

                                        Confectionary   Edible
                                                         Oils

99   Private & Confidential
Mergers & Acquisitions Plant-Based Meat & Dairy Alternatives
The Shift to Plant-Based Dairy & Meat Alternatives

                   Consumer Trends Pushing            The Industry’s Response to        Companies Following the
                  the Plant-Based Movement                   These Trends                       Trend
                                                                                             Dairy Companies
                  Conscious consumers wanting to      Several food-tech startups have
                    reduce their environmental          gained size and their brands
                              impact                     have become consumer’s
                                                             everyday choices
                     Increased concern for animal                                           Protein Companies
                                welfare                These companies now pose
                                                         both a challenge and an
                       An increasing consumer          acquisition opportunity for
                                                      traditional animal protein and
                     awareness in antibiotics and
                                                              dairy producers             Other Food Companies
                      GMO feed given to animals

                                                       Protein and dairy companies
                       There has been a rise in
                                                            have responded by
                     allergies, intolerances, and
                                                       either acquiring plant-based
                  discomfort related to traditional                                            Foodservice
                                                       brands or by developing their
                          dairy and protein
                                                        own alternatives in-house

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 10   Private & Confidential
The Plant-Based Alternatives Market > Milk Is the Largest Single Category

   Plant-Based Dairy Market Overview                                                    Plant-Based Meat Market Overview                                                                  Total Market Overview

                                                                                       Chicken is the largest individual market, with 40% of
                                                                                       the total market. This strengthened by the extensive                                 Plant-based meat requires a lot more R&D to achieve
   Milk is the oldest and largest category in the plant-                                     selection of plant-based chicken products                                          animal-product like features than other dairy
   based dairy market, accounting for 63% of the total                                                                                                                          alternatives like plant-based milk – a possible
                        market size                                                   Ground beef alternatives accounts for 35% of the total                                         contributor to the lower market size
                                                                                      market. Burgers is the largest category amongst plant-
   Cheese is the market with the lowest penetration.                                                   based beef products
 Plant-based cheese make up less than 1% of the total
                    cheese market                                                      Pork only accounts for 15% of the total market but is
                                                                                        growing in popularity as more plant-based sausage                                      Plant-based milk, accounting for 37% of the total
      Other products include cream, butter, spreads, ice                                     alternatives are being brought to market                                           market, has become an extremely competitive
               cream and other dairy products                                                                                                                                   category – industry participants are looking to
                                                                                      Other products are expected to increase as companies                                     capture market share in other categories such as
                                                                                       are looking to capture market share in plant-based                                               yogurt and cheese alternatives
                                                                                                      seafood in the future

              Global Plant-Based Dairy Market                                                    Global Plant-Based Meat Market                                                       Global Plant-Based Alternatives
                     US$ Billion (2020)                                                                 US$ Billion (2020)                                                               Market US$ Billion (2020)

                                  1.0                                                                               1.4
                          2.0
                                                                                                           2.1
                                                                                                                                       5.6                                                     14.0
                    4.5         US$ 20bn                                                                            US$ 14bn                                                                             US$ 34bn
                                                                                                                                                                                                                             20.0
                                                 12.5

                                                                                                                  4.9

                                                                                                                                                           (1)
       Milk      Other Diary Products             Yogurt        Cheese                        Chicken          Beef        Pork        Other Products                                                   Dairy         Meat
(1) Seafood, Lamb, etc.
Sources: Grand View Research – Plant-Based Meat Market Analysis (2020); Future Market Insights – Plant-Based Sausages Market (2020); Meticulous Market Research Pvt. Ltd. – Plant-Based Food Market by Product Type

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 11      Private & Confidential
Demand for Plant-Based Dairy & Meat Alternatives Is Growing Rapidly

       Plant-Based Dairy Market Outlook                                                        Plant-Based Meat Market Outlook                                                    Total Market Outlook

                                                                                                                                                                        Plant-based alternatives are expected to make up at
  In the coming years, alternative cheese and fresh dairy                                                                                                              least 11% of the total meat and dairy market by 2035
                                                                                       Plant-based meat alternatives are expected to continue
     products are expected to grow at the fastest pace
                                                                                       its strong growth in the coming years as new and more
                                                                                                 developed products come to market                                      The global plant-based foods market was valued at
      The global cheese market is valued at US$ 72bn and                                                                                                               around US$ 34bn in 2020 and is expected to grow by
      participants are looking to capture market share by                                                                                                                          12% p.a. from 2020 to 2027
                                                                                              Plant-based beef, chicken and pork are expected to
               creating plant-based alternatives
                                                                                               make up 25% of all the plant-based foods by 2035
  Plant-based milk, the largest category in the market by
                                                                                             The plant-based chicken market is expected to see the                       North America and Europe are the most mature
      size, is expected to grow at around a 7% CAGR
                                                                                                       fastest growth in the coming years                                markets, and Asia-Pacific is expected to see fast
      Adoption of plant-based dairy alternatives is heavily                                                                                                                        growth in the coming years
                                                                                              Adoption of plant-based meat alternatives is heavily
            dependent on taste, texture and price
                                                                                                    dependent on taste, texture and price                               Latin America and the Rest of the World are small
                                                                                                                                                                              markets but are expected to grow fast

            Plant-Based Dairy Category CAGR(1)                                                      Plant-Based Meat Category CAGR(1)                                                 Geography CAGR(1)
                                                                                                                          27% 26%                                                                 31% 32%
60%                                                                                    30%                                                                       35%

                                          50%
50%                                                                                    25%

                                                                                                    22%             21%
                                                                                                                                                                 30%

                  40%                                                                                     20%                                                                             22%
40%

            36%                    36%                                                 20%    19%                                                                25%

                                                                                                                                                                                       22% 17%
                                                                                                                                                                 20%

30%                                                                                    15%

                                                                                                                                                           12%     14%
                                                                                                                                                                      12% 12%12%
                                                                                                                                                                 15%

                                                                                                                                                      8%                 9%                               9%        10% 10%
                                                                                                                                              6%
20%                                                                                    10%

                             12%                                                                                                                                 10%

                                                                                                                                                                                                               7% 6%
10%
       7%                                              7% 8% 8%                        5%

                                                                                                                                                                 5%

0%                                                                                     0%                                                                        0%

      CAGR 2020-2025 CAGR 2025-2030 CAGR 2030-2035                                           CAGR 2020-2025 CAGR 2025-2030 CAGR 2030-2035                              CAGR 2020-2025 CAGR 2025-2030 CAGR 2030-2035
                                                                                                                                                                                                                            (2)
                    Milk       Fresh Dairy         Cheese                                                     Beef        Pork        Chicken                            APAC    Europe    North America       Latam   ROW
                                                                                                                                                                                                                        (2)

(1) Growth in Consumption of Alternative Proteins in Million Metric Tons; (2) Rest of World
Sources: BCG – Food for thought (2021); Meticulous Research Pvt. Ltd. – Plant Based Food Market – Global Opportunity Analysis and Industry Forecast

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 12       Private & Confidential
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

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 13    Private & Confidential
Plant-Based Dairy > Select Ingredients Overview

      Ingredient                                  Nutritional Benefits                                                         Nutritional Cons                      Related Intelligence

                                 ▪    High protein content                                                 ▪   Common allergen                         ▪   High usage of GMOs during soy production
                                 ▪    Good source of potassium                                             ▪   Contains natural antinutrients          ▪   Has been linked to increase risk of breast cancer
                                 ▪    Low in saturated fats                                                ▪   Low in calcium (unless fortified)           due to the isoflavones, plant estrogen

             Soy

                                                                                                                                                       ▪   Concerns regarding the high-water usage in the
                                 ▪    Low in saturated fats and high in unsaturated fats                   ▪   Not suitable for nut-allergens
                                                                                                                                                           production of almonds. 74 liters of water is
                                 ▪    High in Vitamin E                                                    ▪   Low in protein
                                                                                                                                                           required to produce one glass of almond milk
                                 ▪    Low calories                                                         ▪   Low in calcium (unless fortified)
                                                                                                                                                       ▪   High usage of pesticides in production
          Almond

                                                                                                                                                       ▪   High sugar content in order to achieve desirable
                                 ▪    High in fiber                                                        ▪   High in carbohydrates
                                                                                                                                                           taste
                                 ▪    High in Vitamin E                                                    ▪   Low in protein
                                                                                                                                                       ▪   Production of oat milk is simple, and essentially
                                 ▪    No colesterol                                                        ▪   Low in calcium (unless fortified)
                                                                                                                                                           only requires to mix and blend oats and water

             Oat

                                                                                                                                                       ▪   High usage of water during production as rice
                                 ▪    The most hypoallergic among the alternatives                         ▪   High in carbohydrates                       soaks up water when processed, requiring 54 liters
                                 ▪    No saturated fats                                                    ▪   Low in protein                              of water to produce one glass of rice milk
                                 ▪    No colesterol                                                        ▪   Low in calcium (unless fortified)       ▪   Produces more greenhouse gas emissions during
                                                                                                                                                           production than any other plant-based milk
            Rice

                               More Plant-Based alternatives will enter the market to address concerns regarding ingredients
Sources: BCG – Food for thought (2021); Meticulous Research Pvt. Ltd. – Plant Based Food Market – Global Opportunity Analysis and Industry Forecast;
BBC – Which milk alternative should we be drinking?; NY Times – Are Plant-Based Milks Good for You?

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 14     Private & Confidential
Plant-Based Dairy > Geographical Differences

                               Europe                                                                         North America                                                                                   APAC

                                                                                        Increasing concerns regarding water usage in almond                                 Plant-based alternatives have a long history in the APAC
  Soy is the most frequently used ingredient in plant-
                                                                                                             production                                                      region due to a large portion of the population being
  based milk products in Europe, but sales have been
                                                                                                                                                                                               lactose intolerant
 declining as new alternatives have entered the market
                                                                                       Almond producers in California are facing challenges to
                                                                                               meet demand with current droughts                                             Soy products are well established and are competitively
    Oat has quickly become one of the most popular
                                                                                                                                                                               priced, which has solidified its position as the most
  sources for plant-based dairy products, with Swedish
                                                                                          Oat milk is becoming increasingly popular, and its                                                   popular ingredient
          giant Oatly being the industry leader
                                                                                        growth is outpacing all competitors. In 2020, US sales
                                                                                                          increased by 131%                                                  Plant-based dairy products are not considered a luxury
  New ingredients are being used in plant-based milk,
                                                                                                                                                                               product in the APAC region, like it is in Europe and
 such as chickpeas and potatoes, as concerns increase
                                                                                         US sales of soy and rice milk declined in 2020, while                                                   North America
         regarding additives in many products
                                                                                                       almond milk grew by 9%
                                                                                                                                                                              If new ingredients are going to capture market share,
   Environmental concerns are also causing a shift in
                                                                                         Almost 40% of American households now purchase                                           they must decrease prices to compete with soy
 attitude towards certain plant-based dairy ingredients
                                                                                                  plant-based milk to some extent                                                                    products

        5%      Plant-Based Milk by Source                                                            Plant-Based Milk by Source                                                            Plant-Based Milk by Source
             4%
                                                                                                        2%                    9%                                                                            10%
                          7%                                                                                       15%                                                                                 6%
                                                                                                    2%
                      12%                                                                                                                                                                         13%
                                                                                                            9%
                                               55%                                                                                                                                                                          55%
                                                                                                                                                                                                    8%
                         17%
                                                                                                                                  63%                                                                    12%

      Soy Milk                 Almond Milk                Oat milk                         Soy Milk                   Almond Milk                Oat Milk                       Soy Milk                    Almond Milk                Oat Milk
      Coconut Milk             Rice Milk                  Other                            Peamilk                    Rice Milk                  Other                          Coconut Milk                Rice Milk                  Other

Sources: BCG – Food for thought (2021); Meticulous Research Pvt. Ltd. – Plant Based Food Market – Global Opportunity Analysis and Industry Forecast; Grand View Research – Dairy Alternatives Market; Markets and Markets – Dairy Alternatives Market by
Sources: CBS – Oatly, the world’s biggest oat milk company, set to go public; Food Navigator – Beyond Soy and Almond: APAC’s plant-based dairy firms step out of the conventional box with alternative sources and formats

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 15     Private & Confidential
Plant-Based Dairy > Select Market Participants

        Global Plant-
        Based Dairy
         Companies

                                                    North America                        Latam                  Europe                                 Asia

                                                                                                       Arla
      Regional / Local
          Leaders                       Blue Diamond Growers   Hood Foods

                                                                                                                             Valio
                                                                                                       KKR

                                                                            Team Foods
                                           Campbells Soup
                                                                  DFA                                Nutriops                Fazer

         Other Local                                                                                                     Hain Celestial
         Companies                                                                                   Wessanen
                                                                                                                                                              Marvelous Foods

                                                                                                 Ebro Foods (40%)                         Sanitarium             Upfield
                                                                                                                          Veg of Lund

  Note: Text under the logos are the brand owners

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 16    Private & Confidential
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

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 17    Private & Confidential
Plant-Based Dairy > M&A Observations

M&A transactions in the industry will continue to feature significant amounts of activity as the market
continues to grow and as consumers increasingly see plant-based alternatives as a norm

                                 Established food and drink companies and financial investors gaining access to the fast-growing
          High Growth
                                 plant-based alternatives market

       Shifting Market           Large dairy companies are expanding their portfolios to include plant-based alternatives in order
          Dynamics               to remain competitive as consumers are shifting away from traditional dairy products

      Start-ups Requiring        Start-up companies requiring investments from individuals, financial or corporate investors in
         Investments             order to accelerate their growth and to bring new plant-based food solutions to the market

                                 Companies looking to consolidate and expand existing positions to achieve economies of scale and
      Economies of Scale
                                 to reach new geographies

                                  Plant-Based Dairy M&A is expected to continue in the foreseeable future

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 18     Private & Confidential
Plant-Based Dairy > Key Recent M&A & Capital Markets Milestones

                     WhiteWave Foods Company                      China Resources Verlinvest Health                   Campbell Soup Company              KKR acquired Upfield Holdings BV (the
                      acquired Vega Foods for                   Investment Ltd. And Ostersjostiftelsen             acquired Pacific Foods of Oregon          global spreads business from
                            US$ 550mn                             acquired Oatly AB for US$ 142mn                         Inc for US$ 688mn                     Unilever) for US$ 8.3bn

                                  2015                                          2016                                                                   2017

                     Hain Celestial through Lima                      Danone SA acquired The                   Coca Cola and Coca-Cola Femsa              Otsuka Pharmaceutical Co Ltd
                        N.V. acquired Mona                       WhiteWave Foods Company for US$             acquired AdeS from Unilever for US$         acquired Daiya Foods Inc for US$
                    Naturprodukte for US$ 42mn                                12bn                                         575mn                                     326mn

                                                     PepsiCo acquired a 10% stake in              Saputo acquired Dairy Crest with
                   Bel Group acquired 80%         alternative milk and cereal company             non-dairy spreads brand Vitalite                    Doehler acquired Wessanen acquired
                    interest in All in Foods          Rude Health for US$ 10.5mn                           for US$ 1.4bn                                Nutrafood       Abbot Kinneys

                                                  2020                                                           2019                                                 2018

                               Oatly raised US$ 200mn at a valuation                                Upfield Holdings BV acquired                            Dean Foods Company
                                of US$ 2bn from Blackstone, Oprah,                                   Arivia S.A. for US$ 555mn                           acquired Good Karma Foods
                                             and others                                                                                                  Inc for an undisclosed price

                                                                          SunOpta acquired Dream         Bel Group partnered with Big     Chobani confidentially
                  Danone acquired              Saputo acquired Bute        and WestSoy from Hain          Idea Ventures to accelerate   filed for an IPO, valuation    Britvic acquired
                  Follow Your Heart                Island Foods            Celestial for US$ 33mn            The New Protein Fund          may exceed US$ 10bn              Plenish

                                                                                               2021

                   Oatly raised US$ 1.43bn in          The Very Good Food Company Organic Garage acquired The Future          Danone Manifesto Ventures         Above Food acquired
                   its IPO with a valuation of          completed the acquisition of of Cheese Company by issuing             acquired a majority stake in        plant-based dairy
                            US$ 10bn                         The Cultured Nut          13.8mn shares at US$ 0.45               Harmless Harvest, for an          company Culcherd
                                                                                                                                  undisclosed price.

                               M&A activity is expected to continue as demand for plant-based products continue to grow
  Sources: MergerMarket, Company Websites, Press Releases

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 19   Private & Confidential
Key Plant-Based Dairy Market Participants > Danone (France)

 Company Overview:                                                                                                                                   Select Brands:

      Revenue: Danone – US$ 23.3bn; Danone’s Plant-Based Dairy – US$ 2.7bn

      Brands: Silk, Alpro, Activia, Oikos, So Delicious, Provamel, Follow Your Heat, Honest to Goodness

      Presence: Danone is present in +130 countries globally

      Locations: Danone has 190+ facilities globally

     Related Intelligence: Danone wants to expand its plant-based category in Europe as it looks to
     increase plant-based sales worldwide from around US$ 2.7bn in 2020 to US$ 6.0bn in 2025
 Significant Developments:

                                                                                                                                                                         Danone acquired a majority
        Acquired WhiteWave Foods Company                                                          Danone announced the launch of a       Acquired Follow Your Heart, US- stake in US-based organic
          for US$ 12bn including the global                 Danone launched coconut-            Plant-Based Acceleration Unit with the based maker of vegan and plant- coconut products company,
        portfolio of brands such as Silk, Alpro,            based versions of Oikos in         goal to increase their global plant-based    based dairy foods, for an     Harmless Harvest, for an
         So Delicious, Provamel, and others                 Europe and North America                   sales to US$ 6bn by 2025               undisclosed amount             undisclosed price.

                           2016                                       2018            2019                                2020                                                     2021

                                                              Danone launched almond, coconut,       Danone launched plant-   Danone launched plant-based        Danone partnered with Banza, a food
                                                              and oat-based versions of Activia in    based coffee creamer   cheese, shreds and slices, as well manufacturer using chickpeas, to launch a
                                                                  Europe and North America            through the Honest to as creamy spreads, through the So chickpea-based pizza with Follow Your
                                                                                                         Goodness brand         Delicious Dairy Free brand        Heart plant-based cheese as topping

  Sources: MergerMarket, Company Websites, Press Releases

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 20   Private & Confidential
Key Plant-Based Dairy Market Participants > Oatly (Sweden)

 Company Overview:                                                                                                                                Select Brands:

         Revenue: Oatly – US$ 528mn

         Brands: : Oatly offers various products under the Oatly brand, including oat-based milk, yogurt,
         cream, custard, ice-cream, and lattes
         Presence: Oatly is sold in over 60,000 retail locations in over 20 countries, and over 30,000 coffee
         shops
         Locations: Oatly has two production facilities in Europe, and one in the US

     Related Intelligence: Oatly is planning on opening 6 new production facilities in the US, Asia, and
     Europe to reach its goal of 1.4bn liters of production capacity by 2023 (299mn liters in 2020)
 Significant Developments:

         China Resources-Verlinvest JV and
        Ostersjostiftelsen, acquired Oatly AB               Oatly entered the US                                     Oatly reached revenues of       Oatly raised US$ 1.43bn in their IPO at
      from Industrifonden, for a consideration               market and growth      Oatly launched oat-              US$ 200mn with a CAGR of        US$ 17 per share, giving the company a
                    of US$ 142mn                                 skyrockets          based Ice Cream                  39% over the last 3 years              valuation of US$ 10bn

               1985                                           2016                         2018                       2019                 2020                      2021

         Oatly is founded                                                             Oatly AB raised US$ 200mn in equity led by        Oatly launched Oatly        Oatly launched cream cheese
                                                                                   Blackstone Growth, with participation from Oprah     Oatgurt, an oat-based      spreads, oat heavy cream, and
                                                                                     Winfrey, Roc Nation, Natalie Portman, Howard        yogurt alternative        whippable oat cream in select
                                                                                      Schultz, Orkila Capital, and Rabo Corporate                                        European countries
                                                                                                      Investments

  Sources: MergerMarket, Company Websites, Press Releases

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 21      Private & Confidential
Key Plant-Based Dairy Market Participants > Nestlé (Switzerland)

   Company Overview:                                                                                                                                  Select Brands:

         Revenue: Nestlé – US$ 92.3bn; Nestlé Plant-Based Meat & Dairy – US$ 335mn

         Brands: Nestlé offers plant-based dairy alternatives to numerous of its existing brands

         Presence: Globally

         Locations: Nestlé has 376 production facilities in 81 countries worldwide

       Related Intelligence: Globally, Nestlé has around 300 employees in 8 R&D centers researching and
       developing plant-based products
   Significant Developments:

                                Nestlé acquired Terrafertil and                                  Nestlé launched Nesquik                                   Nestlé partnered with Bucron
  Nestlé launched non-          launches almond milk through        Nestlé launched Ninho      GoodNes in the US, an oat and     Nestlé launched non-       and Merit to accelerate the
   dairy Haagen-Dazs              Terrafertil’s brand, Nature’s     Forti+ in Brazil, an oat     pea-based alternative to       dairy Starbucks creamers   development of plant-based
   ice-cream globally              Heart in Latam, US and UK       and pea-based beverage          traditional Nesquik             in August in the US           dairy alternatives

           2017                            2018                            2019                                                      2020                                      2021

Nestlé launched coconut and almond-             Nestlé launched coconut, almond          Nestlé launched the        Nestlé launched rice,        Nestlé launched plan-       Nestlé launched pea-based
  based coffee creamers under the               and oat-based cappuccinos under        world’s first condensed    oat, and pea milks under     based version of Milo, the   milk, Wunda, in France, the
    Natural Bliss brand in the US               the Nescafe Gold brand in Europe        oat milk through the      the Nesfit name in Brazil    chocolate malt beverage,      Netherlands, and Portugal,
                                                          and Oceania                 brand Carnation in the UK                                   in the Asian market       and is planning on launching
                                                                                                                                                                            in more European countries

     Sources: MergerMarket, Company Websites, Press Releases

  22
   22    Private & Confidential
Key Plant-Based Dairy Market Participants > Saputo (Canada)

 Company Overview:                                                                                                         Select Brands:

      Revenue: Saputo – US$ 11.6bn, Saputo Plant-Based Dairy - NA

      Brands: Vitalite, Sheese, Dairystar

      Presence: Saputo predominantly sells plant-based dairy in Europe, the US, and Canada

     Locations: As one of the largest dairy processors in the world, Saputo has production facilities in
     Canada, the US, Argentina, and Australia
     Related Intelligence: Saputo has plant-based beverage production starting this fall at its facility in
     Port Coquitlam, Canada
 Significant Developments:

                                                                                          Saputo closed two dairy plants
                                                               Acquired Dairy Crest         and announce that they will                 Acquired Bute Island Foods
                                                              with non-dairy spreads       invest more into plant-based                 with non-dairy cheese brand
                                                                  brand Vitalite                   alternatives                                   Sheese

                            2013                                      2019                            2020                                         2021

              Saputo acquired Morningstar                   Vitalite launched non-dairy                  Saputo Foodservice launched    Saputo presented new Global
              Foods LLC, US-Based producer                   cheese product line with                    plant-based mozzarella shred    Strategic Plan, emphasizing
                 of dairy and non-dairy                           blocks and slices                        for foodservice customers     product innovation in plant-
                products for US$ 1.45bn                                                                                                 based alternatives for cheese
                                                                                                                                               and beverages

  Sources: MergerMarket, Company Websites, Press Releases

23
 23   Private & Confidential
Key Plant-Based Dairy Market Participants > SunOpta (Canada)

 Company Overview:                                                                                                                                       Select Brands:

       Revenue: SunOpta – US$ 807.1mn

       Brands: Sown, Sunrich, WestSoy, Dream

       Presence: SunOpta develops, produces and co-manufactures a variety of plant-based beverages
       globally. It also sell their products through its own brands primarily in the US
       Locations: All SunOpta’s production facilities are in Canada and the US

     Related Intelligence: SunOpta are looking to expand oat extraction capacity by 4x, and is targeting
     US$ 100mn of revenue growth in the next two years
 Significant Developments:

                                                       Appointed David J Colo as                                     Divested organic               SunOpta announced new
                                                        CEO and conducts a value       Divested specialty and      ingredients segment           investment in its Allentown, PA, Acquired Dream and
      SunOpta acquired                                 creation plan with Oaktree       organic soy and corn      Tradin Organic for US$         manufacturing plant to increase WestSoy from Hain
         Sunrich Inc.                                          as advisors            business for US$ 66.5mn             394mn                     manufacturing capabilities.   Celestial for US$ 33mn

           1999                              2016                2017                         2019                         2020                                            2021

                              Announced US$ 85mn                Exited its nutrition bars                     Raised up to US$ 60mn from             SunOpta launched new SunOpta announced that they
                            investment from Oaktree                product lines and                        Oaktree and Engaged Capital to            organic oat creamer   are building a new “mega”
                                                                      operations                          invest in plant-based dairy products           brand SOWN        plant-based beverage facility
                                                                                                                                                                               in Midlothian, Texas

  Sources: MergerMarket, Company Websites, Press Releases

24
 24    Private & Confidential
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

25
 25    Private & Confidential
Plant-Based Dairy > Capital Markets Observations

                          Capital markets are giving plant-based companies access to capital to scale up production and to further
                          invest in R&D to develop new products

                               Plant-based companies are gaining attention from investors and are given high valuations

                         More plant-based companies are looking to launch their IPOs in order to capture market share and attention
                         from investors and the general public

                                           Activity in capital markets is expected to increase in the future

26
 26   Private & Confidential
Plant-Based Dairy > Select Publicly Traded Companies > Oatly

 Oatly (NasdaqGS:OTLY) – Share Price in US$                                                               Key Ratios(1) – in US$ mn
                                                                                                          Market Cap                                            8,373.6
 30.00                    28.73
                                                                                                          TEV                                                   7,607.0
                                                                                                          Revenue                                                 528.0
 25.00                                                                                                    EBITDA                                                (108.9)
                                                                                                          TEV/Revenue                                             14.4x
 20.00                                                                                                    TEV/EBITDA                                                NM
          20.20
                                                                                                          Debt/Equity                                              5.8%

 15.00                                                                                            14.15   52 Week High                                            29.00
                                                                                                          Share Price                                             14.15
                                                                                                          % 52 Week High                                         48.8%
 10.00

 Key Developments                                                                                         Key M&A Takeaway
 May 2021: Oatly had its IPO on the Nasdaq Stock Market on May 19th, 2021, at US$ 17 per share. It         ▪ Early financial sponsor investments enabled Oatly to
 raised US$ 1.43bn, reaching a US$ 10bn valuation                                                            quickly expand internationally and enter the US market
                                                                                                           ▪ Oatly has invested heavily in expanding its own facilities
 June 2021: In the midst of the pandemic, Oatly reached its all-time high stock price, at US$ 28.73 per      rather than pursuing M&A. In the coming years, Oatly is
 share. Up 69% from its IPO price                                                                            expecting to open 6 new production facilities
                                                                                                           ▪ Currently, Oatly has not had the production capacity to
 June 2021 – August 2021: Oatly struggles to meet the high demand for its products in the US                 meet demand in the US, and other players have been able
                                                                                                             to capitalize and grab market share
 August 2021: News break that Canada based competitor SunOpta is building a “mega-factory” for its         ▪ Competitors have been active in M&A to build out their
 plant-based drinks                                                                                          portfolios and ramp-up production

 August 2021: Oatly announced increase in oat base capacity at its Ogden, Utah facility to meet
 increasing demand
  (1) As of closing 10/11/2021
  Sources: CapitalIQ, MergerMarket, Company Websites, Press Releases

27
 27   Private & Confidential
Plant-Based Dairy > Select Publicly Traded Companies > SunOpta

 SunOpta (TSX:SOY) – Share Price in CAD                                                                Key Ratios (1) – in CAD mn
                                                                                                       Market Cap                                            1,159.7
                                                                       20.97
                                                                                                       TEV                                                   1,508.2
 20.00
                                                                                                       Revenue                                               1,005.7
                                                                                                       EBITDA                                                   62.6
 15.00
                                                                                                       TEV/Revenue                                               1.5x
                                                                                                       TEV/EBITDA                                              18.5x
 10.00                                                                                         10.71
                                                                                                       Debt/Equity                                            75.0%
                                                                                                       52 Week High                                            21.63
  5.00       3.65
                                                                                                       Share Price                                             10.71
                                                                                                       % 52 Week High                                         49.5%
  0.00

 Key Developments                                                                                      Key M&A Takeaways
 April 2020: Oaktree Capital and Engaged Capital agreed to invest up to US$ 60mn in SunOpta in the      ▪ Previously a pure co-manufacturer for plant-based milk
 form of convertible preferred shares                                                                     companies, SunOpta has been able to further capture
                                                                                                          growth in the market through strategic M&A, adding its
 January 2021: CEO announced that the company has completed its turnaround phase and will focus           own plant-based brands to its offerings
 on acquisitions in the plant-based milk sector                                                         ▪ Through divestments of several business lines, SunOpta
                                                                                                          has been able to finance its acquisitions and complete its
 April 2021: SunOpta acquires plant-based brands Dream and WestSoy from Hain Celestial                    turnaround to become a major player in the plant-based
                                                                                                          milk sector
 August 2021: SunOpta announces that it will build a “mega-factory” to increase production of plant-
 based milk

  (1) As of closing 10/08/2021
  Sources: CapitalIQ, MergerMarket, Company Websites, Press Releases

28
 28   Private & Confidential
Plant-Based Dairy > Select Publicly Traded Companies > Veg of Lund AB

 Veg of Lund AB (OM:VOLAB) – Share Price in SEK                                                        Key Ratios (1) – in SEK mn
                                                                                                       Market Cap                                             432.7
 60.00                                                                               59.00
                                                                                                       TEV                                                    429.9

 50.00
                                                                                                       Revenue                                                   1.6
                                                                                                       EBITDA                                                 (14.9)
 40.00
                                                                                                       TEV/Revenue                                           276.3x
                                                                                               35.40
 30.00                                                                                                 TEV/EBITDA                                               NM
                                                                                                       Debt/Equity                                             8.1%
 20.00
                                                                                                       52 Week High                                           63.20
           9.91
 10.00                                                                                                 Share Price                                            35.40
                                                                                                       % 52 Week High                                        56.0%
  0.00

 Key Developments                                                                                      Key M&A Takeaways
 February 2020: Veg of Lund had its IPO and started trading on the First North Growth Market Sweden     ▪ Veg of Lund has not pursued M&A in the past, but has
                                                                                                          established key partnerships in multiple regions that has
 December 2020: Veg of Lund announced that they have developed a plant-based milk made from               allowed for international expansion
 potatoes, named DUG® and it also entered a partnership with Scandi Standard to develop plant-based     ▪ As part of its international expansion, M&A could provide
 meat products                                                                                            Veg of Lund the resources to successfully launch its
                                                                                                          product and capture market share in new regions
 March 2021: Veg of Lund signed a sales agreement with Organic Food Brokers with the goal to start      ▪ M&A could allow Veg of Lund to ramp up production as
 selling its plant-based milk in the US in H2 2021                                                        demand builds for its plant-based milk

 May 2021: DUG® started selling in grocery stores in Sweden

 June 2021: DUG ® started selling in the UK and China

  (1) As of closing 10/11/2021
  Sources: CapitalIQ, MergerMarket, Company Websites, Press Releases

29
 29   Private & Confidential
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

30
 30    Private & Confidential
Plant-Based Dairy > Financial Sponsor Observations

                          The sector is gaining attention from private equity houses who are expected to drive consolidation

                               Venture Capital companies provide necessary capital for early-stage plant-based companies to gain
                               traction

                         Private Equity has played a significant role in the inflow of capital towards plant-based dairy alternatives,
                         allowing established companies to benefit from the rapidly growing domestic and international demand

        Investments from financial sponsors are expected to continue due to the vast market growth currently experienced

31
 31   Private & Confidential
Select Financial Sponsors > Plant-Based Dairy

          Date                                  Fund         Target             Relevant Investments(1)                                    Comments

                                                                                                                            US-based venture capital firm providing long-
                                                                                                                            term growth capital to innovative companies
                                                                                                                            with a focus on environmental sustainability
                                           Ajax Strategies

                                                                      Ripple Foods, a US-based plant-based dairy
                                                                                                                            UK-based venture capital firm specializing in
                                                                      company, raised US$ 60mn in its Series E funding
      07/26/2021                                                                                                            late-stage investments in tech companies
                                                                      round led by Rage Capital, Ajax Strategies, and S2G
                                                                                                                            across multiple sectors
                                            Rage Capital              Ventures

                                                                                                                            US-based venture capital firm investing in
                                                                                                                            sustainable and healthy food systems

                                            S2G Ventures

                                                                                                                            Singapore-based state-owned sovereign
                                                                      Perfect Day, a US-based company producing non-
                                                                                                                            wealth fund of the Government of Singapore
                                                                      animal dairy protein through precision
                                                                      fermentation, raised US$ 350mn in a funding round
                                         Temasek Holdings
                                                                      at a US$ 1.5bn valuation. The round was co-led by
      06/02/2021
                                                                      Temasek and Canada Pension Plan (CPP) Investment
                                                                      Board
                                                                                                                            Canada-based state-owned pension fund
                                                                                                                            sponsor investing in equity, fixed income,
                                                                      Status: Active
                                                                                                                            and alternative markets across the globe

                                      CPP Investment Board

       Financial sponsors have played a critical role in the capital formation for Plant-Based Dairy start-ups allowing them to
                                                 develop into established companies
  (1) Current investments, unless noted otherwise

32
 32    Private & Confidential
Select Financial Sponsors > Plant-Based Dairy

          Date                                  Fund            Target             Relevant Investments(1)                                     Comments

                                                                         The Not Company (NotCo), a Chilean-based plant-
                                                                         based food company, announced that they have           US-based investment firm managing hedge
                                                                         raised US$ 235mn in a funding round led by Tiger       funds and private equity funds. The firm
      07/26/2021
                                                                         Global                                                 invests primarily in early-stage companies,
                                                                                                                                growth-oriented companies, and start-ups
                                                                         Status: Active
                                 Tiger Global Management, LLC

                                                                         Enlightened Hospitality Investments, a US-based
                                                                         growth equity fund, made a strategic investment in     US-based growth equity fund associated with
                                                                         The Not Company (NotCo) to boost its ability to        USHG and over 30 yeas of experience in the
      06/02/2021
                                                                         expand into the US                                     hospitality business and beyond. Danny
                                                                                                                                Meyer, founder of Shake Shack, is a partner
                                     Enlightened Hospitality             Status: Active
                                           Investments

                                                                         Plant Tap, Inc, with the brand Numilk, secured a US$
                                                                         2mn investment from Mark Cuban on the
                                                                                                                                US-based, Mark Cuban is an American
                                                                         entrepreneur TV-show Shark Tank, for 7% equity in
      03/27/2021                                                                                                                entrepreneur, TV-personality, media
                                                                         the company
                                                                                                                                proprietor and investor
                                                                         Status: Active
                                     Mark Cuban Companies

                                                                         EVR Foods, who own the plant-based yogurt and
                                                                         milk brand LAVVA, secured a US$ 5mn investment
                                                                         from Health and Plant Protein Group (HPP) and S2G      US-based venture capital firm investing in
      02/16/2021
                                                                         Ventures, for a combined 60.5% interest in LAVVA       sustainable and healthy foods

                                                                         Status: Active
                                            S2G Ventures

       Financial sponsors have played a critical role in the capital formation for Plant-Based Dairy start-ups allowing them to
                                                 develop into established companies
  (1) Current investments, unless noted otherwise

33
 33    Private & Confidential
Select Financial Sponsors > Plant-Based Dairy

          Date                                  Fund         Target             Relevant Investments(1)                                    Comments

                                                                      UK-based producer of vegan ice cream, Northern
                                                                      Bloc Ice Cream, secured a seven-figure investment     UK-based private equity firm investing in
      01/18/2021                                                      from private equity house Mobeus                      domestic companies in various industries,
                                                                                                                            with a focus on SME’s and Startups
                                                                      Status: Active

                                               Mobeus

                                                                      The Not Company (NotCo) confirmed US$ 85mn            France-based venture capital firm focused on
                                                                      funding from the France-based venture capital firm    investing in new technologies
                                           Future Positive            Future Positive Capital and American-French private
      09/09/2020
                                                                      equity company L Catterton
                                                                                                                            US-based private equity firm and one of the
                                                                      Status: Active                                        largest and most global consumer focused

                                             L Catterton

                                                                      Oatly AB, plant-based dairy company made from
                                                                      oats, raised US$ 200mn in equity led by Blackstone
                                                                                                                            US-based private equity firm that provides
                                                                      Growth, with participation from Oprah Winfrey, Roc
                                                                                                                            financial advisory services including M&A,
      07/14/2020                                                      Nation, Natalie Portman, Howard Schultz, Orkila
                                                                                                                            restructuring and reorganization advisory
                                                                      Capital, and Rabo Corporate Investments
                                                                                                                            services and fund placement services
                                                                      Status: Active

                                             Blackstone

       Financial sponsors have played a critical role in the capital formation for Plant-Based Dairy start-ups allowing them to
                                                 develop into established companies
  (1) Current investments, unless noted otherwise

34
 34    Private & Confidential
Select Financial Sponsors > Plant-Based Dairy

          Date                                  Fund         Target             Relevant Investments(1)                                       Comments

                                                                      The Collaborative, a UK-based plant-based yogurt         US-based growth equity fund that provides
                                                                      and desserts brand, secured US$ 7mn Series A             financial and strategic support as well as
      04/24/2020                                                      investment from PowerPlant Ventures                      operational expertise to natural foods
                                                                                                                               brands. Other investments include Beyond
                                                                      Status: Active                                           Meat, Veggiegrill, and Rebbl
                                       PowerPlant Ventures

                                                                      Qatar Investment Authority led Califia’s latest series   Qatar-based, Qatar Investment Authority is
                                                                      D funding round with three other investors for a         Qatar's sovereign wealth fund. The QIA was
      01/15/2020                                                      total of US$ 225mn                                       founded by the State of Qatar in 2005 to
                                                                                                                               strengthen the country's economy by
                                                                      Status: Active                                           diversifying into new asset classes
                                                    QIA

                                                                      Ambrosia Investments invested US$ 50mn into
                                                                                                                               Singapore-based investment holding
                                                                      Califia Farms, in a Series C funding round
      07/02/2018                                                                                                               company interested in integrated food
                                                                                                                               services sector
                                                                      Status: Active

                                      Ambrosia Investments

                                                                                                                               US-based venture capital and private equity
                                                                      REBBL, a California-based manufacturer of coconut
                                                                                                                               firm investing in high growth, iconic
                                                                      milk-based beverages based, closed a US$ 20mn
                                                                                                                               consumer brands. CAVU was founded by
      05/18/2018                                                      financing round led by CAVU Venture Partners
                                                                                                                               consumer products veterans and serial
                                                                                                                               entrepreneurs Rohan Oza, Clayton
                                                                      Status: Active
                                                                                                                               Christopher, and Brett Thomas
                                     CAVU Venture Partners

       Financial sponsors have played a critical role in the capital formation for Plant-Based Dairy start-ups allowing them to
                                                 develop into established companies
  (1) Current investments, unless noted otherwise

35
 35    Private & Confidential
Select Financial Sponsors > Plant-Based Dairy

          Date                                  Fund            Target             Relevant Investments(1)                                      Comments
                                                                         Ripple Foods, an Emeryville, California-based maker
                                                                         of plant-based dairy product alternatives, secured
                                                                         US$ 65mn in Series C funding in a round. The Series
                                                                                                                                US-based single-family office that invests
      01/29/2018                                                         C was led by Euclidean Capital, with participation
                                                                                                                                individual & family services management
                                                                         from Goldman Sachs, and Fall Line Capital

                                         Euclidean Capital               Status: Active

                                                                         Kohlberg Kravis Roberts & Co. L.P. (“KKR”) agreed to
                                                                         acquire Upfield, the Netherland-based                  US-based global investment firm that
                                                                         manufacturer of cheese spreads and other plant-        manages investments across multiple asset
      12/15/2017                                                         based products business of Unilever Plc., for US$      classes including private equity, energy,
                                                                         8.3bn                                                  infrastructure, real estate, credit and hedge
                                                                                                                                funds
                                     Kohlberg Kravis Roberts             Status: Active

                                                                         China Resources-Verlinvest and Östersjöstiftelsen,     China-based JV between China Resources
                                                                         along with management and other existing               and Verlinvest, seeking to invest in mid-sized,
                                                                         shareholders acquired Oatly AB, the Sweden-based       high-growth businesses in the healthy
                                                                         food company engaged in providing oat-based non-       branded Food & Beverage and Senior Care
      12/02/2016                   China Resources Verlinvest            dairy products, from Industrifonden, the Sweden-       sectors
                                                                         based venture capital firm, for a consideration of
                                                                         US$ 142mn                                              Sweden-based foundation focused on
                                                                                                                                research and the training of doctoral
                                         Östersjöstiftelsen              Status: Active                                         students

                                                                         Stripes Group, LLC invested US$ 50mn in Califia
                                                                                                                                US-based private equity and venture capital
                                                                         Farms, the US-based company engaged in providing
                                                                                                                                firm invests in companies between US$ 10mn
                                                                         plant-based food alternatives, together with Sun
      09/15/2015                                                                                                                to US$ 150mn with a sector-specific focus on
                                                                         Pacific
                                                                                                                                Internet, SaaS, Healthcare IT, and Branded
                                                                                                                                Consumer Products
                                                                         Status: Active
                                           Stripes Group

       Financial sponsors have played a critical role in the capital formation for Plant-Based Dairy start-ups allowing them to
                                                 develop into established companies
  (1) Current investments, unless noted otherwise

36
 36    Private & Confidential
Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

37
 37    Private & Confidential
Plant-Based Meat > Select Ingredients Overview

      Ingredient                                  Nutritional Benefits                                                         Nutritional Cons                                                      Related Intelligence

                                                                                                                                                                                    ▪    High usage of GMOs during production of soy
                                 ▪    High protein content
                                                                                                          ▪    Common allergen                                                      ▪    Has been linked to increase risk of breast cancer
                                 ▪    Good source of potassium
                                                                                                          ▪    Contains natural antinutrients                                            due to the isoflavones, plant estrogen
                                 ▪    Low saturated fats
                                                                                                          ▪    High sodium content in final products                                ▪    Highly processed to achieve animal protein-like
                                 ▪    Many soy derivatives like tofu and tempeh
                                                                                                                                                                                         features and flavor
             Soy

                                                                                                          ▪    Low in Vitamin B12                                                   ▪    Yellow peas are the fastest growing source of
                                 ▪    High protein content
                                                                                                          ▪    Low in methionine, an amino acid found in meat,                           protein used in plant-based meat products
                                 ▪    Contains all 9 essential amino acids
                                                                                                               fish and dairy products                                              ▪    Highly processed to achieve animal protein-like
                                 ▪    No significant GMO concerns
                                                                                                          ▪    High sodium in final products                                             features and flavor
            Peas

                                                                                                          ▪    Wheat gluten-based protein, not appropriate for                      ▪    Used in primarily plant-based chicken products as
                                 ▪    High protein content
                                                                                                               people with gluten-allergies                                              it has similar textures
                                 ▪    Low in carbs
                                                                                                          ▪    Low in lysine, an essential amino acid                               ▪    Highly processed to achieve animal protein-like
                                 ▪    Low in fat
                                                                                                          ▪    High sodium in final products                                             flavor
           Seitan

                                                                                                                                                                                    ▪    Potential to be used for many plant-based seafood
                                 ▪    High protein content                                                ▪    Has been linked to allergic reactions                                     products due to its texture
                                 ▪    High in fiber                                                       ▪    Can cause symptoms such as nausea                                    ▪    Cost-effective and does not require as much
                                 ▪    Rich in essential amino acids                                       ▪    High sodium in final products                                             processing to achieve meat-like features, but
                                                                                                                                                                                         requires processing to achieve flavor
       Mycoprotein

                                                New food technologies will emerge to address concerns regarding ingredients
Sources: BCG – Food for thought (2021); Meticulous Research Pvt. Ltd. – Plant Based Food Market – Global Opportunity Analysis and Industry Forecast; Bloomberg – Beyond Meat Sparked a Run on Peas and Protein Revolution; Healthline – Is Seitan (Vital
Wheat Gluten) Healthy?; Healthline – What is Mycoprotein and Is It Safe to Consume?

38
 38     Private & Confidential
Plant-Based Meat > Different Meat Alternatives

                          Plant-Based                                                                          Microorganism                                                                         Cultivated Meat

  Some products such as plant-based burgers close to                                    Proteins are derived from yeast, single-celled algae, or                               Newly emerging technology where protein is produced
     reaching cost parity with traditional proteins                                      fungi (mycoprotein), and then processed to achieve                                     directly from cells from a living animal, without killing
                                                                                                     meat-like texture and flavor                                                or harming the animal. Upside Foods has developed
 Yellow peas and soy are currently the two dominating                                                                                                                             chicken from small samples of cells from chickens
 categories used in the production of plant-based meat                                  Some industry players are already using this technique,
                                                                                           such as Quorn, Marlow Foods and Meati Foods                                            Not technically a vegan option, but the technology
   Technology needs to advance to achieve traditional                                                                                                                            addresses many of the concerns with animal welfare
        protein like features with less processing                                     Is expected to be a good substitute for eggs and cheese                                                   and the environment
                                                                                                    due to its physical properties
 Essential vitamins and amino acids needs to be added                                                                                                                           Financial sponsors have been actively investing in food
 to the products in order to make it a sustainable diet                                    Currently an expensive process and it will have to                                    tech startups as the technology continues to develop
           and healthy alternative for humans                                             further develop to achieve competitive pricing with
                                                                                                          traditional proteins                                                     Cultivated meat is expected to grow significantly
      Despite many health benefits, plant-based meat                                                                                                                              between 2025-2035, with expectations of products
      products generally have a high sodium content                                    Expected to experience rapid growth in coming years as                                           being available on a retail scale in 2022
                                                                                        alternatives are developed for more animal products

         Meat Alternatives by Source - 2020                                                      Meat Alternatives by Source - 2035                                                                 Meat Alternatives CAGR
                           4%                                                                                                                                                 140%
                                                                                                                                                                                                                                                   120%
                                                                                                                         6%                                                   120%                                     111%
                                                                                                                                                                              100%
                                                                                                             23%                                                                80%                                           66%
                                                                                                                                                                                60%                   52%
                                                                                                                                                                                                45%
                                                                                                                                                                                40%
                                                                                                                                                                                          12%                     16%
                                                                                                                                       71%                                      20%                                                        7% 8%
                                        96%                                                                                                                                      0%
                                                                                                                                                                                          CAGR 20-25'             CAGR 25-30'             CAGR 30-35'
              Plant-Based                      Microorganism                              Plant-Based            Microorganism               Cultivated Meat                            Plant-Based           Microorganism              Cultivated Meat
Sources: BCG – Food for thought (2021); Meticulous Research Pvt. Ltd. – Plant Based Food Market – Global Opportunity Analysis and Industry Forecast; Food Engineering - Alternative protein processors using cell- or plant-based methods can
learn from biotech; Research and Markets - Mycoprotein - Global Market Trajectory & Analytics

39
 39     Private & Confidential
Plant-Based Meat > Select Market Participants

        Global Plant-
        Based Meat
         Companies

                                                    North America               Latam            Europe                        Asia

                                                              ConAgra Brands
      Regional / Local                      Tyson Foods                                 JBS               Paulig Group
          Leaders

                                         Maple Leaf Foods    Maple Leaf Foods                             Monde Nissin

                                           Hain Celestial

                                                                                                     Otsuka Pharmacueticals
                                                                                        Raisio

         Other Local
                                                                                                            Midsona
         Companies

                                                                                                       Livekindly Collective

  Note: Text under the logos are the brand owners

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Table of Contents

I.       Introduction to FM&Co.

II.      Plant-Based Alternatives: Market Overview

III.     Plant-Based Dairy Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

IV.      Plant-Based Meat Alternatives

         I.        M&A Overview & Key Market Participants

         II.       Capital Markets Observations

         III.      Financial Sponsor Observations

V.       Team Biographies

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Plant-Based Meat > M&A Observations

M&A transactions in the industry will continue to feature significant amounts of activity as the market
continues to grow and as consumers increasingly see plant-based alternatives as a norm

                                 Established food and drink companies and financial investors gaining access to the fast-growing
          High Growth
                                 plant-based alternatives market

       Shifting Market           Large meat companies are expanding their portfolio to include plant-based alternatives in order to
          Dynamics               remain competitive due to rising market norms towards plant-based alternatives

      Start-ups Requiring        Start-up companies requiring investments from individuals, financial or corporate investors in
          Investment             order to accelerate their growth and to bring new plant-based food-tech solutions to the market

                                 Companies looking to consolidate and expand existing positions to achieve economies of scale and
      Economies of Scale
                                 to reach new geographies

                                  Plant-Based Meat M&A is expected to continue in the foreseeable future

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Plant-Based Meat > Key Recent M&A Milestones

                                                                                                                                             Maple Leaf Foods                Maple Leaf Foods acquired
               Monde Nissin Corp acquired               Atlantic Natural Foods acquired              Tyson acquired a 5% stake            acquired Lightlife Foods           Field Roast Grain Meat Co
               Quorn Foods for US$ 831mn                Loma Linda Brand from Kellogg                    in Beyond Meat                       for US$ 140mn                        for US$ 120mn

                                                   2015                                                        2016                                                  2017

                        Gilde Buy Out Partners              Atlantic Natural Foods            Pulmuone acquired Vitasoy USA including      Nature Soy acquired              Nestlé acquired Sweet
                         acquired Enkco B.V.                 acquired Neat Foods                  the brand Nasoya for US$ 50mn                Veggieland                        Earth Foods

                                                                                                                             Conagra Brands acquired Pinnacle
                  Midsona acquired Ekko            Jensen Meat Co. owners             Beyond Meat IPO raised US$             Foods including the brand Gardein       Hilton Food Group acquired
                  Gourmet for US$ 1mn            acquired Before the Butcher         240mn with a valuation of US$                     for US$ 10.9bn                      Dalco Food B.V.
                                                                                                1.5bn
                                                                    2019                                                                                   2018

                  Estavayer Lait acquired          Cranswick Plc acquired Katsouris      Pfeifer & Langen acquired                 Unilever acquired the          Kerry Group acquired Ojah B.V.
                       SoFine Foods                   Brothers Plc for US$ 62mn          AMIDORI Food Company                       Vegetarian Butcher                    for US$ 19mn

                                                        LIVEKINDLY Collective                                                             Vestar made a majority                Sigma Alimentos
                     B.V. Kennemervis Group            acquired remaining 49%        Midsona acquired System    LIVEKINDLY Collective   investment in Dr. Praeger’s         acquired a minority stake
                     acquired Bobeldijk Food              stake of Like-Meat           Frugt for US$ 33mn         acquired No Meat            sensible foods                  in The Live Green Co
                              Group
                                                                2020                                                                             2021

               Foods United acquired Foods United (Blue Horizon) LIVEKINDLY Collective                     PepsiCo and Beyond Meat LIVEKINDLY Collective         Raisio acquired       JBS acquired
                 51% of Like-Meat acquired LIVEKINDLY Media and acquired Oumph!                             announced that they are    acquired The Dutch        Verso Food for       Vivera for US$
                                   rebrands as LIVEKINDLY Collective                                     forming the joint venture The    Weed Burger              US$ 8.4mn              407mn
                                                                                                               Planet Partnership

                               M&A activity is expected to continue as demand for plant-based products continue to grow
  Sources: MergerMarket, Company Websites, Press Releases

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Key Plant-Based Meat Market Participants > Nestlé (Switzerland)

   Company Overview:                                                                                                                              Select Brands:
         Revenue: Nestlé – US$ 92.3bn; Nestlé Plant-Based Meat & Dairy – US$ 335mn

         Brands: Sweet Earth, Garden Gourmet, Harvest Gourmet

         Presence: In the US through Sweet Earth, Europe through Garden Gourmet, and Australia, China
         and Malaysia through Harvest Gourmet
         Locations: Nestlé has 376 production facilities in 81 countries worldwide
       Related Intelligence: Globally, Nestlé has around 300 employees in 8 R&D centers researching and
       developing plant-based products. This R&D network has allowed Nestlé to launch “PB triple play” – all
       plant-based ingredients for a bacon cheeseburger in just 10 months, and plant-based tuna in 9 months
   Significant Developments:

                                                                     Nestlé announced
                                Nestlé announced that they will partnership with Corbion to                             Nestlé announced partnership   Nestlé opened plant-based      Nestlé launched
                                commit to zero net emissions by develop microalgae-based      Nestlé launched new plant- with Burcon and Merit for       production facility in     plant-based chicken
Nestlé acquired Sweet             2050 including offering more  ingredients for plant-based     based tuna under the     plant-based meat and dairy    Malaysia to expand Harvest   through their Sweet
Earth Foods in the US                plant-based products                products              Garden Gourmet brand              ingredients            Gourmet Range in Asia           Earth brand

        2017                                                   2019                                                      2020                                              2021

Nestlé acquired Garden         Nestlé launched new plant-based      Nestlé launched new plant- Nestlé launched new plant-     Nestlé launched new plant-      Nestlé launched new plant-based
  Gourmet in Europe          burgers and grounds in the US through based pizza and lasagne with based sausages in Europe      based product offerings in       Hot Dogs and Jerky, and a new
                            Sweet Earth and Europe through Garden     Sweet Earth Awesome       through Garden Gourmet         China under the Harvest        version of their Awesome burger
                               Gourmet and in Australia through               Grounds          and US through Sweet Earth           Gourmet Brand                   through Sweet Earth
                                       Harvest Gourmet

     Sources: MergerMarket, Company Websites, Press Releases

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Key Plant-Based Meat Market Participants > The LIVEKINDLY Collective (US)

     Company Overview:                                                                                                                         Select Brands:
          Revenue: LIVEKINDLY Collective – No estimates

          Brands: Like Meat, Fry’s, No Meat, Oumph!, The Dutch Weed Burger

          Presence: The products are available in North America, Europe and South Africa

          Locations: The LIVEKINDLY Collective’s HQ is in the US, and they operate globally through their brands
         Related Intelligence: CEO Kees Kruythoff has emphasized that LIVEKINDLY is specifically targeting the
         plant-based chicken market. They have announced ambitions to expand their product offering into
         China during 2021
     Significant Developments:

                                             LIVEKINDLY Collective partnered
 LIVEKINDLY Collective                        with RCL Foods in South Africa LIVEKINDLY completed the LIVEKINDLY Collective secured US$        LIVEKINDLY Collective     LIVEKINDLY Collective
announced US$ 200mn LIVEKINDLY Collective supplying plant-based chicken acquisition of Oumph!, a      335mn in funding round lead by The         appointed six new     acquired The Dutch Weed
 was raised in a round  acquired remaining     to major fast-food chains like plant-based meat brand Rise Fund, bringing total funds raised in members to Board of     Burger, a plant-based meat
  led by Blue Horizon 49% stake of Like-Meat         KFC and Nando’s             made from beans           the first year to US$ 535mn               Directors         brand made from seaweed

                                                          2020                                                                                      2021

   Foods United    Foods United acquired  LIVEKINDLY Collective       LIVEKINDLY LIVEKINDLY Collective LIVEKINDLY Collective formed a LIVEKINDLY Collective LIVEKINDLY Collective partnered up
  acquired 51% of LIVEKINDLY Media and formed plant-based ready- Collective partnered acquired The Fry    Joint Venture with PURIS       acquired No Meat, a with Rival Foods, a Germany-based
plant-based chicken changes name to The meals partnership with    with PHW Gruppe Family Good Co       Holdings to accelerate adoption plant-based meat brand start-up to develop plant-based
  brand Like-Meat LIVEKINDLY Collective          Ospelt                                                   of plant-based nutrition.      using soy, beetroot,         chicken products
                                                                                                                                           beans and more

      Sources: MergerMarket, Company Websites, Press Releases

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