Rubicon Interim Review – Six Months Ended 31 December 2016

1




There are statements in this Review that are ‘forward looking statements.’ As these forward-looking statements are
predictive in nature, they are subject to a number of risks and uncertainties relating to Rubicon, and our Tenon and
ArborGen investments, some of which are beyond our control. As a result of the foregoing, actual results and conditions
may differ materially from those expressed or implied by such statements.

Tenon’s risks and uncertainties include - that its operations and results are significantly influenced by the level of activity in
the various sectors of the economies in which it competes, particularly in North America, New Zealand and Europe.
Fluctuations in industrial output, commercial and residential construction activity, capital availability, housing turnover and
pricing, levels of repair and remodelling and additions to existing homes, new housing starts, relative exchange rate
(particularly the US$ and Euro against the NZ$), interest rates, and profitability of customers, can each have a substantial
impact on Tenon's results of operations and financial condition. Other Tenon risks include competitor product development,
product demand and pricing, input costs, customer concentration risk, and the outcome of the Clearwood sales process.
Tenon discloses its results separately on the NZX, and those releases may contain additional information on its
performance, risks and opportunities than does Rubicon’s reporting of Tenon’s activities. Tenon also regularly updates its
shareholders on the Clearwood sales process (including as to independent valuation information) and this information can
be accessed either on the NZX website or Tenon’s own website at
www.tenon.co.nz. Accordingly, Rubicon shareholders
should also refer to Tenon’s announcements.

ArborGen’s risks and uncertainties include (in addition to those of Tenon) - the global markets and geographies in which it
operates, intellectual property protection, regulatory approvals, public and customer acceptance of genetically engineered
products, customer adoption of advanced seedling products, the success of ArborGen’s research and development activities,
weather conditions and biological matters. Rubicon is the majority shareholder in Tenon, and effectively controls the
operational / financial performance and strategic direction of Tenon as a result. In contrast, Rubicon is only a minority
equity investor in ArborGen, and accordingly it does not control the operational / financial performance and strategy of
ArborGen, and it is therefore dependent upon another of ArborGen’s partners voting in a like-minded manner in order for
Rubicon to achieve its desired ArborGen outcomes.

As a result of the foregoing, actual results and conclusions may differ materially from those expressed or implied by such
statements.

All references in this document to $ or “dollars” are references to United States dollars unless otherwise stated.



INTERIM REVIEW
SIX MONTHS ENDED 31 DECEMBER 2016
(Released 24 February 2017)

2

This Interim Review addresses in summary terms, the performance of Rubicon’s two investments –
Tenon and ArborGen – for the six months ending 31 December 2016. Rubicon’s more detailed Annual
Review (inclusive of financials) is available at www.rubicon-nz.com. Tenon’s Interim and Annual
Reports are available at www.tenon.co.nz

As Tenon has had the greater public profile over the past six month, and in order to bring
shareholders up to date on progress, this document begins with a review of our Tenon investment
for the interim period.

Tenon
Tenon is now wrapping up its Strategic Review. Unquestionably this programme has delivered
considerable value for our Tenon investment. Upon its completion, the Review will have seen the –
̇ Three dividends totalling NZ17.25 cents per share having been paid
̇ Sale of Tenon’s US operating business for US$110 million in cash
̇ Repayment of all Tenon’s net debt
̇ A (first) pro rata capital return to shareholders of US$71 million (US$1.10 per share, and
cancellation of half of Tenon’s shares on issue) in December 2016
̇ Announcement of the sale (subject to Tenon shareholder approval) of Tenon’s remaining
Clearwood business to a Consortium of investors (including Rubicon), for US$55 million in cash
̇ If Tenon shareholders approve the Clearwood sale, the payment of a further (second) pro rata
capital return to all Tenon shareholders of US$43 million will be made, with an additional
(estimated) US$5.8 million to be made in a subsequent distribution once Tenon is liquidated (see
discussion below)
When completed, the total US$ shareholder return (TSR) since the announcement of Tenon’s
Strategic Review 18 months ago, will be circa 50%
1
. In that respect, the Review will have met its
fundamental objective of providing the best risk-adjusted value creating path for Tenon
shareholders.
The Clearwood sales process was a very thorough one, run by Deutsche-Craigs on Tenon’s behalf.
Tenon has stated that the process was exhaustive, and expressions of interest were received from
eight domestic and international parties, each of which was thoroughly assessed. Given Rubicon is a
member of the Consortium (see discussion below), the Consortium’s Offer was considered and
negotiated by a subcommittee of the Tenon Board, comprising only the Tenon Independent
Directors. To assist them in their assessment of the offer, Tenon’s independent directors appointed
Grant Samuel as Independent Advisor to value Clearwood and Tenon as a publicly trading entity.

3

The Consortium’s Offer of US$55 million falls within Grant Samuel’s Clearwood valuation range of
US$52.0 – US$62.5 million. The Offer, which equates to NZ$2.39 per Tenon share before costs, and
NZ$2.12 net of costs exceeds the top end of the range in which Grant Samuel believes Tenon shares
should trade in the absence of a sale outcome (NZ$1.74 – NZ$2.08 per share) and it is also well
within Grant Samuel’s Clearwood sale and liquidation range for Tenon (NZ$1.99 – NZ$2.45 per
share). Given that, and also the fact that a very extensive investment bank-led process has been run,
the Tenon independent directors accepted the Consortium’s Offer as being in the best interests of
Tenon shareholders, and are unanimously recommending to shareholders that they vote in favour of
the sale. The matter will now be determined at a Tenon shareholders’ Special Meeting on 20 March,
2017.
The Consortium comprises a mix of US and NZ private investors, and Rubicon itself. Rubicon will
retain a 50% (approximately) interest in the Consortium. Rubicon is involved in the Consortium for
several reasons. Firstly, to ensure that Tenon’s Strategic Review is completed successfully, with an
appropriate outcome for all shareholders. Secondly, we have indirectly managed the Clearwood
business for a long time and know it well. We are a comfortable owner, but would rather own our
Clearwood investment directly through a private vehicle, than via a public entity. In this respect, the
structure of the Consortium vehicle is such that it allows full flexibility as to future ownership
changes for its investors. Finally, Rubicon’s cash position will improve by some US$10 million as a
result of this transaction – from the receipt of our share of the subsequent US$43 million (second)
capital return that Tenon independent directors are proposing, and also through the sell-down to a
50% shareholding position (currently ≈ 60% through Tenon).

In terms of Tenon’s overall interim earnings performance, our financial statements include the
results of Tenon’s (now sold) US operating business for 5 months to 30 November, and for Tenon’s
Clearwood operations and corporate costs for the full six month period. They are complicated by the
necessary accounting treatment of the sold US business as discontinued under IFRS. But to
summarise, Tenon’s US operating business traded very much to plan during the period, right through
to sale date. There was a working capital adjustment payment to be made if the final position at 30
November did not align with the estimate the purchaser had been given by Tenon. In the end, this
wash-up provision concluded favourably with a small payment to be made to Tenon. Tenon has
reported that the Clearwood business (which is the subject of the Consortium offer), recorded
revenue of US$47 million (including sales to the now sold Tenon US operations) for the six months to
31 December, and EBITDA
2
of (approximately) US$5 million. This is consistent with Grant Samuel’s
assumption of a Clearwood EBITDA for fiscal ’17 of US$10.5 million.
From a balance sheet perspective, all of Tenon’s debt was repaid following the completion of the US
operation sale, and prior to the first capital return, and Tenon had no net debt (i.e. net of cash) on its
balance sheet at 31 December.

4


ArborGen
ArborGen’s core market today is the US. The crop-growing season is typically from April-December, with the
sales season occurring primarily in the January-March period each year. Accordingly, Rubicon’s Interim Reviews
do not cover the US sales season, which means recorded sales revenue and unit volume data are not reported
on in respect of the US operations. This seasonality is reflected in the brevity of the production discussion
below.
ArborGen’s operational (production and revenue) objectives for its current fiscal year are driven by
its fast growing Brazil operation. Two years ago, in its initial production year in Brazil, ArborGen’s
sales volume was 5 million units. This year the objective is to exceed 50 million units (eucalyptus and
pine) – a ten-fold increase, and a 65%+ increase on the previous year. As we have previously noted,
a strong platform has now been built, and the question becomes how to best fund the productive
capacity needed to meet ArborGen’s aggressive growth aspirations there.
For the reasons (outside of ArborGen’s control) that were noted in our Annual Review (which
affected last year’s planting and the current year’s crop setting), production in ArborGen’s largest
traditional market, the US, is expected to be more or less flat for the year. The severe weather
conditions in the US South that we previously reported on, also caused poor seed germination,
which has impacted the production volumes set for the current year. A germination plan has been
put in place to mitigate a repeat of this issue in future years. Despite that issue in the period, the
average sales price per unit sold should still increase this year, as ArborGen’s higher-value product
sales as a percentage of its total sales continues to grow. Overall, the percentage of ArborGen’s
global loblolly and radiata pine sales sold in the form of advanced genetics should be nearing 30% - a
turning point.
Despite the flat US production performance noted above, the expectation is that total ArborGen’s
revenue will lift by 12.5%+ year-on-year, to over US$40 million, aided by the growth achieved in
Brazil and the increase in average sales price to be recorded in the US.
The end result of the above is that ArborGen should remain on track to meet its EBITDA break-even
target (including the full expensing of all product research costs) in this current fiscal year. Although
it has taken a little longer than we would have hoped, this is an important milestone in ArborGen’s
life. It has built the leading technology and global commercialisation platform in the industry. It is
now producing in excess of 340 million seedlings, per annum, globally, and has firmly established a
new core commercialisation arena in Brazil. It has also largely passed through the heavy product
development spend phase, and past EBITDA losses, which peaked at circa US$18 million per annum,
are well behind it.
It should be noted that this fundamental EBITDA goal will not have been met by squeezing
ArborGen’s product development programme, which continues to advance to plan. In this respect,
whilst the bulk of the R&D programme is now clearly focused on genetic improvement in ArborGen’s
MCP and Varietal products (both pine and Eucalyptus), ArborGen also recently announced that it
had received approval from CTN-Bio (the regulatory authority in Brazil) to field trial its new biotech-
improved herbicide tolerant product.

5

ArborGen continued with its balance sheet ‘tidy-up’ programme during the period, and
opportunities to reduce cost and free up capital are being enacted. One of those relates to surplus
land sales, and these continue to be advanced, not only in order to operate in a ‘capital light’
manner but also to free up capital for growth.

Rubicon
Our very immediate objectives are to –
̇ See a positive conclusion to the Tenon Strategic Review and Clearwood sales process
̇ Reach agreement with our ArborGen partners as to the appropriate funding and value-
extraction plan forward
Once those two matters are behind us, the value path for Rubicon will be much clearer for
shareholders. We would expect this clarity will emerge prior to 30 June this year.
Yours sincerely,



Stephen Kasnet
Chairman










1 This is on the basis of a US$ functional currency, for the period from the commencement of the Strategic Review through to its
conclusion, adjusting for dividends.
2 EBITDA (i.e. Earnings before Interest, Taxation, Depreciation and Amortisations) is a non-GAAP earnings figure that equity analysts
tend to focus on for comparable company performance, because that number removes distortions caused by differences in asset
ages, depreciation policies, and debt:equity structures. Refer also to Note 11 of our 31 December 2016 NZX Preliminary Release for
calculation and further explanation.

---

HALF YEAR PRELIMINARY ANNOUNCEMENT
Rubicon Limited (Consolidated)
Half year ended 31 December 2016
Preliminary report on consolidated results (including the results for the previous period) in accordance with Listing Rule 10.4.2.
This report has been prepared in a manner which complies with generally accepted accounting practice and gives a true and fair view of the matters to which the
report relates and is based on unaudited financial statements. The June 2016 and December 2015 income statements comparatives have been restated
to reflect the separation between continuing and discontinued operations.
The Group's financial statements have been prepared in accordance with New Zealand International Financial Reporting Standards (NZ IFRS).
The Listed Issuer has a formally constituted Audit Committee of the Board of Directors.
The financial statements are presented in US$ millions, rounded to the nearest million.
Reporting Period6 months to 31 December 2016
Previous Reporting Period6 months to 31 December 2015
Amount US$
millions
Percentage
change
Revenue from ordinary activities47 0.0%
Profit (loss) from ordinary activities after tax attributable to security holders(2)n/a
Net profit (loss) attributable to security holders0 -100.0%
Amount per security
Imputed amount
per security
Interim/Final DividendNo dividend is proposed for the periodNot applicable
Record DateNot applicable
Dividend Payment DateNot applicable
1CONSOLIDATED INCOME STATEMENT (UNAUDITED)6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
US$ MillionsUS$ MillionsUS$ Millions
Revenue47 90 47
Cost of sales(36) (71) (37)
Gross earnings11 19 10
Earnings from associate- 1 -
Distribution expense(5) (9) (5)
Administration expense(4) (6) (3)
Operating earnings excluding items below
2 5 2
Impairment- (2) -
Strategic review costs- (1) -
Operating earnings before financing expense
2 2 2
Financing expense(2) (2) (1)
Earnings before taxation- - 1
Tax expense(2) - -
Earnings after taxation from continuing operations(2) - 1
Net profit from discontinued operations4 (24) 3
Net Earnings2 (24) 4
Attributable to:
Rubicon shareholders- (16) 1
Minority shareholders2 (8) 3
Net Earnings2 (24) 4
2CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
US$ MillionsUS$ MillionsUS$ Millions
Net Earnings2 (24) 4
Items that may be reclassified to the Consolidated Income Statement:
Movement in currency translation reserve- (1) (1)
Movement in hedge reserve- 1 1
Other comprehensive income (net of tax)- - -
Total comprehensive income2 (24) 4
Total comprehensive income attributable to:
Rubicon shareholders- (17) 1
Minority shareholders2 (7) 3
Total comprehensive income2 (24) 4
3STATEMENT OF CHANGES IN EQUITY (UNAUDITED)6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
US$ MillionsUS$ MillionsUS$ Millions
Total comprehensive income
2 (24) 4
Movement in minority shareholder equity:
Share buyback by Tenon(29) - -
Dividend(1) (2) (1)
Total movement in shareholder equity attributable to:
Rubicon shareholders' equity- (17) 1
Minority shareholders' equity(28) (9) 2
Opening equity attributable to:
Rubicon shareholders140 157 157
Minority shareholders40 49 49
Opening total Group equity180 206 206
Closing equity attributable to:
Rubicon shareholders140 140 158
Minority shareholders12 40 51
Closing Total Group Equity152 180 209
Page 1 of 5

HALF YEAR PRELIMINARY ANNOUNCEMENT
Rubicon Limited (Consolidated)
Half year ended 31 December 2016
4CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
US$ MillionsUS$ MillionsUS$ Millions
Cash was provided from operating activities
Receipts from customers202 428 212
Cash provided from operating activities202 428 212
Payments to suppliers, employees and other(199) (395) (202)
Tax paid- (1) -
Cash (used in) operating activities
(199) (396) (202)
Net cash from (used in) operating activities3 32 10
Sale of Tenon North American operations108 - -
Investment in fixed assets(1) (5) (3)
Investment in associate- (4) (1)
Net cash from (used in) investing activities107 (9) (4)
Debt drawdowns25 18 9
Debt repayment(81) (29) (8)
Interest paid(2) (5) (2)
Return to Tenon minority shareholders by way of:
Share buy back(29) - -
Dividend(1) (2) (1)
Net cash from (used in) financing activities
(88) (18) (2)
Net movement in cash
22 5 4
Opening cash, liquid deposits and overdrafts
2 (3) (3)
Closing Cash, Liquid Deposits and Overdrafts
24 2 1
Net earnings2 (24) 4
Adjustment for:
Financing expense4 5 3
Depreciation1 3 1
Taxation3 3 1
Earnings from associate- (1) -
Forest assets1 - -
Other- 34 -
Cash flow from operations before net working capital movement11 20 9
Trade and other receivables2 (2) 2
Inventory(8) 9 3
Trade and other payables(2) 5 (4)
Net working capital movement(8) 12 1
Net cash from operating activities
3 32 10
5CONSOLIDATED BALANCE SHEET (UNAUDITED)
As atAs atAs at
31 Dec 201630 Jun 201631 Dec 2015
US$ MillionsUS$ MillionsUS$ Millions
Current assets
Cash and liquid deposits24 2 1
Trade and other receivables8 36 31
Inventory10 71 77
Total current assets42 109 109
Non current assets
Fixed assets17 26 26
Forest assets- 1 1
Investment in associate91 91 87
Goodwill18 54 85
Deferred taxation asset5 8 10
Total non current assets131 180 209
Total assets173 289 318
Current liabilities
Trade and other payables and provisions(12) (42) (33)
Current debt(7) (29) (21)
Total current liabilities(19) (71) (54)
Term liabilities
Term debt(2) (35) (55)
Deferred rent liability- (3) -
Total term liabilities(2) (38) (55)
Total liabilities
(21) (109) (109)
Net Assets
152 180 209
Equity
Share capital188 188 188
Reserves(48) (48) (30)
Equity attributable to Rubicon shareholders140 140 158
Equity attributable to minority shareholders12 40 51
Total Group Equity
152 180 209
6MATERIAL ACQUISITION OF SUBSIDIARYNil
Page 2 of 5

HALF YEAR PRELIMINARY ANNOUNCEMENT
Rubicon Limited (Consolidated)
Half year ended 31 December 2016
7DETAILS OF ASSOCIATES AND JOINT VENTURES
(a)THE GROUP HAS A MATERIAL INTEREST (FROM THE GROUP'S VIEWPOINT) IN THE FOLLOWING CORPORATIONS:
Percentage of ownershipPercentage of ownershipContribution to Net Profit
As atAs atAs at6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 201531 Dec 201630 Jun 201631 Dec 2015
Earnings from associateUS$ MillionsUS$ MillionsUS$ Millions
ArborGen Inc31.67%31.67%31.67%- 1 -
(b)INVESTMENTS IN ASSOCIATEAs atAs atAs at
31 Dec 201630 Jun 201631 Dec 2015
US$ MillionsUS$ MillionsUS$ Millions
Carrying value of investment in associate at beginning of period91 87 87
Contributions during period
- 4 1
Earnings of associate
- 1 -
Effect of exchange rate changes
- (1) (1)
Carrying value of investment in associate at the end of period91 91 87
8NET ASSET BACKING PER SHARE
As atAs atAs at
31 Dec 201630 Jun 201631 Dec 2015
Cents per shareCents per shareCents per share
Net assets per shareNZ 49 cps NZ 48 cps NZ 57 cps
Net tangible assets per shareNZ 43 cps NZ 35 cps NZ 35 cps
Net assets per shareUS 34 cps US 34 cps US 39 cps
Net tangible assets per shareUS 30 cps US 25 cps US 24 cps
9EARNINGS PER SHARE
6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
Cents per shareCents per shareCents per share
US$ Basic & diluted earnings per shareUS 0.0 cps US (3.9) cpsUS 0.2 cps
10SEGMENTAL6 monthsYear ended6 months
The Group has two reportable segments and their analysis is as follows:31 Dec 201630 Jun 201631 Dec 2015
Appearance and wood products
US$ MillionsUS$ MillionsUS$ Millions
Continuing operating revenue
47 90 47
Discontinued operations revenue
160 359 173
Less intercompany revenue
(7) (19) (10)
Operating revenue
200 430 210
Total assets
(1)
59 197 223
Continuing operations earnings
1 3 3
Discontinued operations earnings
4 (24) 3
Segment net earnings
5 (21) 6
Biotechnology
Operating revenue
- - -
Total Assets
91 91 87
Segment net earnings
- 1 -
Total Group
Continuing operating revenue47 90 47
Discontinued operations revenue160 359 173
Less intercompany revenue(7) (19) (10)
Operating revenue
200 430 210
Segment assets
(1)
150 288 318
Corporate assets23 1 -
Total Assets
173 289 318
Continuing operations earnings
1 4 3
Discontinued operations earnings
4 (24) 3
Less corporate costs and Rubicon financial expense(3) (4) (2)
Net earnings
2 (24) 4
(1)
The reduction in total assets reflects Tenon's goodwill impairment in June 2016 and the sale of its US distribution operations in December 2016.
Page 3 of 5

HALF YEAR PRELIMINARY ANNOUNCEMENT
Rubicon Limited (Consolidated)
Half year ended 31 December 2016
11NON-GAAP MEASURES
Rubicon uses EBITDA when discussing financial performance. This is a non-GAAP financial measure and is not recognised within IFRS. As it is not uniformly defined or utilised this
measure may not be comparable with similarly titled measures used by other companies. Non-GAAP financial measures should not be viewed in isolation nor considered as a substitute
for measures reported in accordance with GAAP. Management believes that EBITDA provides useful information, as it is used internally to evaluate performance, and it is also a measure
that equity analysts focus on for comparative company performance purposes, as the measure removes distortions caused by differences in asset age, depreciation policies and debt:equity
structures. The following tables reconcile Net Earnings to operating earnings before financing expense and to EBITDA for Tenon and the total Rubicon Group.
6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
US$ Millions US$ MillionsUS$ Millions
Tenon
Net Earnings5 (21) 6
plus Loss on disposal of discontinued operations1 - -
plus Tax expense3 4 1
plus Financing expense2 3 2
Operating earnings before financing expense
11 (14) 9
plus Depreciation and amortisations1 3 1
EBITDA
(1)
12 (11) 10
plus Strategic review costs and other expenses
(2)
1 37 1
Underlying EBITDA13 26 11
less Discontinued Operations EBITDA(9) (19) (7)
plus Support Costs
(1)
and Australia branch operating loss
1 5 2
Clearwood EBITDA5 12 6
Total Rubicon Group
Net Earnings2 (24) 4
plus Loss on disposal of discontinued operations1 - -
plus Tax expense3 4 1
plus Financing expense4 5 3
Operating earnings before financing expense10 (15) 8
plus Depreciation and amortisations1 3 1
EBITDA
(1)
11 (12) 9
plus Strategic review costs and other expenses
(2)
1 37 1
Underlying EBITDA12 25 10
(1)December 2016 includes Tenon's FX losses of $0.3 million (June 2016: FX losses $0.4 million, December 2015: FX losses $0.6 million).
(2)Comprises Tenon's strategic review costs $0.2 million and Texas warehouse consolidation costs of $0.6 million (June 2016: strategic review costs $3 million, goodwill
impairment $31 million, Australia impairment $2 million and Texas warehouse consolidation costs of $1 million, December 2015: strategic review costs $1 million).
12DISCONTINUED OPERATIONS
North American distribution business
On 1 December 2016, Tenon settled the sale of its US Distribution business to Blue Wolf for $113 million
(1)
. The proceeds of the sale, after repayment of Tenon's debt obligations at
30 November 2016, was returned to shareholders as a $71 million capital return on 23 December 2016. After costs of sale Tenon recorded a $1 million loss on sale in the period.
The five months of trading, of the US distribution business, have been treated as a discontinued operation.
6 monthsYear ended6 months
31 Dec 201630 Jun 201631 Dec 2015
US$ Millions US$ MillionsUS$ Millions
Gross revenue
160 359 173
Less intercompany revenue(7) (19) (10)
Net operating revenue153 340 163
- - -
Profit before taxation
(2)
6 (20) 4
Loss on disposal
(3)
(1) - -
Tax expense on profit before Taxation(1) (4) (1)
Net profit after taxation from discontinued operations
4 (24) 3
(1)The initial sale price of $110 million was increased by $3 million due to an increase in the level of working capital between signing the sale and purchase agreement in August
2016 and settlement on 1 December 2016.
(2)Profit before taxation from discontinued operations includes:
Depreciation- 2 -
Financing expense
(4)
2 3 2
(3)Loss on disposal6 months
31 Dec 2016
US$ Millions
Cash inflow on sale of subsidiaries113
Costs of sale(5)
108
Recognised values on sale
Inventory68
Trade and other receivables28
Fixed assets10
Goodwill36
Trade and other payables(32)
Provision for taxation(1)
109
Net loss on sale(1)
Page 4 of 5

HALF YEAR PRELIMINARY ANNOUNCEMENT
Rubicon Limited (Consolidated)
Half year ended 31 December 2016
12DISCONTINUED OPERATIONS (continued)
Statement of cash flows
6 monthsYear ended6 months
for the period ended
31 Dec 201630 Jun 201631 Dec 2015
US$ Millions US$ MillionsUS$ Millions
Net cash from:
Operating activities1 27 7
Investing activities108 (1) (1)
Financing activities
(4)
(1) (3) (1)
Net cash from discontinued operations108 23 5
(4)The Tenon debt facility was secured over all of Tenon's assets, accordingly non-specific draw-downs and repayments of debt relating to the repaid facility are classified as
continuing as they cannot be allocated. Discontinued financing expense and financing activities cash flow relate to interest costs on US specific funding and interest paid on
Tenon's debt facility which has been allocated between continuing and discontinuing on a percentage of net assets, excluding tax provisions.
13COMMENTS BY DIRECTORS
(a)Material factors affecting the Rubicon Group for the Current Half Year.
See attached media release and subsequent events note below.
(b)Significant trends or events since end of the Current Half Year.
See attached media release.
(c)Management's discussion and analysis of financial condition, result, and/or operations (optional)
See attached media release.
(d)Use of estimates and judgement
The preparation of financial statements in conformity with NZ IFRS requires management to make estimates and assumptions that affect the reported amounts of
assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ from those estimates.
(e)Subsequent events
Clearwood announcement
On 14 February 2017 Tenon's independent directors announced they had signed an agreement to sell Tenon's Clearwood operating business to a group of
investors (the Consortium) for $55 million. The Consortium, a Limited Partnership, comprises a group of private NZ and US investors, and includes Rubicon, who will
retain a 50% (approximately) interest in the Consortium.
The purchase price is payable in cash and is conditional on, amongst other things, Tenon shareholders approving the sale at a Special Shareholders' Meeting to be
held on 20 March 2017, with a settlement date of 28 April 2017. At the same meeting; Tenon will be proposing that (subject to the sale being approved by
shareholders) a pro-rata capital return of $43 million (of which Rubicon will receive $25.7 million) be made to shareholders on settlement, that Tenon will seek
de-listing from the New Zealand Stock Exchange and then for Tenon to proceed to undertake a voluntary liquidation (after warranty claim period, six months after
settlement) and return of all surplus funds (currently estimated to be a further $5.8 million (of which Rubicon will receive $3.5 million)) to shareholders. The capital
return will be conducted by way of a court approved process.
(f)Alternate Director appointment
On 24 February 2017, Mr David Knott Jr was appointed as alternate Director for Mr David Mabon Knott.
14DIVIDENDS
Nil
********
This Report was approved by a resolution of Directors on 24 February 2017
M A Taylor24 February 2017
Company Secretary
********
Page 5 of 5