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WHA Limited COMPLETING THE ORGANIC DAIRY CHAIN 1 WHA Limited

BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

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Page 1: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

WHA Limited

COMPLETING THE ORGANIC DAIRY CHAIN

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WHA Limited

Page 2: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

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DISCLAIMER

The following material is of a general nature and has only been prepared as a presentation aid. This presentation does NOT contain all of the information that may be required for evaluating Wattle Health Australia Limited ACN 150 759 363 (WHA), its assets, prospects or potential opportunities.

This presentation may contain budget information, forecasts and forward looking statements in respect of which there is NO guarantee of future performance and which of themselves involve significant risks (both known and unknown). Actual results and future outcomes will in all likelihood differ from those outlined herein.

Forward-looking statements are statements that are not historical facts. Words such as “expect(s)”, “feel(s)”, “believe(s)”, “will”, “may”, “anticipate(s)” and similar expressions are intended to identify forward-looking statements. These statements include, but are not limited to, statements regarding future

results, regulatory approvals, production targets, sales, staffing levels etc. All of such statements are subject to material risks and uncertainties, many of which are difficult to predict and generally beyond the control of WHA, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements.

These risks and uncertainties include, but are not limited to uncertainties related to WHA’s business prospects, assets / services and business strategy. You are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof, and we do not undertake any obligation to revise and disseminate forward-looking statements to reflect events or circumstances after the date hereof, or to reflect the occurrence of or non-occurrence of any events.

Additionally there are a number of factors, both specific to WHA and of a general nature, which may affect the future performance of WHA. There is no guarantee that WHA will achieve its stated objectives/milestones, that any of its forecasts will be met or that forward looking statements will be realised.

Neither WHA nor any other entity or person in or associated with WHA guarantee any return (whether capital or income) or generally the performance of WHA or the price at which its securities may trade. Any investment in WHA is subject to investment risks including the possibility of loss of capital invested and no return of income or payment of any dividends.

This presentation is not for general distribution or third party reliance or use. While it has been prepared from sources WHA believe to be reliable, WHA cannot guarantee its accuracy or completeness and, other than as required by law,

WHA undertakes NO obligation to advise of changes or updatesto any such materials. These materials do NOT take into account any specific objectives, financial situation or needs of potential recipient/user. In addition, the past performance of WHA cannot be assumed as indicative of the future performance of the company.

For these and other reasons, before undertaking any evaluation of WHA, its assets, prospects or opportunities you are strongly recommended to obtain your own up to date independent legal, financial and commercial advice – those acting without such advice do so at their own risk. Except as otherwise expressly stated in this presentation, WHA has not authorised any person to give any information or make any representation which is not contained in this presentation. Any such information or representation not contained in this presentation must not be relied upon as having been authorised by, or on behalf of, WHA.

Page 3: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

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WHY ORGANIC?

Page 4: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

ORGANIC DAIRY MARKET: GLOBAL

The global organic dairy market is forecast to grow to US$41.6 billion at a CAGR of 11.45% (2016E-2021F) Source: TechSci Research

Sources: *Australian Organic Market report 2018, ** Australian Organic Market Report 2019, *** KPMG Global Dairy Report 2018

Global Organic Dairy Products Market Size, By Value, 2011-2021F (USD Million)

$15.1 $16.5 $18.1 $19.9 $21.9$24.2

$26.8$29.7

$33.1$37.0

$41.6

2011 2012 2013 2014 2015 2016E 2017F 2018F 2019F 2020F 2021F

• High growth market segment as more and more consumers are making the switch to organic

• This shift is based on the belief that organic ingredients are nutritionally superior and a heightened awareness of our overall impact on the environment

• Global sales of organic packaged food and beverages reached US$37 billion in 2016, having grown 36% since 2011*

• The Australian Organic Market Report 2018 has identified the Asia Pacific market is expected to see the largest growth in sales of organic products between 2016-2021

• The value of the organic market in Australia for Australian produced goods is conservatively valued at A$2.6 billion (US$1.78 billion) and represents compound growth rate (CAGR) of 13% since 2012 **

• Packaged dairy is the fastest growing category with 61% of all Australian organic dairy is exported to China***

• Less than 1% of the milk production in Australia is certified organic***

• Certified organic milk commands higher farmgate and retail prices

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Page 5: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

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According to the latest Australian Organic Market Report (AOMR) 2019, dairy producers account for 2% of all organic producers operating in Australia.

67% of organic milk producers are located in Victoria. Based on public data from certifying bodies, the map at the right plots the location of current organic dairy producers.

Organic milk attracts a premium price both at the farm gate from 27% to 44% and at retail from 9% to 53% .

ORGANIC DAIRY MARKET: AUSTRALIA

Source: Australian Organic Market Report 2018, KPMG Global Dairy Report 2018

Page 6: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

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VERTICAL INTEGRATION

Page 7: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

ORGANIC MILK SUPPLY

Exclusive supply agreement with Organic Dairy Farmers of Australia (ODFA).

SPRAY DRYER

Corio Bay Dairy Group’s (CBDG) dedicated organic nutritional spray dryer is capable of converting up

to 60 million litres of liquid milk to powder annually.

PACKAGING PLANT

Blend and Pack (B&P) is the largest CNCA (Certification and Accreditation Administration of

the People's Republic of China) accredited manufacturing and packing facility in Australia by

volume.

WORKING TO BECOME AUSTRALIA’S LEADING ORGANIC DAIRY PRODUCT SUPPLIER

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Page 8: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

Sources: *Dairy Australia, Milk Production Report May 2019. **KPMG Global Milk Production Market Report 2018.

Australia’s largest producer of certified organic milk• Total milk production in Australia for FY19 was approx. 7.9 billion litres of milk*

Less than 1% of this milk is organic**

• Thanks to this partnership, Wattle Health now has access to the largest pool of certified organic milk in Australia

• 100% co-operative owned by 50+ Australian organic dairy farmers

• Committed to low human intervention farming with free range, organic pasture, no antibiotics, no pesticides and GMO free environment

• Manufacturer of a wide range of certified organic dairy products

• Support current farmers and farmers transitioning to organic (3-year journey)

ORGANIC DAIRY FARMERS OF AUSTRALIA (ODFA)

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Page 9: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

• High solids Mechanical Vapour Recompression (MVR) evaporator and Multi Staged Dryer (MSD) spray dryer

• Construction has commenced and expected to be completed in the first half of 2020

• Can process 60 million litres of milk annually, with capabilities to increase to 120 million litres

• Opportunities to provide Australian organic certified milk powder and ingredients to both domestic and international brands

Australia’s first dedicated organic nutritional milk spray dryer

CORIO BAY DAIRY GROUP (CBDG)

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Page 10: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

Blend and Pack is Australia’s premier original equipment manufacturer (OEM), nutritional blending and canning facility• Largest independent blending and packing facility by volume in Australia

• One of the first facilities to receive CNCA accreditation in Australia

• CNCA approval allows the facility to sell finished goods in China through direct

sales channels (outside of Daigou channels)

• CNCA licence renewed for 4 years from January 2019

• Long history of profitability

• Manufacturer of leading brands both domestically and internationally

• One of the fastest canning lines in Australia

• Traceability and full IT reporting systems

BLEND & PACK

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Page 11: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

Dairy Nutritionals and Infant Formula specialistsWe formulate:

• Infant Nutrition (Bovine & Goat) including Infant Formula (0-6 months), Follow-on Formula (6-12 months) and Toddler Milk Drink (12 months – 36 months)

• Children / Student Formulations - Formulations with bioactive ingredients for children from 36 months to teenagers

• Mothers Formulations - Formulations for expecting and lactating mothers

• Seniors Formulations - Specialty Fortified formulations for the elderly

• Goat Full Cream Milk Powder

• Fortified Milk Powder with Lactoferrin (Beneficial for gut health)

• Instant Full Cream and Skim Milk powder

• Fortified Milk Powders (Probiotics)

BLEND & PACK

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Page 12: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

One of the most accredited and reputable Australian blending and canning facilitiesAccreditations:

We are accredited in both China and Australia with the following:

• China CNCA Accreditation

• China WIT Certified Organic Product

• China and SGS HACCP System Certification

• DAWR registered Manufacturer

• Australian Dairy Products Registered

• Australian DFSV Certificates

• Australian Export registered facilities

• NASAA Certified Organic

BLEND & PACK12

Page 13: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

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REVENUE STREAMS

Page 14: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

DIVERSE REVENUE STREAMS WILL LEAD TO SUCCESS

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• Guaranteed supply chain

• Global market opportunities

• Essential traceability needed for export certification

• Underpins superior provenance assurance

• Increased product and services offering

Certified Organic

Nutritional Powder

ManufacturingCertified Organic

Ingredients

Packaging Uganic Infant Formula Range

Organic Nutritional Milk Formulations

Packing

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Page 15: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

• Uganic Infant formula range• Launched September 2019• Our research shows new mums are looking

for a clean, green choice• Our premium range is formulated for optimum

nutritional balance• Made from 100% Australian certified organic

milk

• Coming soon: • Australian certified organic nutritional dairy

range• First commercial quantity of organic A2

protein dairy products available in Q4 2020

BUILDING A BRAND

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Page 16: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

CAPITAL RAISING OVERVIEW

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Page 17: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

CAPITAL RAISING OVERVIEW

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WHA has finalised terms and conditions for the acquisition of 75% of Blend and Pack for US$55M

Transaction

• WHA is acquiring 75% for US$55million to increase its ownership to 80%• Upfront payment of US$30M and deferred payment of US$25M• The deferred payment of US$25 million has an interest rate of 3.33% with amortisation of 20% in 36 months, 30% in 48 months and balance

in 60 months.

Equity Raising

• Total equity raising of circa $63 million comprising a:• 4 for 5 pro-rata non-renounceable entitlement offer to raise circa ~$63 million (Entitlement Offer); and• Conditional on raising a minimum of A$55 million (Minimum Subscription Amount) through the Entitlement Offer;

• Approximately 155 million New Shares to be issued (equivalent to approximately 79% of existing shares on issue)• If the Minimum Subscription Amount is not raised by the Settlement Date then WHA will not proceed with the Entitlement Offer and will

repay all application monies received without interest

Offer Price

• The Entitlement Offer and Placement The Capital Raising will be conducted at a fixed offer price of A$0.40 per New Share (Offer Price) representing:

• 24.5% discount to WHA’s last closing price of A$0.53 on Monday, 30 September, 2019• 37.5% discount to WHA’s 5-day VWAP of A$0.64 as at Monday, 30 September, 2019• 27.3% discount to WHA’s 15-day VWAP of A$0.55 as at Monday, 30 September, 2019

Shortfall Offer • In addition to each shareholder’s entitlement under the Entitlement Offer, retail shareholders are being offered the opportunity to apply for additional shares above their entitlement

Ranking • New Shares issued will rank pari passu with existing Shares

Page 18: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

CORPORATE SNAPSHOT

Capital Structure Use of Funds

Non Renounceable Rights Capital Structure Group Key Management Personnel

Peter Biantes Interim Non-Executive Independent Chairman

Lazarus Karasavvidis Current CEO and Executive Director

Tony McKenna Nominated CEO (Start date Feb 2020)

George Karafotias Chief Financial Officer

Georgia Sotiropoulos Chief Operating Officer

Uday Joshi Technical Manager

Teguh Jodjaja Development & Quality Manager

ASX Code WHA

Share Price A$0.53

Market capitalisation (pre-issue) A$103 million

No. of ordinary shares (pre-issue) 193,640,640

No. of restricted shares (pre-issue) 862,500

Net Cash (30 June 2019) A$18.3 million

Blend and Pack Acquisition A$43,800,000

Release of Prospere Loan (undrawn) A$15,441,004

Fees A$3,000,000

Total A$62,241,004

SHARES A$

Current Shares on Issue 194,503,140 -

Rights Issue 155,602,512 62,241,004

Total 350,105,652 62,241,004

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WHA also has currently 4,687,500 options on issue at a strike price of AU$1.60 expiring 18 June 2020 and for the partial underwriting of the rights issue will issue a further 30 million options at a strike price of AU$0.40 expiring 3 years from issue (subject to shareholder approval).

Page 19: BP presentation final 15 November - 61 Financial · BP presentation final 15 November.pdf Created Date: 11/15/2019 12:57:21 AM

THANK YOU

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WHA Limited