Seeka Limited/Announcement
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Seeka Annual Shareholders Meeting Presentation

AGM27 April 2018SEKConsumer Staples

Annual Shareholder Meeting

27 April 2018

2
Agenda

1. Directors and proxies

2. Chairman’s introduction

3. Chief executive’s report

4. Resolutions

5. General business

3
Directors

Cecilia Tarrant

John Burke

Marty Brick

Mel Diaz

Ratahi Cross

Ashley Waugh – Audit Committee Chairman

Fred Hutchings - Chairman


The Board is actively

engaged in the

governance, strategy

and direction of Seeka

4
Proxies

Proxies received by the company are as follows

Chairman 280,783

Fred Hutchings 234,457

Te Horipo Karaitiana 1,267,410

Ella Van Eden 19,405

New Zealand Shareholders Association 80,206

To t a l 1,882,261

Chairman’s introduction
Fred Hutchings

6
Foreign ownership

Seeka is currently an overseas person under the Overseas Investment Act with

more than 25% of our shares owned by overseas persons

There is potential for this to have a negative effect on Seeka given the nature of our

business

Farmind Corporation of Japan has advised they will undertake an off-market trade

of approximately 6.55% of the shares in Seeka to New Zealand persons this

evening

This will result in Seeka:

▪No longer being considered an overseas person under the Overseas Investment Act

▪Being able to waive the Overseas Investment Act approval condition of the Northland deal

▪Being able to complete phase one settlement of the Northland deal on April 30 as scheduled

Farmind to transfer 6.55% of the shares in Seeka

7
Foreign ownership continued

Seeka will monitor the company’s foreign ownership percentage as best able and

advise the market each 6 months

Additionally Seeka will put overseas investors on notice through a public

announcement of the implications of making an investment in Seeka (particularly

without OIO approval) and inviting any foreign investor to contact Seeka in advance

of investing

Regular public announcements

8
Performance features of 2017

Lower kiwifruit volumes by 21%, Hayward down by 33%

Improvement focus

▪Avocado earnings

▪Australia earnings

▪Cost control – maintenance

▪Procurement

But

Deferred tax correction

Banana business goodwill impairment

9
Lower kiwifruit volumes across the industry, total kiwifruit down by 21% on the

previous year and Hayward (Green) down by 33%

Revenue and packed kiwifruit volumes

19.6m

21.4m

27.8m

32.4m

25.6m

20132014201520162017

Total kiwifruit

trays packed

$97m

$116m

$142m

$191m

$187m

Revenue ↓ 2%

Kiwifruit ↓ 21%

Revenue

10
$97m

$116m

$142m

$191m

$187m

Revenue and EBITDA

$9.4m

$11.3m

$13.9m

$24.8m

$23.1m

20132014201520162017

Revenue

EBITDA

Revenue ↓ 2%

EBITDA ↓ 7%

$23.2m

$22.7m

Underlying

EBITDA ↓ 2%

2016 underlying EBITDA = $23.2m. $2.9m grower incentive scheme, ($4.1m) insurance proceeds and ($0.4m) early termination of long term lease orchards

2017 underlying EBITDA = $22.7m. ($0.1m) insurance proceeds, ($0.3m) early termination of long term lease orchards

11
$97m

$116m

$142m

$191m

$187m

$2.3m

$3.2m

$4.3m

$10.4m

$5.8m

20132014201520162017

$9.4m

$6.7m

Revenue and NPAT

Revenue

Net profit

after tax

Revenue ↓ 2%

NPAT ↓ 44%

Underlying

NPAT ↓ 29%

2016 underlying NPAT = $9.4m. $2.1m grower incentive scheme, ($3.1m) insurance proceeds and ($0.3m) early termination of long term lease orchards, $0.5m

impairment of PP&E and investments and shares, ($0.3m) gain on revaluation of land and buildings

2017 underlying NPAT = $6.7m. ($0.3m) insurance proceeds and early termination of long term lease orchards, $0.1m impairment of PP&E, $2.0m impairment of

goodwill, ($1.0m) gain on revaluation of land and buildings

12
Financial summary

2017


2016


Revenue $186.8m $191.3m

EBITDA $23.1m $24.8m

NPBT $9.9m $13.6m

NPAT $5.8m $10.4m

Total assets $222.0m $197.3m

2016 NPBT benefitted from $3.6m

insurance

2017 NPBT impacted by $2m

impairment


13
35 cents Earnings Per Share

Earnings, net debt and net asset backing

EBITDA ($m) 23.1 24.8

Net debt ($m) 83.1 72.8

Net bank debt/ EBITDA 3.6 x 2.9 x

Long term debt/ EBITDA 3.2 x 2.8 x

Total equity ($m) 98.6 85.3

Total assets ($m) 222.0 197.3

Equity ratio to total assets 44% 43%

29

35

201520162017

Earnings per share


Cents



65

2017 2016

Earnings per share (cents) 35 (44¹) 65 (47²)

Net asset backing per share ($) 5.63 4.89

1.A prior period deferred tax adjustment of $1m was expensed in 2017. This had the effect of reducing EPS by $0.09 per share and would have resulted in $0.44 EPS

2.2016 Normalised EPS excludes receipt of $3.6m insurance proceeds

(excludes extraordinary items)

14
Safety always

2018 Target


2017 Actuals


Total recordable injury

frequency rate¹

Less than 4.6 5.8

Notifiable incidents 0 0

Notifiable event 0 1

Medical treatment - 53

Severity rate² Less than 3 2.91

1.Total recordable injury frequency rate (TRIFR) = (number of recordable lost time injuries) x 200,000/ (number of employee hours worked)

2.Severity rate = (number of lost time injuries)/ (number of days lost)

15
Strategy

New Zealand kiwifruit remains our core business and primary focus

Orchard-to-market excellence in other key varieties of avocados, nashi, european

pears

Geographical spread diversifies risk: Australia, Northland, other regions

Acquisitions to add value

A long term perspective

Financial freedom of action

Chief Executive’s report
Michael Franks

17
Orchard division, New Zealand

Millions of trays

2017 2016

Hayward (Green) 5.9 8.9

Zespri SunGold 2.6 2.3

Total 8.5 11.2

20132014201520162017

GreenGold

New Zealand kiwifruit grown


Millions of class 1 trays



$6.4m EBITDA

▪Up 13% on PCP

Kiwifruit volumes down

(industry wide)

Excellent orchard gate returns

for Gold

▪$9.79 per tray¹


8.5

11.2

9.2

7.2

6.9

Turnover/ revenue ($m) 48.6 47.9

EBITDA ($m) 6.4 5.6

1.Figure based on Seeka’s February forecast

18
Post-harvest division, New Zealand

Millions of trays

2017 2016

Hayward (Green) 16.7 25.0

Zespri SunGold 9.0 7.4

Total 25.7 32.4

19.6

21.4

27.8

32.4

25.7

20132014201520162017

Class 1 & 2 kiwifruit trays


Millions



$22m EBITDA

▪Down 18% on PCP

25.7m trays processed

▪Down 21%

Exceptionally low fruit loss

▪1.18% Hayward

▪0.42% for Hayward organic

▪0.73% for Zespri SunGold


Turnover/ revenue ($m) 96.7 110.8

EBITDA ($m) 22.0 26.8

19
Post-harvest division continued

Post-harvest division in action

20
Retail Services division, New Zealand

2017

($m)

2016

($m)

Turnover 54.2 53.7

Revenue 24.3 16.8

EBITDA 2.9 1.9

$2.9m EBITDA

▪Up 50% on PCP

Strong avocado market

returns $24.85 per tray

Delicious Nutritious Food

Company EBITDA $0.29m

$2.03m banana goodwill

impairment

21
Advance screening

22
Advance screening

23
Integrated orchard-to-market

Seeka Australia

2017 2016

Kiwifruit (tonnes) 2,982 2,375

Nashi pears (tonnes) 1,201 1,523

Packham pears (tonnes) 854 996

Other (tonnes) 727 884

$2.3m EBITDA

▪Up 119% on PCP

Kiwifruit harvest yields up

Nashi volumes down

63 hectares in development


Revenue ($m) 16.5 15.2

EBITDA ($m) 2.3 1.0

24
Orchard-to -market excellence

Seeka is a fresh produce business with operations in Australia and New Zealand

In Australia:

Grows, processes and markets

▪Kiwifruit

▪Nashi pears

▪European pears

▪Stone fruit

▪Kiwifruit pollen




In New Zealand:

Grows, processes and markets

▪Kiwifruit

▪Avocado

▪Kiwiberry

▪Kiwifruit pollen

Develops, leases and manages orchards

Manufactures

▪Kiwi Crush, avocado oil

Imports, ripens and supplies

▪Bananas, tropical fruit

Wholesales

▪Seasonal produce

Largest grower of

kiwifruit in New Zealand

and Australia

Australia’s largest

nashi grower

25
Inspirational people

The statistics

293

44%

permanent employees

female

56%

Pay equity

99%

95%

of Seeka roles are paid

market benchmark

female

102%

2,800

fixed term employees

Focus on understanding differences and address through remuneration review process

Senior Managers individually done by external survey

male

male

26
Inspirational people continued

Cadets

▪Five currently in year 1-3

University scholarship

▪One from the cadet programme

Rishpreet Singh – trainee orchard manager

▪Young Grower of the Year finalist

Leadership programme

▪Eight members

Operational integration of Delicious Nutritious Food

Company

Focus on sustainability

▪Review vehicles for energy efficiency

▪Solar energy at Seeka360


27
Northland acquisition

Seeka has agreed to purchase the Kerikeri packhouse facility and related kiwifruit

orchards.

Seeka will also purchase approximately 253,000 Zespri shares

T&G will continue to own the varieties known as ENZAGOLD and ENZARED with

Seeka granted a Master License in New Zealand.

All people directly employed by the acquired business will be offered employment

on terms no less favourable than prior to the acquisition

Staff will transfer as each component of the business is acquired

28
Northland acquisition continued

Seeka will provide Post Harvest services to T&G for citrus and other services as

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

Purchase consideration is 100% cash with banking support in place

29
Post-harvest

6 Hectare site at 153 Waipapa Road, extensive packhouse, coolstore, fruit handling

facility

Some deferred maintenance, some operational efficiencies available with

investment

Packhouse will operate nearly all year handling kiwifruit, avocados and citrus

Part year earnings in 2018 due to mid season acquisition

Settlement due on 30 April and employees transfer from 1 May

Normal expected annual EBITDA range $1.8m to $2.2m

Purchase price approximately $8.6m

30
Orchards

Purchase price approximately $31.6m

6 Orchards of approximately 120.4 hectares, with 77.85 canopy ha in kiwifruit






Settlement on 30 June or when title is transferred following subdivision of three

orchards Kapiro, Kerifruit Farm and Whites. Seeka has a long term lease in place

in the interim on these orchards

KiwifruitCitrus

Gold Crest244 Kapiro Road2.39 2.39 ha

Gold Valley1500 State Highway 103.85 3.85 ha

Kapiro41 Orchard Road14.06 5.56 9.00 12.62 41.24 ha

Kerifruit Farm2624 State Highway 1017.99 6.37 15.47 39.83 ha

Purerua159 Kapiro Road4.61 6.72 - 14.49 25.82 ha

Whites93 Kapiro Road7.30 7.30 ha

4.61 46.07 12.61 5.56 - 9.00 12.62 15.47 14.49 120.43 ha

Total LandOrchards/ha included in the saleAddress

Bare Horticultural land

HaywardMandarinLemonRootstockEnza GoldZespri G3RedSummer

31
Orchards continued

Purchase price approximately $31.6m

Purchase price is on a crop off basis with 2018 fruit revenue attributable to T&G

Excellent locations and orchards with irrigation scheme shares included

Orchard leasing and management business also acquired; Seeka to integrate with

its own orchard operations

Seeka has tendered for 20 hectares of license in the recent Zespri SunGold tender

round

Normal expected annual EBITDA range $2.8m to $3.2m, subject to assumptions

Questions
Fred Hutchings

Resolutions
Fred Hutchings

ALL VOTES TO BE BY POLL

34
To adopt the Annual Report of the Company and the Financial Statements for the year

ended 31 December 2017 together with the Auditor’s Report thereon.


Resolution 1

Annual Report and Accounts

35
Director elections

▪2 directors standing for re-election

▪Board supports the candidates for re-election

Resolution 2

Directors

36
2a. To re-elect Peter Ratahi Cross as a Director.

Ratahi Cross to address the meeting

3 minutes to address the meeting

Resolution 2a

37
2b. To re-elect Ashley Waugh as a Director.

Ashley Waugh to address the meeting

3 minutes to address the meeting

Resolution 2b

38
That the pool of funds available for the remuneration of directors be increased by an amount

of $50,000 per annum, from a maximum of $400,000 per annum to $450,000 in each

financial year payable to all directors taken together, effective 1 January 2018.


Directors and Associated Persons of a Director are not entitled to vote on Resolution 3

Resolution 3

Directors’ Remuneration

39
Review remuneration every 2 years

▪Last increased 2015 (no review 2017)

Seek independent professional advice

▪Provided by PwC

Fees at mid point relative to the market

▪Survey of 113 New Zealand organisations

▪Benchmarked against 18 similar-sized NZX businesses

Resolution 3 – Explanatory notes

Remuneration policy

40
Considered

▪Business performance

▪Complexity and scale

▪Regulatory obligations

Propose $50,000 increase in

director pool

▪To $450,000

To apply from 1 January 2018

Resolution 3 – Explanatory notes

Remuneration proposal

Dollars

2017

Actuals

2018

Proposal

Annual pool 400,000 450,000

Individual allocations

Chairman 90,000 100,000

Chair Audit and Risk 60,000 67,500

Directors 50,000 56,500

Total allocation 400,000 450,000

41
PwC Peer Group Extract

42
To record the re-appointment of PwC (PricewaterhouseCoopers) as auditor of the Company

and to authorise the Directors to fix the remuneration of the auditor for the coming year.

Resolution 4

Appointment and Remuneration of Auditors

43

General business

44
Directors

▪For diligent attention to the company

Management and staff

▪For an excellent year

Growers and contractors

▪For ongoing support

Customers and consumers

▪For buying our produce

Shareholders

▪For continuing interest in the company

My thanks

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