Seeka Limited/Announcement
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Seeka Provides Further Information on Acquisition

M&A19 April 2018SEKConsumer Staples

Northland Acquisition – Briefing Pack
20 April 2018

2
Overview

Introduction

• Seeka has agreed to purchase the Kerikeri Packhouse facility

and related

kiwifruit orchards as a going concern from T&G Horticultur

e, a wholly

owned subsidiary of T&G Global. [in this pack both refer

red to as “T&G”]

• Seeka will also purchase approximately 253,000 Zespri sh

ares at a

market value determined by formula.

• T&G will continue to own the varieties known as ENZAGOL

D and

ENZARED with Seeka granted a Master License in New Zeal

and. T&G

will retain some rights to sell the New Zealand grown

kiwifruit varieties

and citrus as part of the deal.

3
Overview (cont)

• All people directly employed by the acquired business w

ill be offered

employment on terms no less favourable than prior to th

e acquisition.

• T&G and Seeka will seek to transfer the RSE workers dire

ctly used by the

acquired business operations.

• Staff will transfer as each component of the business is a

cquired.

[detailed later in this pack]

• Seeka will provide Post Harvest services to T&G for citrus a

nd other

services as required. T&G will also provide services to Seeka a

s required.

• Purchase consideration is 100% cash with banking support in

place.

• Deal is subject to OIO approval, if required

4
Post-Harvest Detail

Purchase price approx. $8.6m

• 6 Hectare site at 153 Waipapa Road, extensive packhouse, co

olstore, fruit

handling facility.

• Some deferred maintenance, some operational efficienci

es available with

investment.

• Packhouse will operate nearly all year handling kiwif

ruit, avocados and citrus.

• Part year earnings in 2018 due to mid season acquisitio

n

• Settlement due on 30 April and employees transfer fr

om 1 May.

Normal expected annual ebitda range

$1.8m to $2.2m

5
Orchard Detail

Purchase price approx. $31.6m

• 6 Orchards of approximately 120.4 hectares, with 77.85

ha in kiwifruit.

• Settlement on 30 June or when title is transferred fo

llowing subdivision of three orchards

Kapiro, Kerifruit Farm and Whites. Seeka has a long te

rm lease in place in the interim

on these orchards.

• Purchase price is on a crop off basis with 2018 fruit reve

nue attributable to T&G

• Excellent locations and orchards with irrigation scheme sh

ares included.

• Orchard leasing and management business also acquired, Se

eka to merge with its own

orchard operations

• Seeka has tendered for 20 hectares of license in the rece

nt Zespri SunGold tender

round.

Normal expected annual ebitda range

$2.8m to $3.2m

Kiwifruit

Citrus

Gold Crest

244 Kapiro Road

2.39


2.39 ha

Gold Valley

1500 State Highway 10

3.85


3.85 ha

Kapiro

41 Orchard Road

14.06


5.56


9.00


12.62


41.24 ha

Kerifruit Farm

2624 State Highway 10

17.99


6.37


15.47


39.83 ha

Purerua

159 Kapiro Road

4.61


6.72


-


14.49


25.82 ha

Whites

93 Kapiro Road

7.30


7.30 ha

4.61


46.07


12.61


5.56


-


9.00


12.62


15.47


14.49


120.43 ha

Total Land

Orchards/ha included in the sale

Address

Bare Horticultural land

Hayward

Mandarin

Lemon

Rootstock

Enza Gold

Zespri G3

Red

Summer

6
Zespri shares

Purchase price approx. $TBAm

• Approximately 253,000 Zespri shares acquired as part of

the acquisition.

• Valuation set by way of formula• Settlement on 30 April

7
Strategy

• Acquisition is consistent with strategy

• It is focused on Seeka’s foundation variety, Kiwifruit• It spreads Seeka’s geographical reach• It services existing customers [currently without a pack house

], and

introduces new customers to Seeka

• There is real value and earnings improvement potential

in acquiring this

business which is a core competency of the group

• Northland is a very good gold kiwifruit growing regio

n.

• The region is experiencing significant investment in avoca

do orchard

development including by Seeka.

8
Thanks and further information

• Our thanks and appreciation to our corporate and legal

advisers and internal

diligence teams for a job well done. The hard work star

ts now as the transaction

completes and operational managers take over.

• For further information please contact:

• Michael Franks

Seeka Chief Executive

021356516

• Stuart McKinstry

Seeka Chief Financial Officer

021224558

3

• Kim McFadden

Seeka Marketing and Investor Relations

0272029298

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