Upside Foods is preparing to make cultivated meat something real to consumers, and its record-setting $400 million Series C round is set to do just that.
This funding round, which is the largest to date in the cell-based meat space, includes money for Upside Foods to build a commercial-scale manufacturing facility with an annual capacity of tens of millions of pounds of cultured meat. It will help the company build a solid supply chain for cell growth media. It will fund consumer education programs on the cultivated meat sector. And it will allow for more research and development into cell-based meat, as well as add new positions to Upside's team of more than 170 people.
But this funding round brings more than just money to Upside Foods. It's co-led by returning investor Temasek and new investor the Abu Dhabi Growth Fund, but had participation from some big names. Cargill, Tyson Foods and Givaudan — which is making its first investment in Upside Foods — are part of this round. Other participants include new investors Baillie Gifford, John Doerr, SALT fund and Synthesis Capital; and returning investors Bill Gates, Cercano Management, CPT Capital, Dentsu Ventures, EDBI, Kimbal and Christiana Musk, Norwest Venture Partners, SoftBank Vision Fund 2 and SOSV's Indie Bio.
"We know that there is so much expertise out there in the world, and that we cannot reinvent it, nor should we try to," said Upside Foods Chief Operating Officer Amy Chen. "We're really excited about partners like this who can help us ultimately accelerate the path to commercialization. I think for us, our mission at the company is really about making our favorite food a force for good, and we can only do that and have the impact that we want when we grow to a scale that's meaningful."
The federal government has not yet given any cultivated meat maker approval to sell products in the United States, but Upside Foods has been working toward that goal with the U.S. Department of Agriculture and the U.S. Food and Drug Administration for years. Pending approval, Upside Foods says it could have products available for consumers later this year.
Upside Foods has raised more than $600 million in its lifetime, and is now worth more than $1 billion. It currently has a pilot scale facility — its Engineering, Production and Innovation Center, abbreviated as EPIC — operating in the San Francisco Bay Area. EPIC, which started production in November, has an annual capacity of 50,000 pounds per year and is already one of the world's largest operating cultivated meat plants. This is a lot of meat, but that facility isn't enough for all the potential consumers.
Moving on up
Since its founding in 2016, Upside Foods — then known as Memphis Meats — has been working toward the point where it has commercial scale facilities to create meat. From the labs where the company made its first prototypes to larger bioreactors to the 53,000-square foot EPIC facility, Chen said Upside Foods has been slowly scaling up its technology and output. As the yields grew, Upside Foods has been continually both affirming and improving the effectiveness of its technology, growth methods and end products.
Chen said Upside Foods has found the secret to scaling its cell growth, and it has been able to model the conditions cells may be under in a larger bioreactor — like those that will be in the commercial scale plant. She is confident the processes will work just as well in a larger center, and they will be able to unlock methods to create more meat in a fast, safe, inexpensive way.
The gradual progression has also helped Upside Foods in other ways, Chen said.
"I think for us, our mission at the company is really about making our favorite food a force for good, and we can only do that and have the impact that we want when we grow to a scale that's meaningful."
Chief operating officer, Upside Foods
"It's also just taught us a lot about being an operating organization," she said. "If you think about moving from a lab-scientific-technical organization to truly a commercial and consumer organization, so much of that is about flawless execution and the whole day-to-day operations of how do you keep a plant in compliance with all the safety procedures, good manufacturing processes and make sure that we're following food safety. And so all of those things are really great things just for us to be building those muscles as we prepare to move to the next scale."
The new plant is still in the design phase, Chen said. She couldn't give any specifics about location or size, though it will be in the United States. She also didn't want to give a target completion date, but said that the work on the planning and build out will be ongoing over the next couple of years.
Scaling isn't just about building another big plant, though. Chen said it's vitally important to have an at-scale supply chain for cell growth medium. This doesn't exist today, but considering the growth medium is one of the more crucial components to the space, it has to be created and solidified. Upside Foods has been working on its growth medium, and recently started using one it developed with no animal components. Some of those components are amino acids that have been commonly used in foods for years. But some are much rarer now, or are only used for pharmaceutical applications. In order for the growth medium to be used for cells, Chen said all of it needs to be produced at food-grade standards, and at a price point that makes sense for a food commodity like meat.
"The scale of what we're talking about has never been done before," Chen said. "There just has not been the development. It's really kind of building the ecosystem of support for all the different components that go into the cell feed itself, and that nourish the cells that grow into meat."
A community of support
In this funding round, Upside Foods is again showing it has support from several big investors, as well as big players in the food space.
Cargill has been an investor in the company since its Series A round in 2017. At the time, it was the first investment a traditional meat company had made in a startup in the cell-based space. This marks the third investment Cargill has made in Upside Foods.
“Our continued support for UPSIDE’s innovative work underscores Cargill’s commitment to an inclusive approach to wholesome, sustainable protein that will meet customer and consumer needs now and in the future,” Cargill Chief Operating Officer Brian Sikes said in a written statement.
Tyson is also a long-time investor in Upside Foods, having taken a minority stake in the company back in 2018.
Chen said these investors' expertise and considerable weight in the meat space brings access to distribution methods, store shelves and foodservice menus. There are no partnerships that can be formally announced yet, Chen said, but Upside is always talking with many different entities.
"We do have a really healthy collaboration and coalition of people who believe in the long-term potential of cultivated meat to change the world, and we're thrilled that they've chosen to bet on Upside as the industry leader," Chen said.
Coming to plates everywhere soon
The closer cultivated meat gets to commercialization, the more important it is to spread the word about it to consumers, Chen said. Studies have shown a majority of consumers are willing to try it — with percentages ranging from 65% to 80% in favor.
Upside Foods wants to do more to bring the backstory of cell-based meat to the people. Transparency is at the heart of the EPIC facility, which has its production floor in a glass-walled room at the facility's center. Anyone who walks into EPIC can see how and where Upside's meat is made, and Upside even has public tours to show its processes. Seeing the process, Chen said, can demystify the process of making cell-based meat and help consumers realize that it really isn't something foreign, strange or created with unnatural processes.
The company also plans different campaigns to explain the processes and science, as well as reaffirm that the meat is safe and nutritious — after the federal government gives the chicken its stamp of approval. Chen said different people are interested in knowing different depths of information. Some will want to know everything, while others may just be satisfied knowing it is actual meat and no animals were slaughtered to produce it.
Chen said getting samples into consumers' hands also will do a lot toward this education.
"The scale of what we're talking about has never been done before. There's just has not been the development. It's really kind of building the ecosystem of support for all the different components that go into the cell feed itself, and that nourish the cells that grow into meat."
Chief operating officer, Upside Foods
"Tasting is believing in so many different ways," Chen said. "People are very excited about the animal welfare and environmental sustainability elements of what we're doing. But ultimately, they want to know that this is food and it's delicious."
There will be no samples available until regulators at USDA and FDA green light Upside's facility, processes and product. Chen said they are optimistic that can happen soon, and the process will ensure that any cultivated products truly are safe to eat.
"We're also really encouraged by the nature of the conversations, the collaborative discussions," Chen said. "I think in general, the U.S. government and the regulators' interest is in continuing to have the U.S. at the forefront of leading novel new technologies that can help change the world."