UPSIDE Foods Sues Florida Over Cultivated Meat Ban
The Institute for Justice, a nonprofit, public interest law firm, filed a lawsuit challenging a newly enacted Florida law that bans the production, distribution, and sale of cultivated meat, which allows consumers to enjoy the taste of meat grown directly from real animal cells, without the need to raise or kill animals.
The lawsuit, which was filed in the U.S. District Court for the Northern District of Florida, argues that Florida’s ban violates the Constitution’s provisions that prohibit protectionist measures designed to favor in-state businesses at the expense of out-of-state competitors. By targeting cultivated meat, which is produced outside Florida, the law seeks to protect local meat producers from competition, undermining the principles of a national common market.
“If some Floridians don’t like the idea of eating cultivated chicken, there’s a simple solution: Don’t eat it.” said Paul Sherman, a senior attorney at the Institute for Justice. “The government has no right to tell consumers who want to try cultivated meat that they’re not allowed to. This law is not about safety; it’s about stifling innovation and protecting entrenched interests at the expense of consumer choice.”
To bring this lawsuit, IJ partnered with UPSIDE Foods, a pioneering company in the field of cultivated meat. Founded by cardiologist Dr. Uma Valeti, UPSIDE Foods was born out of a transformative experience Valeti had while running a student kitchen in college. When he needed to buy meat at a slaughterhouse, he was profoundly dismayed to see animals suffer.
Vowing to find a more humane and sustainable way to produce meat, he established UPSIDE Foods in 2015, which now produces chicken meat grown directly from real chicken cells. This innovative process allows UPSIDE Foods to produce meat without the need for raising and slaughtering animals, providing a cruelty-free alternative that maintains the taste and texture of conventional meat. In fact, UPSIDE’s chicken is cooked and prepared the same way as conventional chicken.
UPSIDE’s chicken has been given a green light by both the FDA and USDA, affirming its safety and quality. And because it is cultivated in a controlled environment, the process has the potential to reduce the risk of food borne illnesses, contaminations, and other issues present in modern animal agriculture.
“Anyone who wants to try cultivated meat should have the opportunity to do so,” said Valeti. “Our mission is to offer a delicious, safe, and ethical alternative to conventional meat, and we believe Floridians deserve the freedom to make their own food choices. Cultivated meat represents a significant advancement in food technology with the potential to improve supply chain resilience and we are committed to making it available to all.”
On May 1, Florida Gov. Ron DeSantis signed SB 1084, banning the manufacture, sale, or distribution of cultivated meat in Florida. It went into effect on July 1, 2024. In a statement announcing the law, Florida Commissioner of Agriculture Wilton Simpson made its protectionist motivations clear, saying: “We must protect our incredible farmers and the integrity of American agriculture . . . . Together, we will keep Florida’s agricultural industry strong and thriving.” Gov. DeSantis said cultivated meat “is designed to be a threat to agriculture as we know it. . . . [W]e’re snuffing this out at the beginning.”
“For the same reason that California cannot ban orange juice made from oranges grown in Florida, Florida cannot ban UPSIDE’s meat,” explained IJ Attorney Suranjan Sen. “A major purpose for enacting the Constitution was to prevent exactly this kind of economic protectionism, ensuring that all Americans can benefit from a free and open national market. Florida cannot ban products that are lawful to sell throughout the rest of the country simply to protect in-state businesses from honest competition.”
For more news of interest to the specialty food industry, subscribe to Gourmet News.
Mars to Acquire Global Snacking Leader Kellanova for $35.9B
Mars, Inc., a family-owned, global leader in pet care, snacking and food, and Kellanova, a leading company in global snacking, international cereal and noodles, North American plant-based foods and frozen breakfast foods, have entered into a definitive agreement under which Mars has agreed to acquire Kellanova for $83.50 per share in cash, for a total consideration of $35.9 billion, including assumed net leverage. The transaction price represents a premium of approximately 44 percent to Kellanova’s unaffected 30-trading day volume weighted average price and a premium of approximately 33 percent to Kellanova’s unaffected 52-week high as of Aug. 2. The total consideration represents an acquisition multiple of 16.4x LTM adjusted EBITDA as of June 29.
Kellanova is home to iconic snacking brands including Pringles, Cheez-It, Pop-Tarts, Rice Krispies Treats, NutriGrain and RXBAR, as well as cherished food brands including Kellogg’s (international), Eggo and MorningStar Farms. With roots dating back more than 100 years, Kellanova has a rich legacy of quality and innovation. Kellanova had 2023 Net Sales of more than $13 billion, with a presence in 180 markets and approximately 23,000 employees.
Kellanova’s portfolio complements the existing Mars portfolio, which includes billion-dollar snacking and confectionery brands like SNICKERS®, M&M’S®, TWIX, DOVE and EXTRA, as well as KIND and Nature’s Bakery. Mars also has 10 pet care brands with over $1 billion in sales, including ROYAL CANIN, VCA, PEDIGREE, BANFIELD, WHISKAS, BLUEPEARL, CESAR, SHEBA, ANICURA and IAMS. With more than 150,000 Associates across its Petcare, Snacking and Food businesses, Mars had 2023 Net Sales of more than $50 billion.
Poul Weihrauch, CEO and president of Mars, Incorporated, said: “In welcoming Kellanova’s portfolio of growing global brands, we have a substantial opportunity for Mars to further develop a sustainable snacking business that is fit for the future. We will honor the heritage and innovation behind Kellanova’s incredible snacking and food brands while combining our respective strengths to deliver more choice and innovation to consumers and customers. We have tremendous respect for the storied legacy that Kellanova has built and look forward to welcoming the Kellanova team.”
Steve Cahillane, chairman, president and CEO of Kellanova, added: “This is a truly historic combination with a compelling cultural and strategic fit. Kellanova has been on a transformation journey to become the world’s best snacking company, and this opportunity to join Mars enables us to accelerate the realization of our full potential and our vision. The transaction maximizes shareholder value through an all-cash transaction at an attractive purchase price and creates new and exciting opportunities for our employees, customers, and suppliers. We are excited for Kellanova’s next chapter as part of Mars, which will bring together both companies’ world-class talent and capabilities and our shared commitment to helping our communities thrive. With a proven track record of successfully and sustainably nurturing and growing acquired businesses, we are confident Mars is a natural home for the Kellanova brands and employees.”
Snacking is a large, attractive and durable category that continues to grow in importance with consumers. Upon completion of the transaction, Kellanova will become part of Mars Snacking, led by Global President Andrew Clarke and headquartered in Chicago, allowing Mars to bring even more beloved brands to more consumers globally. Mars intends to apply its proven brand-building approach to further nurture and grow Kellanova’s brands, including accelerating innovation to meet evolving consumer tastes and preferences, investing locally to expand reach and introducing more better-for-you nutrition options to meet evolving consumer needs.
Clarke said, “This is an exciting opportunity to create a broader, global snacking business, allowing Kellanova and Mars Snacking to both achieve their full potential.
Kellanova and Mars share long histories of building globally recognized and beloved brands. The Kellanova brands significantly expand our Snacking platform, allowing us to even more effectively meet consumer needs and drive profitable business growth. Our complementary portfolios, routes-to-market and R&D capabilities will unleash enhanced consumer-centric innovation to shape the future of responsible snacking.”
Transaction Advances Strategic Vision for the Future of Snacking
- Accelerates ambition to double Mars Snacking in the next decade, in alignment with global consumer demand trends. The addition of Kellanova provides Mars Snacking with entry into new attractive snacking categories. It will add two new billion-dollar brands – Pringles and Cheez-It – to the Mars business, which today includes 15 billion-dollar brands. It will also expand the Mars health & wellness Snacking portfolio with the addition of new complementary products like RXBAR and NutriGrain to reflect global trends and preferences. With this transaction, Mars can extend its commitment to nourishing wellbeing through an expanded global reach and diversified product portfolio to meet evolving consumer tastes and demands.
- Enhances portfolio with addition of unique, category-leading and growing brands. Kellanova’s differentiated brand portfolio is defined by uniqueness, delivering category leadership and spring-loaded platforms for future growth. The majority of Kellanova snacking brands outperform category competitors, particularly among Gen Z and Millennial consumers.
- Delivers stronger, differentiated portfolio and distribution platform for priority international markets. Kellanova’s globally recognized portfolio includes beloved and growing brands with untapped potential. The combined portfolio will be well-suited to meet consumer demands for a variety of tastes and price points in fast-growing geographies, including Africa and Latin America, through complementary routes-to-market, supply chains and local operations.
- Brings together world-class talent with leading brand-building experience. Both Mars and Kellanova have portfolios of some of the world’s most iconic brands, all of which have been nurtured and grown by world-class talent with deep expertise. The acquisition of Kellanova by Mars will enable each company’s talent base to take advantage of greater combined resources and professional development opportunities, given the complementary nature of the broader family of brands.
- Combines complementary capabilities to unlock growth and consumer-centric innovation. The addition of Kellanova’s R&D capabilities will enable the combined business to share best practices in brand building, deliver enhanced digital capabilities, unlock complementary channel strengths and advance brand ecosystems and immersions.
- Enhances positive societal impact of strong sustainability efforts. Kellanova has a long history of social and environmental leadership, including its Better Days Promise initiative, complementing the Mars Sustainable in a Generation Plan, which has delivered tangible progress, as reflected in its latest Sustainability Report, which documented strong decoupling of business growth from greenhouse gas emissions. Kellanova will also become part of the Mars Net Zero commitment and align with the Mars Responsible Marketing code.
Under the terms of the agreement, Mars will acquire all outstanding equity of Kellanova for $83.50 per share in cash, representing a total enterprise value of $35.9 billion. All of Kellanova’s brands, assets and operations, including its snacking brands, portfolio of international cereal and noodles, North American plant-based foods and frozen breakfast are included in the transaction.Mars intends to fully finance the acquisition through a combination of cash-on-hand and new debt, for which commitments have been secured.
The agreement has been unanimously approved by the Board of Directors of Kellanova. The transaction is subject to Kellanova shareholder approval and other customary closing conditions, including regulatory approvals, and is expected to close within the first half of 2025. The transaction agreement permits Kellanova to declare and pay quarterly dividends consistent with historical practice prior to the closing of the transaction.
The W.K. Kellogg Foundation Trust and the Gund Family have entered into agreements pursuant to which they have committed to vote shares representing 20.7% of Kellanova’s common stock, as of Aug. 9, in favor of the transaction.
After closing, Battle Creek, Mich., will remain a core location for the combined organization.
For more news of interest to the snacks industry, subscribe to Gourmet News.
Dennis Schaardt Inducted Into Cured Meats Hall of Fame
Photo courtesy American Association of Meat Processors
During its annual convention in Omaha, the American Association of Meat Processors elected the newest member into the Cured Meats Hall of Fame. The 2024 inductee is Dennis Schaardt, president/CEO/COO of Den’s Country Meats in Table Rock, Neb.
At just 19 years old, Schaardt bought the meat locker from a relative in October 1985. He was the youngest of three boys, and the farm could not support all of them. He took a leap of faith to join a business he knew little about and grew it to the success it is today. He started in a small shop on the square in Table Rock.
In 1996 he built a new plant, becoming one of the first plants in Nebraska to fall under USDA inspection. Den’s Country Meats continues to grow. The company has expanded its slaughter floor and added a sweat cooler, and Den’s is getting ready to add on more freezer space and a packaging room because of the increase in business.
During its 39 years in operation, Den’s Country Meats has done exceedingly well in state, national and international competition. The company has won more than 500 awards from the Nebraska Association of Meat Processors cured meats competition. Den’s has won the Sweepstakes Award, the top overall achievement in the NAMP competition, in 2023 and 2024. Additionally, he has won more than 40 awards at the American Cured Meat Championships. In 2022, Den’s entered 48 products into the IFFA Quality Competition, hosted by the German Butchers Association, and won 45 gold medals and 3 silver medals.
Schaardt has always seen the importance of serving the meat industry. He served on the AAMP Board of Directors from 1990-1997 and 2003-2010 and was the association’s president in both 1996 and 2009. Schaardt has served on convention planning committees in the past and is presently on the association’s nominating committee. He has been recognized for his service with the AAMP Accomplishment Award in 1996, the AAMP Outstanding Service Award in 2007, and the AAMP Achievement Award in 2019.
In 2006, Schaardt and his wife, Kim, were recognized with the NAMP Service Award. He has also received the AAMP Golden Cleaver award for recruiting the most new members. Schaardt has been asked to judge many State Competitions over the years including shows in South Dakota and Missouri.
Schaardt has served as president of the 4-H Council and Pawnee County Agricultural Society, and he continues to serve as Table Rock Volunteer Fire Department’s Chief, a role he has held since 1990. He served as mayor of Table Rock for many years and as a County Commissioner for three terms. He is running to serve as a Nebraska state senator. Schaardt coached little league football for eight years, little league girls’ basketball for two years, and was a 4-H club leader for fourteen years.
For more news of interest to the cured meat industry, subscribe to Gourmet News.
