thumbnail of OneFarm

OneFarm

Return 9.0% IRR
Term 7 years
Total Invested £3.78m
1994  investors
Maturity date 30 Apr 2029
thumbnail of OneFarm

What does the company do?

OneFarm is an owner and operator of a large-scale indoor vertical farm in Newmarket, Suffolk. The farm is built in an existing warehouse that has been renovated and fitted with solar panels. At the full target farm size, it will have the potential to supply 415 tonnes of vegetables a year. The intention is to roll out a portfolio of these large-scale indoor vertical farms across the UK. OneFarm is majority owned by OneFarm BV, a company based in the Netherlands and set up in 2016.

Indoor vertical farming is a type of controlled environment agriculture. There are different technologies used but the key principle is growing plants indoors in vertically stacked layers and using LED lighting. While vertical farms have higher energy requirements during the growth phase than traditional farming due to the need for artificial lighting, they have other benefits both economically and environmentally. The plants in the indoor vertical farm grow quickly because of the innovative technology used that optimises the light, particularly by selecting the optimal light spectrum, to give the plant exactly the energy it needs to grow. This means quicker growth cycles and consistent yields throughout the year, even in winter months. The indoor vertical farm is highly modular and automated and can be situated closer to where the demand is, cutting down on food miles.

The vertical farming technology for OneFarm’s farm is provided by Intelligent Growth Solutions and the farm uses renewable electricity to power its lighting. The growing system consists of distinct, individual and fully-automated growth towers. These are up to 9m tall and contain layers of growth trays. The growth trays provide the growing platform, hydroponics tray, ventilation and the growing lights in a single unit. The growth trays are arranged in an adjustable racking system and are moved around using an automated central lift mechanism and robotics for transfer from the growth tower to a central service area for picking, cleaning and maintenance. Each growth tray has individually controllable ventilation and irrigation.

The type of crops grown tend to be small and sensitive leaf vegetables, such as microgreens, herbs and leafy greens, that can be grown on thin growth trays and which benefit from a protected and controlled environment. The produce from the farm will predominantly be sold to to supermarket retailers and other larger demand customers such as catering and food service groups and home delivery recipe box providers.

Why did the company raise money?

The company raised funding on Abundance as part of a wider funding package to install its first indoor vertical farm in Newmarket. With the amount raised the company was able to install a total of 14 growth towers providing 5,400m2 of growing area plus related ancillary farm infrastructure. Funding was also provided by New Anglia Local Enterprise Partnership (working with Suffolk County Council), Intelligent Growth Solutions, Creditforce (a private investment company) and two of the company’s directors.

How does the company expect to repay the investment?

OneFarm expects to repay the investment in instalments using its profits from selling its produce.

How is the company making an impact?

The food industry accounts for over a quarter of global greenhouse gas emissions so it is a key sector in the climate challenge.

Vertical farms have a number of environmental benefits compared to traditional forms of farming, although they do have higher energy needs in the growth phase due to the need for artificial lighting. By farming indoors, a vertical farm can tightly control the growing environment and the inputs. This reduces the amount of fertiliser and water required and cuts out the need for pesticides, which means the produce does not need to be washed which extends its shelf life. Food can be grown much closer to the consumer, cutting down on transport emissions, and use significantly less land, freeing up land for other uses or re-wilding. With a more consistent growing environment and therefore crop yields, a vertical farm can also cut down on the waste from lost crops or produce that does not meet the needs of customers.

Example crops being grown in an Intelligent Growth Solutions tower
Example crops being grown in an Intelligent Growth Solutions tower

Key terms

Issuer OneFarm
Return 9.0% IRR
Term period 7 years
Start date 1 May 2022
Maturity date 30 April 2029
Capital repayment Regular instalments
Amount raised £3,783,523.06
Return structure

The interest and capital is paid in equal instalments every 6 months (the first return is paid after a longer 18 month period to allow for the construction of the vertical farm).

Secured or unsecured Secured It is important to understand that security does not guarantee repayment of your investment or returns.
Security package

This investment has security over all of the assets of OneFarm Limited under a package of security documents including:

  • security agreements by way of fixed and floating charges over the assets of OneFarm Limited, except for certain Intelligent Growth Solutions equipment until paid for by and transferred to the ownership of OneFarm Limited under the lease purchase agreement;
  • various direct agreements which provide the Security Trustee with certain rights such as being notified of a termination event or, in some cases, stepping into our shoes upon a termination event under certain project contracts (such as the lease purchase agreement and equipment supply agreement).

Suffolk County Council will also benefit from security over the assets of OneFarm Limited. Both the Suffolk County Council security and the Abundance security will rank pari-passu (i.e. they will share equally any available assets of OneFarm Limited, or any proceeds realisable from the sale of any of those assets subject to the Intelligent Growth Solutions lease purchase agreement) and this is governed by an Intercreditor Agreement between Abundance, Suffolk County Council, OneFarm Limited and the other funders.

Early repayment options

The company has the option to repay the investment at any point from 1 May 2025 onwards subject to paying an early redemption fee (equivalent to the next 6 months's interest payment) and by giving 20 business days's notice.

The company can also make an early repayment in certain circumstances, such as a change of control of the company (for example, if some or all of the company was sold to a new owner) or a regulatory/tax requirement.

See the Debenture Deed for details of all circumstances in which the option for early repayment may be exercised.

Documents

Debenture Deed
Download PDF The debenture deed sets out the legal agreement and terms for this investment.

Payment schedule

This table gives a breakdown of what is due to be paid back on this investment, based on an example investment of £1,000.

Payment schedule table
Payment date Capital repayment Interest Total
31 October 2023 £83.33 £35.60 £118.93
30 April 2024 £83.33 £35.60 £118.93
31 October 2024 £83.33 £35.60 £118.93
30 April 2025 £83.33 £35.60 £118.93
31 October 2025 £83.33 £35.60 £118.93
30 April 2026 £83.33 £35.60 £118.93
30 October 2026 £83.33 £35.60 £118.93
30 April 2027 £83.33 £35.60 £118.93
29 October 2027 £83.33 £35.60 £118.93
28 April 2028 £83.33 £35.60 £118.93
31 October 2028 £83.33 £35.60 £118.93
30 April 2029 £83.37 £35.60 £118.97
Total £1,000.00 £427.20 £1,427.20

Updates

These updates tell the story of the investment over its life and include information reported to investors by the company or council behind the investment. The updates are provided for informational purposes only and do not constitute an inducement or invitation to invest. Information provided at the time of publishing may no longer be accurate.

OneFarm is unable to make the payment due to investors today due to the ongoing administration of the company.

There is no further update from the administrators of OneFarm at this stage, however the administration process is ongoing and Abundance remains in contact with the administrators. The legal claim process continues (as previously explained) however, due to confidentiality and legal privilege, there are no further details or material developments that can be relayed to investors at present. A more detailed update will be provided in due course.

The Administrator of OneFarm Limited has provided a brief update in relation to the administration process following an update filed on Companies House.

As the Administrator of OneFarm Limited, we have filed the “Statement of administrator's proposal” on Companies House (available here). It is a statutory requirement for an Administrator to report publicly in this way via the Companies House website after 8 weeks in position at the company. The document covers the progress of the Administration to date, next steps, approval processes (note, no action is required by Abundance in its position as secured creditor/Trustee) and details of the Administrators’ fees.

There are no material developments provided in this document in relation to the expected return to the secured Abundance debenture holders over and above that previously communicated to you via the investor update provided on 18 October 2023. The reason for this is that the legal claim against Intelligent Growth Solutions remains the principal route to achieving a meaningful return and while the claim is underway, further details cannot be disclosed due to confidentiality and legal privilege. An update will be provided when we are able to do so.

Please read the full update here

OneFarm has provided a short update for investors, with a further fuller update to come:

Dear Investors,

We would like to let you know that we have filed a Notice of intention to appoint an administrator in order to protect the business from any potential creditor claims while we assess and implement our next course of action. We will be providing you with a fuller update as soon as possible.

Please read the full update here

A member of the Abundance team, Investments Director Mark Francis, joined representatives of from West Suffolk Council and New Anglia Local Enterprise Partnership (LEP) on Thursday 2 February for a first look inside OneFarm’s vertical farm at Newmarket. Construction of the first phase began in autumn 2022, and is scheduled to be fully operational in early 2023.

“I really enjoyed seeing the expanding OneFarm team again as well as catching up with the LEP, Creditforce and IGS, who supplied the game-changing technology for the site,” Mark said. “It has been a real collaborative effort to get this far, and I could feel the excitement in the air seeing the progress at the site. The OneFarm team provided an excellent tour and you could really see how committed they are to the cause.

When I stepped into one of their operational towers for the first time it was mindblowing. I could see layers and layers of wonderful looking produce filling the vast growing space. Witnessing at first-hand how the plant looks now - part operational within an expansive warehouse that has room for growth in Phase 2 - gave a huge confidence boost.”

Produce in Growth Tower at OneFarm's vertical farm at Newmarket
Produce now growing in one of the growth towers

LEP Chair C-J Green was also enthused by the progress on site.

“Vertical farming will be a key contributor to the UK Net Zero target, from lower artificial nutrient requirements to the use of shorter transport and supply chains. The farm will contribute significantly to crop science and research across the agri-tech sector and will also cater to the desire for localised and sustainable supply chains that ensure greater food security for local populations.”

Produce under UV light in Growth Tower at OneFarm's vertical farm at Newmarket
The produce is grown under LED lights

The OneFarm investment closed on Monday with over 2,000 Abundance investors supporting the project and investing over £3.78m. With the £4m milestone within reach, the directors of OneFarm have decided to increase their own investment in the business to ensure the company has now met the £4m threshold needed to proceed with the construction of a larger farm.

The final funding for the farm will now come from the following sources:

Abundance investors ~£3.8m
Suffolk County Council LEP £2.5m
OneFarm directors ~£1.2m
Creditforce £1m
Intelligent Growth Solutions Lease purchase agreement

Construction is already well underway with the first 7 towers ready for growth during December / January and construction of the next towers in March / April. The first investor return is due to be paid in October next year.

OneFarm is pleased to inform investors that the build process is following its planned timetable and the sale of its foods in this new category will be delivered in a short few months.

We wish to inform investors that our non-executive director Niall Murphy has been appointed non-executive chair of the company, replacing Rupesh Madlani effective from 28 September 2022. Rupesh is stepping down from his role following a recent change in his employer’s policy regarding external roles.

We would like to thank Rupesh for his work and support, especially the recent fundraise that has enabled us to commence the build of our first large-scale indoor vertical farm in Suffolk. We welcome Niall stepping up to the non-executive chairman role and believe he will contribute to the further growth of the company and provide valuable leadership support. Niall will continue to provide advice and expertise on technological developments associated with our business as it scales to meet the growing market demand for our nutritious and environmentally sustainable food.

Please read the full update here

Over recent days, the team at OneFarm has been in detailed conversations with its key project suppliers, Abundance and its other funders to explore the idea of starting production with a smaller farm. They have seen strong demand from the buyers of their locally grown, low carbon products. Increasing prices, caused by global supply chains issues, and increasing priority on food security are top of mind. This combination of strong demand, higher prices and the higher value, high nutrition produce OneFarm will grow, means a smaller farm of 2,300m2 growing area can be built as profitably, and more quickly, to start supplying for those customers sooner and generating revenues.

The cost of this smaller farm (which will use 7 growth towers) is £7.6m in total and needs £2.5m from this Debenture offer, compared to a 14-tower farm which needs £4m from Abundance investors. OneFarm’s suppliers and other funders are all supportive and ready to get going (some of the preparation work is well underway). Therefore, OneFarm has taken the decision and informing existing investors that it is lowering the Minimum Threshold Amount to £2.5m and extending the offer period to 31 October which also recognises the challenging market environment of recent months.

As vertical farming technology is modular, OneFarm will add additional capacity as more funding is raised – the previous £4m minimum will fund a 14-tower farm, with 19 towers at the upper raise amount of £6.7m. The updated Offer Document sets out how the additional funding will fund towers and the supporting infrastructure and utilities.

Please read the full update here

Please read the full update here

OneFarm has taken up the option to extend the close date for the investment until 31 July 2022. This does not change any of the investment terms including the interest start date.

OneFarm opened for investment today.