Presentation

The ArborGen Opportunity
Presentation Materials –June 20, 2018

FORWARD-LOOKINGSTATEMENTS
TherearestatementsinthisPresentationthatare‘forwardlookingstatements.’Astheseforward-lookingstatementsarepredictiveinnature,they
aresubjecttoanumberofrisksanduncertaintiesrelatingtoRubiconandArborGen,manyofwhicharebeyondourcontrol.Asaresultofthe
foregoing,actualresultsandconditionsmaydiffermateriallyfromthoseexpressedorimpliedbysuchstatements.
Inparticular,ArborGen’soperationsandresultsaresignificantlyinfluencedbythegenerallevelofeconomicactivityinthevarioussectorsofthe
economiesinwhichitcompetes,particularlyintheUnitedStates,Brazil,NewZealandandAustralia.Fluctuationsinindustrialoutputandthe
impactthathasonglobaldemandforwoodfibreandhenceharvestingandreforestationlevels,governmentenvironmentalandregional
developmentpolicies,capitalavailability,relativeexchangerates,interestrates,theprofitabilityofourcustomers,caneachhaveasubstantialand
materialimpactonouroperationsandfinancialcondition.ArborGen-specificrisksanduncertaintiesalsoinclude(inadditiontothosebroad
economicfactorsnotedabove)theglobalmarketsandgeographiesinwhichitoperates,intellectualpropertyprotection,regulatoryapprovals,
publicandcustomeracceptanceofgeneticallyengineeredproducts,therateofcustomeradoptionofadvancedseedlingproducts,thesuccessof
itsresearchanddevelopmentactivities,weatherconditions,coneandseedinventories,biologicalmatters,andthefactthatArborGen’sannual
cropsandseedorchardsarenotthesubjectofinsurancecover.
Asaresultoftheforegoing,actualresultsandconclusionsmaydiffermateriallyfromthoseexpressedorimpliedbysuchstatements.

What is ArborGen’s mission in life?
To revolutionize productivity in global plantation forestry
... By applying advanced technology
... To critical tree traits
... To create new products that deliver ‘step-changes’ in tree-performance
3

The productivity revolution in agriculture will be repeated in forestry
... the agriculture ‘winner’ was the First-Mover
Global, Widespread Need for Food
Increasing Global Demand for
Sustainably Grown Wood
First Mover
First Mover
4
Global Area of Biotech Crops
1996 -2016
Source : ISAAA, 2016

“Corn parallel” -gives insight into the opportunity for ArborGen’s advanced genetics to lift yield in forestry
The forestry opportunity is significant if it follows the agriculture model
5
Double-Cross
Hybrids
Single-Cross
Hybrids
Open-Pollinated
Varieties
Yield
(bushels / acre)
Biotech
Current
stage
of US
forestry
seedlings
Forestry Terminology
Transgenic (or GE)
Varietal
MCP
(mass control
pollinated)
OP
(open pollinated)
ArborGen’s
Advanced
Genetics
Product
Platform

6
Normal distribution of
seedling outcomes –natural
pollination
Variety = identical replication of very best MCP
seedling outcome –no variation and hence no
normal distribution as the mean is the
identical replication of the best MCP seedling
GE = Best Variety / Clone
with biotech trait added
MCP = normal distribution of seedling
outcomes, but with superior mothers
and fathers matched under controlled
conditions moving the mean of the
distribution to the right
Technology employed determines extent of genetic ‘step-up’ –its about re-shaping / breaking the normal distribution curve
•Bio-informatics
•Cryopreservation
•Cell replication
•Somatic embryogenesis
•Genomic selection
ArborGen is the
only global
integrated
commercial player
operating across
the entire
technology
spectrum
ArborGen’s current
focus is on MCP
and varietals, which
do not require any
regulatory approval
process to be met
•There is only one
other commercial
US MCP player –
ArborGen is the
leading player
•There are no
other US Varietal
participants, as
the technology is
proprietary to
ArborGen
•Value to the
forest owner
increases with
each step in the
technology
continuum

The table below shows the value levers available to forest owners –advanced genetics is the one that ‘moves the dial’
the story –as highlights
The ArborGen Opportunity -advanced genetics is ‘the’ value lever
7
Forest value sensitivity analysis
Potential per acre value increment over base US OP loblolly pine
1.01.21.41.61.82.0
BLV increment (x)
2
1
The precise pine value increment is dependant upon the MCP/Varietal genetics adopted, silviculture regime, and site index, amongst other factors
2
BLV refers to ‘bare land value’, which can be thought of as the NPV of a single rotation
Gain to be
achieved
from a 10%
reduction in
silviculture
costs
MCP/Varietal
1
Site prep
Competition control
Fertilisation
Planting
Base OP BLV
2
2.53.0

Advantages of AG’s US MCP and Varietal loblolly pine ‘genetic chips’ over industry standard OP
the story –as highlights
The ArborGen Opportunity –how do advanced genetics add value?
8
*Vsualrepresentation of smaller core in radiata pine,
leaving greater 4x2 structural component –
representation only
1.Superior log out-turns
More volume
... on less land
Higher saw-log out-turn
Note: Saw-logs sell for 2.5-3x pulp logs
2. Improved uniformity
3. Shorter rotation length
4. Survival / disease resistance

the story –as highlights
Pre-requisite #1 –the germplasm advantage
9
Federal Paper Board Co.
Germplasm repository (i.e. base
genetics and superior crosses) from
hundreds of years in aggregate of tree
improvement by leading international
forestry players
Germplasm is critical –technology alone is an insufficient pre-condition for success

the story –as highlights
Pre-requisite #2 –the ‘tree machine’ has been built
10
There are no global integrated commercial competitors to ArborGen in this arena
~US$300 million invested over 15+ years to complete the model
No-one else has been able to build / put in place ArborGen’s ‘end-to-end’ integrated Tree Machine platform
Intellectual property portfolio is secure, with ‘freedom to operate’

Prerequisite #3–global commercialisation channels have been built
Campinas, SP, BR
(South America HQ)
Summerville, SC (Global HQ)
Whakatane, NZ
(Australasia HQ)
Brazil
Foothold established
Large eucalyptus market
opportunity
Producing ~55m pa
eucalyptus & pine
~10% of market
New Zealand and Australia
~40% share of total NZ
addressable market
Customers include majority of
the largest landowners in NZ
Producing ~20 million pa
Upside from NZ Government’s
1billion 10-year tree planting
program
United States
United States
~30% share of total SE loblolly
pine market
Customers include some of
the largest landowners
Producing 300+ million pa
(incl~30m non-loblolly)
ArborGen operates ~14 nurseries, 15 seed orchards, 30 distribution centers, and 2 R&D facilities around the world
11

US market advanced genetics conversion –the ‘big picture’
12
Value of
Advanced
genetics
time
* Directional representation only as to timing and volumes
Selling
Price of
seedling
100
150
200
250
300
350
400
450
Seedling sales
M per annum
OP
MCP & VARIETAL

US Stage 1–moving customers from commodity OP to ArborGen’s MCP products
USc
Genetics are proven
Compelling value-proposition for ArborGen to up-sell existing customers to MCP
ArborGen customers want the product today
ArborGen’s existing manufacturing process is in place and proven
ArborGen has an established pricing ladder already in place for MCP (refer slide 20)
MCP production has zero technology risk
MCP products do not need regulatory approval
Competition is limited –a new entrant would take time (amongst other things!)
•Would require scale manufacturing capability
•Would need customer channels and customer relationships
•Would require MCP product to sell!
−Take 8+ years just to develop a commercial MCP orchard from ‘standing start’
−... assuming you possessed the genetics to do so
For ArborGen, MCP-conversion is a lower-riskdeliverable strategy
13

Improvement in ArborGen’s financials is consistent with ‘big picture’ progress
14
(AG Consolidated
under US GAAP)
-$10
-$8
-$6
-$4
-$2
$0
$2
$4
$6
$8
20152016201720182019F
EBITDA
1
US$ millions
1
Pre transaction-related costs, impairments, and one-off non-operating costs
$0
$5
$10
$15
$20
$25
20152016201720182019F
Gross Margin
1
US$ millions
1
Pre depreciation
-$15
-$10
-$5
$0
$5
20152016201720182019F
Operating Cashflow
(post interest, pre capex & nwc)
US$ millions
-$20
-$15
-$10
-$5
$0
$5
20152016201720182019F
Free Cashflow
US$ millions
Note: 2015, 2016, 2017, 2018, 2019F (forecast) refer to fiscal years ending 31 March.

the story –as highlights
How does this all relate to the Rubicon share price?
15
Value Upside
1
Bank debt + capitalised finance leases, less cash at bank
2
After final US$10m deferred payment to be made (on the AG acquisition) on 1 July 2018, and receipt of US$2.5 million from the Tenon Liquidation in calendar Q3, 2018
Note: Ex-Cellforshareholders have 5% warrants outstanding over ArborGen
RBC
Current
Book value
Mid-Case
Enterprise value
-
US$ m
106
170
363
less
RBC debt
1,2
- US$m
-18
-18
-18
RBC market capitalisation
- US$ m
88
152
345
NZ$:US$ cross rate
0.6900
0.7205
0.7205
RBC market capitalisation
- NZ$ m
127
211
479
RBC share price implied
- NZ$ cps
0.26
$

0.43
$

0.98
$

% increase over the current RBC share price
66%
277%
Annual Report Note 15

the story –as highlights
How can we think about book value? –i.e. + 66%
16
Value Upside
CYforecast
numbers
CY+2numbers required to support
book value, using mid-point of the
above multiple metrics
=> We believe the Book Value of NZ 43 cps is supportable and achievable
Note: CY means current fiscal year ending Mar 31 2019, and CY+2 means two fiscal years beyond the current fiscal year (undiscounted)
CYCY+2
Curr priceBook Value
106Implied AG value in RBCUS$m170
0.26RBC share price impliedNZ$ cps0.43
2xRevenue multipleCY+22-3x
15.1EBITDA multiple CY+210-15x
50-55RevenueUS$m68
~ 7EBITDAUS$m14

=> We believe these driver assumptions are supportable and achievable
the story –as highlights
... And how can we think about the mid-case value?
17
Value Upside
Note 15 to RBC Annual Report
1
3
4
2
1
Estimate only, as market was materially impacted by hurricanes Irma and Harvey , which distorted the last season
2
10-year terminal point, per Note 15 to the 2018 Rubicon Annual Report
3
Excludes ~ 30 million of non-loblolly pine seedlings
Mid-case
Mar'18AScenario
2
Market seedling size - m/pa800
1
1,000
AG market share - %30%40%
OP69%16335%140
MCP & Varietal31%7365%260
AG loblolly seedling volume - m/pa236
3
400
Average US$ margin p/seedlng ~6c
3
~4x
US market - loblolly pine

the story –as highlights
... And how can we think about the mid-case value?
Market Size
18
Value Upside
1
Unsurprisingly, the seedling market size is correlated to wood use (with a harvesting -> replant ‘lag’)
Previous ‘mid-cycle’ market size ~1 billion per annum in loblolly pine seedlings
The current cycle should repeat that seedling volume pa
One of the key leading indicators (of wood use) is US housing starts (see chart below)
... and also renovation and remodelling growth with expanding US economy and retail spending
... and restricted (tariff-based) imports of lumber into the US
500
700
900
1,100
1,300
1,500
1,700
1,900
2,100
2,300
197519801985199019952000200520102015
Total New Privately Owned US Housing Units Started
Thousands of Units, Seasonally Adjusted Quarterly Rate 1960 -2018
Source: U.S. Bureau of the Census and U.S. Department of Housing and Urban Development, Housing Starts
Current
Mid-cycle
1
1
Tenon estimate

the story –as highlights
... And how can we think about the mid-case value?
Margin p/seedling
19
Value Upside
US advanced genetics pricing ladder is already in place ...
The industry is prepared to pay for superior genetics
Forest owners are already paying 7x base OP prices
The immediate focus is on MCP
MCP pricing is 3.0 –4.5x base OP pricing
AG’s US margin per seedling will grow with -
Mix change
Value share increase (as log prices recover)
Inflation
Incremental annual improvement in genetic-value of AG’s MCP and Varietal products
Varietals transition
Comparisons with the more ‘advanced’ NZ market today are interesting ...
Current AG bareroot MCP price in NZ is ~US$26 cents per seedling
Current AG bareroot MCP price in US is US$19.5
1
cents per seedling
2
1
ArborGen’s MCP-select list price
-US$

the story –as highlights
... And how can we think about the mid-case value?
Market Share %
20
Value Upside
Market Share growth from 30% to 40% is a function of -
The value delivered to the forest grower by AG’s genetics
A portfolio of improved products in the pipeline
The absence of any serious market competition
AG’s leadership position in production and quality
Targeted capacity expansion in higher-growth provenances
Key short-term constraint is MCP seed supply–
Currently selling all MCP that AG can produce in key provenances
Supply is a constraint for the next twoyears
Annual MCP supply should then move to a surplus situation
AG’s annual US growing capacity is nota constraining factor
Current capacity is ~330m+ loblolly seedlings pa
Plans are in place to increase capacity over time to ~400m units ... @ cost ~US$5 million
3

the story –as highlights
... And how can we think about the mid-case value?
Product Mix
21
Value Upside
US product-mix assumptions are not aggressive compared with NZ -
NZ was an ‘early adopter’ of advanced genetics
On the basis of the NZ adoption curve, AG’s US market assumption is conservative
To date, MCP adoption has been constrained by MCP supply
This constraint is being removed (refer previous slide)
Recent history of growth in MCP + Varietal (combined) unit sales ...
... supports a continued advanced genetics adoption thesis
4
2017A 2018A 2019F
50m
100m
Units m
Note: 2017A, 2018A, 2019F (forecast) refer to fiscal years ending 31 March.
CurrentTerminal
ArborGen - NZ80%
ArborGen - US31%65%
MCP & Varietal

22
?????
Another slice: Brazil ‘foothold’ established -significant growth potential
#1 Eucalyptus Varietals
Conditions are favorable for ArborGen to become aleading supplier of Eucalyptus varieties
Non-integrated growers do not have access to advanced genetics
Growers are facing continued pressure to improve productivity
Market is under-served
ArborGen is well positioned
Has 20-year license to sell IP Brazil’s high-performance varieties in this market
Has production / sales rights to other clones under confidential agreements
Is currently developing its own superior varieties for later commercialisation
Sold ~50 million eucalyptus varieties in 2018 fiscal year
... representing <10% of total market and <20% of the addressable market
... and AG’s addressable market will expand as its genetics portfolio and provenance-reach grows
Short-term weakness / uncertainty is expected ...
Disruption with industry activity (e.g. Eldorado takeover)
Political and economic uncertainty
AG’s Brazil operation will remain at the current ~EBITDA breakeven (pre R&D) in the immediate term
Brazil market size will recover with wider country economic recovery
AG forecasts the Brazil eucalyptus seedling market to grow from ~ 600m seedlings pa to ~ 900m pa

23
?????
Another slice:Brazil ‘foothold’ established -significant growth potential
#2 Loblolly Pine MCP & Varietals
Conditions are favourablefor ArborGen to enter the loblolly market in Brazil
The market lags the US in terms of maturity and availability of genetics
...and is under-served
... with non-integrated growers planting mostly low genetic OP seedlings
ArborGen’s strategy for loblolly market share growth ...
Leverage its own superior loblolly genetics from the US (OP elite and MCP)
Leverage varieties unique to Brazil (ex the CellForacquisition)
Establish field trials across multiple regions to enable it to expand its provenance reach
Sold ~8 million seedlings in 2018 fiscal year
... representing just 11% of the Brazil market currently
This should growas AG expands it provenance reach and increases its ‘advanced’ sales
AG projects loblolly market to grow over next 5-10 years to ~130 million seedlings

ArborGen sits at the intersection of a growing global wood demand-supply imbalance
Enhancing the productivity of forestry is the answer to this emerging imbalance ...
The advanced-genetics transformation that occurred in agriculture will repeat itself in forestry
ArborGen’s goal is to revolutionize productivity standards in the global forestry industry
The technology revolution that has occurred in agriculture will also occur in forestry
ArborGen is a ‘first mover’ in commercializing advanced forestry-genetics technologies
ArborGen’s technology is advanced, proprietary, and can create significant value
The market opportunity is large
ArborGen has a pipeline of commercial products that do not require regulatory approvals
ArborGen has no commercial global integrated competitor
ArborGen is the largest global provider of commercial tree seedlings
ArborGen’s model is lower risk through the breadth of its product pipeline, multiple end-market uses and geographies, the full
spectrum of technologies it applies, and the existing market channels already in place
the story –as highlights
ArborGen’s Story –a one page concluding “snapshot”
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