Rubicon Interim Review – Six Months Ended 30 September 2018

PERIOD ENDED 30 SEPTEMBER 2018 PRELIMINARY ANNOUNCEMENT
Rubicon Limited (Consolidated)
Six Months Ended 30 September 2018
Preliminary report on consolidated results (including the results for the previous period) in accordance with Listing Rule 10.3.2.
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 previous accounting periods are the six months to 31 March 2018 and 15 months to 30 September 2017. The 30
September 2017 income statement, and both 31 March 2018 and 30 September 2017 statement of cash flow, have been re-presented 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 30 September 2018
Previous Reporting Period6 months to 31 March 2018
Amount US$
millions
Percentage
change
Revenue from ordinary activities10 n/a
Profit (loss) from ordinary activities after tax attributable to security holders(2)n/a
Net profit (loss) attributable to security holders(2)n/a
Amount per securityImputed amount per security
Interim/Final DividendNo dividend is proposed for the periodNot applicable
Record DateNot applicable
Dividend Payment DateNot applicable
1NET ASSET BACKING PER SHAREAs atAs at
30 Sep 201831 Mar 2018
Cents per shareCents per share
Net assets per shareNZ 45 cps NZ 43 cps
Net tangible assets per shareNZ 14 cps NZ 12 cps
Net assets per shareUS 30 cps US 31 cps
Net tangible assets per shareUS 9 cps US 9 cps
2EARNINGS PER SHARE
6 Months6 Months
30 Sep 201831 Mar 2018
US$ earnings per share
Cents per shareCents per share
Basic US (0.4) cpsUS 0.4 cps
Diluted US (0.4) cpsUS 0.4 cps
NZ$ earnings per share
Basic NZ (0.6) cpsNZ 0.6 cps
Diluted NZ (0.6) cpsNZ 0.6 cps
3
FINANCIAL STATEMENTS
The consolidated income statement, consolidated statement of comprehensive income, statement of changes in equity, consolidated statement of cash flows and
consolidated balance sheet, and segmental information are included in the Interim Review (issued today with this announcement).
3COMMENTS BY DIRECTORS
See attached Rubicon 2018 Interim Review (issued today).
4DIVIDENDS - Nil
The Rubicon Interim Review is available today on the NZX and at
www.rubicon-nz.com, and will be distributed to shareholders in December 2018.
This Release was approved by a resolution of Directors on 29 November 2018
M A Taylor29 November 2018
Company Secretary
Page 1 of 1

---

Rubicon Announces Interim Result
Six-Months to 30 September 2018


November 29, 2018 – Rubicon released its Interim Review for the six-months to 30 September 2018.
Rubicon’s Chairman, Mr Dave Knott, highlighted
6
the following points from the Review –
 The Board reconfirmed –
 A heightened focus on cash generation, noting that the Rubicon Group would meet its goal to
improve this year’s cash outcome (pre-restructuring) by US$2 million
 ArborGen’s forecast to be US-GAAP Net Earnings and free cash flow
4
positive for the fiscal year
 ArborGen’s US-GAAP EBITDA
1
guidance for the fiscal year to 31 March 2019, of ~US$7 million
2,5


 The US-South had been struck by an intense hurricane (Michael) – the third most intensive to have
ever hit the Florida panhandle. Although it did not damage ArborGen’s current year crop, one of
ArborGen’s nine seed orchards did sustain some damage to its advanced seed producing trees at
the site. ArborGen is currently assessing the operational impact of that loss;

 The TTT transaction was successfully completed. This will see ArborGen expand further into Texas,
and increase its productive seed orchard capacity in this region (including advanced genetic seed).
When combined with the Taylor lease announced earlier in the calendar year, these two
announcements will increase ArborGen’s productive capacity by ~60 million units per annum;

 ArborGen-NZ is supporting the NZ government’s 10-year 1 billion tree planting programme, and
has signed a seedling supply contract with Crown Forestry for the supply of 12 million seedlings next
fiscal year;

 The final US$10 million deferred ArborGen partners payment was made in June, completing this
important acquisition;

 The consolidated Rubicon Group funding position is in good shape, with a net debt ratio of 22%
3
at
balance date. The Synovus US$15 million credit line was extended for another two years and
expanded to US$17 million, on reduced collateral requirements. The NZ-domestic Westpac loan
was retired from surplus Rubicon cash balances, and the remaining US$12 million AG-South loan
has an 18-year term remaining;

 Governance changes made, with the appointment of three new directors, to ensure the
appropriate skill-base exists at the board level to take the Company to its next stage. These changes
are supported by the implementation of a director share scheme, which was approved at the
Rubicon ASM in September with a 97% majority of voted shares.


Mr Knott reiterated that “the Company is on track to deliver on our key 2018/19 targets, and we are
looking forward to a successful close-out of the fiscal year in March.”
EOF

FORWARD LOOKING STATEMENTS
There are statements in this release 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 ArborGen, many 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.
In particular, ArborGen’s operations and results are significantly influenced by the general level of economic activity in the
various sectors of the economies in which it competes, particularly in the United States, Brazil, New Zealand and Australia.
Fluctuations in industrial output and the impact that has on global demand for wood fibre and hence harvest and
reforestation levels, government environmental and regional development policies, capital availability, relative exchange
rates, interest rates, the profitability of our customers, can each have a substantial impact on our operations and financial
condition. ArborGen-specific risks and uncertainties include (in addition to those broad economic factors noted above) the
global markets and geographies in which it operates, intellectual property protection, regulatory approvals, public and
customer acceptance of genetically engineered products, the rate of customer adoption of advanced seedling products, the
success of its research and development activities, weather conditions, cone and seed inventory, biological matters, and the
fact that ArborGen’s annual crops and seed orchards are not the subject of insurance cover. In that regard, ArborGen is
currently assessing the damage incurred at its Florida seed orchards from Hurricane Michael and the impact that might have
on the Company’s operations and forecasts, however a final determination as to the impact of that event has not been made
at this time.
All references US$ unless otherwise stated.



FISCAL YEARS
Rubicon has transitioned through multiple year-end balance dates over the past 24 months, moving from 30 June to 30
September, and then to 31 March. This has largely been dictated by our changing investment portfolio, with the latest change
of balance date to 31 March being necessitated by our 100% acquisition of ArborGen and a desire to align the balance dates
of our two companies. ArborGen has a March balance date largely because that represents the material conclusion to the
lifting and sale of its annual US seedling crop – its most significant geography of operation. Accordingly, this Review, which
covers the 6 months from 1 April 2018 through to 30 September 2018, does not reflect the sales results for the US selling
season. The comparative periods in the appended financial statements are the last two audited periods for Rubicon – i.e. the
six months to 31 March 2018, and the 15 months to 30 September 2017.


NOTES
(1)
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. For the avoidance of doubt, we have defined
EBITDA (above) because the measure does not have a standardised meaning prescribed by IFRS, and may not be
comparable to similar financial information presented by other entities.
(2)
This is pre transaction-related costs, impairments, and any one-off restructuring-type costs. In the current fiscal period,
these total US$1.5 million, and include redundancies incurred at ArborGen and Rubicon as a result of the One-Company
programme. The EBITDA result on a similar basis for the 12 months ending 31 March 2018 was $4.3 million.
(3)
Net interest bearing debt (net of cash) is US$24 million, calculated as Term debt (US$22 million) + Current debt (US$3
million) + Finance lease obligations (US$12 million) less Cash and liquid deposits (US$13 million). Market equity is US$82
million, calculated as 487.9 million shares x 26 cents (the Rubicon share price at period end) x 0.6618 cents (the FX cross
rate at balance date). The net debt ratio is therefore calculated as 24 / (24+84) = 22%.
(4)
Defined as cash flow after interest and maintenance capex, which is available to meet debt principal repayment and / or
targeted expansionary growth capex proposals.

(5)
These statements are ‘forward-looking statements’, which are predictive in nature and which are necessarily subject to a
number of risks and uncertainties relating to Rubicon and ArborGen, many of which are beyond our control (please refer
Forward Looking Statement commentary above). As a result, actual outcomes, results and conditions may differ
materially from those expressed or implied.
(6)
For complete context and analysis please refer the fuller discussion in the appended Rubicon Interim Review.

1

2
FORWARD LOOKING STATEMENTS
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 ArborGen, many 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.
In particular, ArborGen’s operations and results are significantly influenced by the general level of economic activity in the
various sectors of the economies in which it competes, particularly in the United States, Brazil, New Zealand and Australia.
Fluctuations in industrial output and the impact that has on global demand for wood fibre and hence harvest and
reforestation levels, government environmental and regional development policies, capital availability, relative exchange
rates, interest rates, the profitability of our customers, can each have a substantial impact on our operations and financial
condition. ArborGen-specific risks and uncertainties include (in addition to those broad economic factors noted above) the
global markets and geographies in which it operates, intellectual property protection, regulatory approvals, public and
customer acceptance of genetically engineered products, the rate of customer adoption of advanced seedling products, the
success of its research and development activities, weather conditions, cone and seed inventory, biological matters, and the
fact that ArborGen’s annual crops and seed orchards are not the subject of insurance cover. In that regard, ArborGen is
currently assessing the damage incurred at its Florida seed orchards from Hurricane Michael and the impact that might have
on the Company’s operations and forecasts, however a final determination as to the impact of that event has not been made
at this time.
As a result of the foregoing, actual results and conclusions may differ materially from those expressed or implied by such
statements.


FINANCIAL PERIODS

Rubicon has transitioned through multiple year-end balance dates over the past 24 months, moving from 30 June to 30
September, and then to 31 March. This has largely been dictated by our changing investment portfolio, with the latest change
of balance date to 31 March being necessitated by our 100% acquisition of ArborGen and a desire to align the balance dates
of our two companies. ArborGen has a March balance date largely because that represents the material conclusion to the
lifting and sale of its annual US seedling crop – its most significant geography of operation. Accordingly, this Review, which
covers the six months from 1 April 2018 through to 30 September 2018, does not reflect the sales results for the US selling
season. The comparative periods in the appended financial statements are the last two audited periods for Rubicon – i.e. the
six months to 31 March 2018, and the 15 months to 30 September 2017.



All references in this document to currencies are as stated – i.e. US$ and NZ$.

3
Interim Review
Six-Months ended 30 September 2018


Table of Contents

Chairman’s Letter .................................................. 4
Summary Financial Statements ............................. 8
Notes to Financial Statements ............................ 12

4
Rubicon Interim-Result Announcement
Six-Months ended 30 September 2018


Chairman’s Letter

Dear Shareholder –
In the Outlook section of our last report to you (in May of this year), we said the following –
“The key focus will be on meeting our ArborGen earnings guidance, on continuing to find capital-light methods
to grow ArborGen’s business, particularly in the US, and on implementing all immediate operational aspects of
the Budget and Plan. We will also be looking to close-out the ArborGen acquisition with the final deferred-
payment of US$10 million to be made on 1 July, 2018. From a Group funding perspective, we also need to
renegotiate ArborGen’s revolving credit facilities in Q3 of this year, and we will continue to search for initiatives
to improve the cash positon of the combined Rubicon-ArborGen entities moving forward. All-in-all, we look
forward to a positive fiscal 2019.”
It is instructive to take a moment to comment on what has been achieved in relation to each of these
goals (and others) over the six months since this statement was made.

Achieving goals - meeting earnings guidance
For the period under review we reported an IFRS breakeven Net Earnings result excluding
restructuring and impairment (or a loss of $2 million including restructuring and impairment costs).
However, as you will know, this six-month result does not reflect the results of ArborGen’s crop lifting
and selling season in the US (its largest operational geography), which occurs almost wholly in the last
quarter of the fiscal year. In addition, we are aware that shareholders are most interested in
understanding ArborGen’s performance under US-GAAP, and for a full year, rather than under IFRS
for six months, so we tend to focus our commentary on giving our best US-GAAP forward guidance at
any point in time. In that respect, the guidance we have provided the market is, that we are targeting
a US-GAAP EBITDA
1
result for ArborGen for the current fiscal year to 31 March 2019, approaching
U$$7 million
2, 5
. As the critical selling season in the US (i.e. Q4 of the fiscal year) is still to come, at this
point we cannot provide much in the way of additional commentary as to how the year-end might
play out - other than to say that we believe this earnings target remains achievable, and that this is
what we are aggressively pursuing from an operational perspective. We also repeat our projection
5

that ArborGen will be (US-GAAP) Net Earnings and free cash flow
4
positive for the fiscal year.
In saying that, we always place the usual weather and demand conditions disclaimer on forecasts of
this type, and in this regard we have already had to deal with the severity of Hurricane Michael which
struck the US in October of this year. This was the second hurricane to strike the US-South this year,
and the third-most intense Atlantic hurricane to have ever made landfall in the United States, with
wind speed above 250 km/h. Initially targeting the Florida panhandle and moving up the coast and
inland US, the hurricane destroyed property and life for six intense days. Damage estimated to be in
excess of US$8 billion was incurred, over US$5 billion of which was to the US agriculture and timber
industries.

5

We were extremely fortunate then, that Michael did not damage any of ArborGen’s current year
nursery crop, although the resultant flooding will have an impact on this year’s seedling sales, as some
forest lands will be unavailable for planting and our customers will not require their full previously
planned stocks for the current season. Whilst not damaging the existing crop, one of our nine orchard
facilities in the US did sustain some damage, and we lost some of our OP-Elite and MCP-producing
orchard trees at this site. We are currently assessing the operational impact of that loss, and we will
update shareholders in due course, if required.
Capturing core growth opportunities - expanding ArborGen-US under a ‘capital-light’ methodology
Following on from the Taylor nursery announcement we made earlier this calendar year, this month
we announced that ArborGen had entered into an agreement with TexMark Timber Treasury LP
(“TTT”), which is a joint venture between the CatchMark Timber Trust and a consortium of large
institutional investors, that recently completed the acquisition of Campbell Global’s US$1.4 billion of
timberlands located in Texas, US. The agreement delivers ArborGen a five-year lease of TTT’s nursery
and seed-orchard operations in Texas, with a put / call right at the end of the five years allowing
ArborGen to acquire these operations (and / or TTT to sell them to ArborGen) for US$2.5 million,
payable at that time. ArborGen’s current intention is that it will exercise the call option at the end of
the lease period. The lease agreement (and subsequent call option exercise) will allow ArborGen to
increase its annual nursery production capacity and sales by approximately 30 million seedlings per
annum (effective from the next production season beginning 1 April 2019, when the lease agreement
takes effect), and also to expand its productive seed-orchard capacity (including advanced genetics
seed) in the important Texas region. ArborGen has also entered into an exclusive multi-year
agreement to supply TTT all of its Texas seedling requirements for an initial term of five years, with
term-renewal periods thereafter.
Managing to our existing resources - operationalising the Budget and Plan
As we noted in our last Report to you, we have adopted a 10-year Plan for ArborGen, against which
milestones have been set and management performance will be measured. This document will be
regularly updated, and, in addition, at the start of every year we will be approving a detailed Budget,
which will operationalise each year of the Plan. In this way, we will be ‘marking’ ArborGen’s annual
performance in terms of one-year financial outcomes and strategic progress.
Ultimately, our financial performance will be measured by earnings and cash out-turns (refer cash
commentary below), and by the relative strength of our balance sheet funding position - and hence
our ability to continue to grow ArborGen from internal cash generation and available existing funding
resources. The Taylor nursery expansion (announced in February) and TTT agreement represent core
steps in our 10-year Plan - each is an excellent example of implementing a strong growth move for the
Company, which is immediately earnings positive, in a manner that puts limited demands on our
current balance sheet. It is also important to note that these opportunities are not solely about growth
– risk mitigation also played a large part of the strategic rationale, as they each brought geographic
spread, and in the case of TTT also valuable Texas-based ‘MCP-capable’ seed-orchard operations.
Another immediate strategic objective in the 10-year Plan was to organise ourselves to be in a position
to support the NZ Government’s 10-year one billion tree planting programme. Accordingly, we were
very pleased to announce ArborGen-NZ had signed a 12 million seedling supply contract in NZ with
Crown Forestry, for the supply of this volume in the next fiscal year.

6

Closing-out the ArborGen acquisition
The final US$10 million deferred acquisition payment was made to the ArborGen selling partners (i.e.
International Paper and WestRock) in June of this year. This payment represented the final completion
of the deferred acquisition funding. Upon that payment being made, the exited partners released to
us the ArborGen share certificates they had retained as collateral for the outstanding acquisition-
payment deferrals.
Strengthening the funding position - re-negotiating ArborGen’s bank credit facilities
The Synovus US$15 million revolving credit line, which was due to expire in August, was renewed in
the period, extended for a further two years (previously one-year annual extensions), and increased
in size to US$17 million. In addition, the required cash collateral in the US was reduced to US$4 million,
with a final programmed reduction of US$2 million per year (in August) for the next two years.
ArborGen’s existing ~US$12 million asset loan has an 18-year term remaining, and earlier this month
we took the opportunity to repay ArborGen’s NZ-domestic US$2.5 million Westpac facility from
Rubicon’s surplus cash, thereby optimising the Group-funding position.
In total, the Group now has bank funding lines of ~US$29 million, and drawn bank debt (net of cash
balances) of only ~US$12 million
3
(as at 30 September). From a balance sheet leverage perspective,
and taking a conservative view by using our current market capitalisation as the equity number, the
Rubicon Group’s net debt ratio (inclusive of capitalised finance leases) was ~22%
3
as at period end.
So, overall, we feel Rubicon is in good funding shape right now.
Positioning for the ‘next stage’- Governance changes
We made changes to the Board composition during the period, amongst them being the departure of
my predecessor, Steve Kasnet, who was the Chair of Rubicon for over a decade. I need to acknowledge
Steve’s efforts, as he made an extensive contribution to Rubicon during his Board tenure. He chaired
the Company during the GFC, the restructuring and sale of Tenon, the acquisition of 100% of
ArborGen, and the sale of Rubicon’s interest in the Tenon Clearwood Partnership. He invested
considerable time, guidance, and emotional energy to support the Company in the best interest of all
shareholders, and for that we are very grateful. We wish him well for the future.

Three new directors were added to the Company during the period, in order to ensure the appropriate
skill-base exists at the Board level to take Rubicon to the next stage. Ozey Horton, Tom Avery, and
Paul Smart were added to the Board over the past quarter. They bring important skills – forestry,
investment banking, restructuring, planning, and the execution of growth strategies (to name but a
few), each of which will be necessary to ensure the Company’s success moving forward. We are lucky
to have been able to attract candidates of this capability to the Board.

In order to ensure incentives are aligned, we put in place a Directors’ Share Plan for these three new
directors. The purpose of the Plan is to ensure our Directors act as equity-holders in the Company,
with the best interest of all shareholders underlying their actions. The terms and conditions of this
Plan were circulated to all shareholders and approved at the Company’s ASM in September, with a
97% majority vote in favour.

As part of our broader governance review, the Board also took the opportunity to undertake a
competitive tender process in relation to the supply of audit services to the Company, which resulted
in Deloitte being selected to provide our required audit services in the future. The Board wishes to
take this opportunity to thank our prior auditor, KPMG, for their commitment and service which had
been provided to the Company since Rubicon’s inception.

7
Intensifying the value focus – ‘One-Company’ approach, implementing cash-improvement initiatives
Shareholders will know that we have now adopted a One-Company approach to managing Rubicon-
ArborGen. There are several aspects to this, but key to the model is streamlining and optimising the
structure of the combined company, and maximising the cash outcome. Moving forward, our financial
measures will comprise both earnings and cash. I have already commented above on EBITDA, and as
to the latter (i.e. cash), in the immediate period ArborGen’s annual management incentive metric will
be cash-generation based.
Overall, we are comfortable that we will meet our first year’s goal of improving the cash outcome by
~US$2 million (pre restructuring costs), with larger improvement targets to follow in subsequent
periods. While the future programme of cash-improvement initiatives will require some up-front costs
to be incurred, many of the initiatives will not do so (e.g. the minimisation of interest cost through
the effective utilisation of Rubicon’s cash balances, and the optimisation of working capital), and
accordingly we are confident that we will achieve a cost pay-off of ~12 months from the broader
programme moving forward.
As usual, I would like to thank all our stakeholders for their continued support – it is very much
appreciated. I look forward to reporting to you next, at the successful conclusion of our fiscal year.

Sincerely,

Dave Knott
Chairman (on behalf of the Board)
29 November 2018


Notes:
(1)
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. For the avoidance of doubt, we
have defined EBITDA (above) because the measure does not have a standardised meaning prescribed by IFRS, and may
not be comparable to similar financial information presented by other entities.
(2)
This is pre transaction-related costs, impairments, and any one-off restructuring-type costs. In the current fiscal period,
these total US$1.5 million, and include redundancies incurred at ArborGen and Rubicon as a result of the One-Company
programme. The EBITDA result on a similar basis for the 12 months ending 31 March 2018 was $4.3 million.
(3)
Net interest bearing debt (net of cash) is US$24 million, calculated as Term debt (US$22 million) + Current debt (US$3
million) + Finance lease obligations (US$12 million) less Cash and liquid deposits (US$13 million). Market equity is
US$82 million, calculated as 487.9 million shares x 26 cents (the Rubicon share price at period end) x 0.6618 cents (the
FX cross rate at balance date). The net debt ratio is therefore calculated as 24 / (24+84) = 22%.
(4)
Defined as cash flow after interest and maintenance capex, which is available to meet debt principal repayment and /
or targeted expansionary growth capex proposals.

(5)
These statements are ‘forward-looking statements’, which are predictive in nature and which are necessarily subject to
a number of risks and uncertainties relating to Rubicon and ArborGen, many of which are beyond our control (please
refer inside front cover of this Interim Review document for a discussion of some of those uncertainties and risks). As
a result, actual outcomes, results and conditions may differ materially from those expressed or implied.

Rubicon Limited and Subsidiaries
Consolidated Income Statement
For the six months ended 30 September 2018
RUBICON GROUP
6 Months6 Months
Re-presented
(1)
15 Months
Sep 2018March 2018Sep 2017
NotesUS$mUS$mUS$m
Revenue10 35 6
Cost of sales
(8) (20) (5)
Gross profit2 15 1
Change in fair value of biological assets
7 (3) 4
Earnings by associate- - 1
Administration expense
(9) (10) (8)
Operating earnings excluding items below
- 2 (2)
Restructuring and Impairment
4(2) (1) -
Net fair value gain
- - 2
Operating earnings before financing expense(2) 1 -
Financing expense(1) (1) (2)
Earnings before taxation(3) - (2)
Tax benefit1 2 -
Net earnings after taxation from continuing operations(2) 2 (2)
Net earnings after taxation from discontinued operations
- - (4)
Net Earnings(2) 2 (6)
Attributable to:
Rubicon shareholders(2) 2 (6)
Minority shareholders
- - -
Net Earnings(2) 2 (6)
Basic/diluted earnings per share information (cents per share)
(0.4) 0.4 (1.4)
Continuing operations
(0.4) 0.4 (0.5)
Discontinued operations
- - (0.9)
Weighted average number of shares outstanding (millions of shares)488 488 425
(1) The 15 months ended 30 September 2017 has been re-presented to show net profit after taxation from discontinued
operations separately. Further information is included in note 1.
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
8

Rubicon Limited and Subsidiaries
Consolidated Statement of Comprehensive Income
For the six months ended 30 September 2018
RUBICON GROUP
6 Months6 Months15 Months
Sep 2018March 2018Sep 2017
US$mUS$mUS$m
Net Earnings(2) 2 (6)
Items that may be reclassified to the Consolidated Income Statement:
Movement in currency translation reserve(1) - 3
Other comprehensive income (net of tax)(1) - 3
Total comprehensive income / (expense)(3) 2 (3)
Total comprehensive income attributable to:
Rubicon shareholders(3) 2 (3)
Minority shareholders
- - -
Total comprehensive income(3) 2 (3)
Rubicon Limited and Subsidiaries
Statement of Changes in Equity
For the six months ended 30 September 2018
RUBICON GROUP
6 Months6 Months15 Months
Sep 2018March 2018
Sep 2017
NotesUS$mUS$mUS$m
Total comprehensive income(3) 2 (3)
Movement in Rubicon shareholders' equity:
Issue of shares7- - 13
Movement in minority shareholders' equity:
Capital investment by TCLP minority
-
- 17
Disposal of TCLP minority
-
(7) -
Deconsolidation of Tenon minority
-
(2) -
Capital return from Tenon
-
- (46)
Distribution paid by TCLP
-
(1) -
Dividend paid by Tenon
-
- (1)
Total movement in shareholder equity(3) (8) (20)
Total movement in shareholder equity attributable to:
Rubicon shareholders' equity(3) 2 10
Minority shareholders' equity- (10) (30)
Opening equity attributable to:
Rubicon shareholders152
150 140
Minority shareholders-
10 40
Opening total Group equity152 160 180
Closing equity attributable to:
Rubicon shareholders149 152 150
Minority shareholders- - 10
Closing Total Group Equity149 152 160
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
9

Rubicon Limited and Subsidiaries
Consolidated Statement of Cash Flows
For the six months ended 30 September 2018
RUBICON GROUP
6 Months
Re-presented
(1)
6 Months
Re-presented
(1)
15 Months
Sep 2018March 2018Sep 2017
NotesUS$mUS$mUS$m
Cash was provided from operating activities
Receipts from customers21 28 10
Cash provided from operating activities
21 28 10
Payments to suppliers, employees and other(24) (24) (18)
Cash (used in) operating activities
(24) (24) (18)
Net cash from (used in) operating activities(3) 4 (8)
Sale of assets1 - -
Investment in fixed assets(1) - (1)
Deferred settlement and Investment in subsidiaries
(10) (5) (14)
Investment in intellectual property
(2) (3) (1)
Cash in subsidiaries acquired
- - 2
Net cash from (used in) investing activities(12) (8) (14)
Debt drawdowns5 5 1
Debt repayment
(7) (7) (24)
Interest paid(1) (2) (2)
Issue of shares- - 13
Net cash from (used in) financing activities
(3) (4) (12)
Net cash from discontinued operations
2 6 63
Net movement in cash
(16) (2) 29
Opening cash, liquid deposits and overdrafts
29 31 2
Closing Cash and Liquid Deposits13 29 31
Net Earnings
(2) 2 (6)
Adjustment for:
Financing expense
1 1 3
Depreciation and amortisations
4 4 2
Taxation
- (2) -
Earnings from associate
- - (1)
Change in fair value of biological assets
(7) 3 (4)
Other non cash items
- 1 1
Cash flow from operations before net working capital movement
(4) 9 (5)
Trade and other receivables
4 (4) 2
Inventory
(6) 1 (2)
Trade and other payables
3 (2) (3)
Net working capital movement
1 (5) (3)
Net cash from operating activities(3) 4 (8)
(1) Both the 6 months ended 31 March 2018 and 15 months ended 30 September 2017 have been re-presented to show cash flows from
discontinued operations separately. Further information is included in note 1.
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
10

Rubicon Limited and Subsidiaries
Consolidated Balance Sheet
As at 30 September 2018
RUBICON GROUP
Sep 2018March 2018
NotesUS$mUS$m
Current assets
Cash and liquid deposits
13 29
Trade and other receivables
3 10
Inventory
38 25
Total current assets54 64
Non current assets
Fixed assets
43 44
Intellectual property
106 107
Total non current assets149 151
Total assets203 215
Current liabilities
Trade, other payables and provisions
(14) (10)
Current lease obligation(1) (1)
Current debt5(3) (15)
Deferred settlement
- (10)
Total current liabilities(18) (36)
Term liabilities
Term debt
5(22) (11)
Finance lease obligation(11) (12)
Deferred taxation liability
(3) (4)
Total term liabilities(36) (27)
Total liabilities(54) (63)
Net Assets
149 152
Equity
Share capital
7201 201
Reserves
8(52) (49)
Total Group Equity
149 152
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
11

Rubicon Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the six months ended 30 September 2018
1BASIS OF PRESENTATION
The financial statements presented are those of Rubicon Limited and Subsidiaries (the Group) for the six months from 1 April 2018 to 30 September 2018.
The financial statements have been prepared in accordance with New Zealand International Accounting Standard 34, and do not include all of the
information required to be disclosed for full annual financial statements.
These financial statements should be read in conjunction with the audited financial statements for the periods ended 31 March 2018 and 30 September
2017, which have been prepared in accordance with New Zealand International Financial Reporting Standards (NZ IFRS) and International Financial
Reporting Standards (IFRS).
Rubicon Limited is registered in New Zealand under the Companies Act 1993, is listed on the New Zealand Stock Exchange, and is a FMC Reporting
Entity under the Financial Markets Conduct Act 2013.
The presentation currency used in the preparation of these financial statements is the United States dollar (US$), rounded to the nearest million.
Consequently all financial numbers are in US$ unless otherwise stated.
The carrying value of financial assets and liabilities approximate their fair values.
Comparative periods
Rubicon now has one investment ArborGen Inc (ArborGen) (95% economic interest (with 5% warrants outstanding relating to ArborGen’s acquisition of
Cellfor), and 100% voting interest and ownership of common stock). In the last two years Rubicon has twice changed its balance date, enabling it to now
align its reporting period with that of ArborGen. As a consequence Rubicon's last two reporting periods have both been annual reports, being for the 6
months to 31 March 2018 and 15 months to 30 September 2017. Rubicon's last interim reporting period was for the 6 months ended 31 December 2016
and reflected a very different reporting Group from today's. Consequently the two comparative periods shown are the audited 6 months to 31 March 2018
and 15 months to 30 September 2017. The 15 month period to 30 September 2017 reflects 3 months of trading from ArborGen, as ArborGen was only
consolidated as a subsidiary from 28 June 2017. Both periods have been restated to reflect the separation between continuing and discontinued
operations, in the consolidated income statement and consolidated statement of cash flows.
Accounting Policies
There have been no changes in accounting policies during the period. The accounting policies applied are consistent with those applied in the
annual financial statements for the period ended 31 March 2018.
Two new accounting standards, IFRS 9 Financial Instruments and IFRS 15 Revenue, came into effect on 1 April 2018 and have been applied by the
Group since then. No reporting changes have been identified under the adoption of IFRS 9. IFRS 15 provides new requirements and additional guidance
that are relevant to the Group, in relation to the sale of goods and recognition of revenue. Revenue is derived from the sale of seedlings and is recognised
when control is transferred to the customer and our performance obligations are satisfied, which can be either at the time of shipment to or receipt of the
seedlings by the customer. Accordingly NZ IFRS 15 does not change the timing or amount of revenue recognised.
2APPROVAL OF ACCOUNTS
These financial statements have been prepared on a consolidated Group basis and were approved for issue by the Board of Directors on
29 November 2018.
3USE 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 (refer March 2018 statutory report, note 4, for greater detail). Actual results could differ from those
estimates.
4RESTRUCTURING AND IMPAIRMENT
In the current period, restructuring and impairment totals $1.5 million. This includes costs relating to ArborGen and Rubicon redundancies under the
One-Company programme ($1.5 million) and retention payments at ArborGen ($0.5 million), partially offset by a gain on sale of surplus property ($0.5
million). The 31 March 2018 impairment charge included the rationalisation of ArborGen's New Zealand varietal programme.
5CURRENT DEBT AND TERM DEBT
At 30 September 2018 ArborGen had debt facilities with the following banks: Synovus Financial Corporation (Synovus) and AgSouth Farm Credit
(AgSouth) in the United States, and Westpac New Zealand Limited (Westpac) in New Zealand.
ArborGen has a non-revolving promissory note issued to AgSouth for $12.6 million (in May 2016) bearing interest at 4.95%, with a maturity date of 1 May
2036, which is secured against ArborGen's US real estate properties. Annual principal repayments of $0.6 million are due 1 May each year.
ArborGen's revolving facility agreement with Synovus, was favourably amended in September 2018, increasing the letter of credit (LOC) facility from
$15 million to $17 million, and the term to 31 August 2020. In addition, the requirement for ArborGen to maintain a certificate of deposit was reduced from
$6 million to $4 million, with a further reduction to $2 million to occur in 12 months providing ArborGen achieves $5 million of EBITDA (US-GAAP) for the
fiscal year to 31 March 2019. The LOC bears interest at the 30 day LIBOR base rate plus 2.75%, subject to a minimum annual rate of 4.75%, and is
collateralised by all the United States assets not otherwise pledged under the AgSouth agreement. The terms of the LOC limit borrowings to $6 million for
a continuous 60 day period between 1 March and 31 August of each year.
The credit agreements with both Synovus and AgSouth include a covenant, which requires ArborGen to maintain a minimum net worth of $24 million,
which was met at 30 September 2018.
ArborGen New Zealand Unlimited (ArborGen NZ) had an agreement with Westpac for a multi option credit facility for an amount up to NZ$3.75 million,
bearing interest at 4.9% with a maturity date of 1 November 2018. Post balance date, on 1 November 2018, this facility was repaid in full, through the
utilisation of Rubicon Limited's surplus cash funds, under the Group's one-company cash optimisation programme.
At 30 September 2018 the Group held cash and liquid deposits of $13 million (Rubicon $6 million, restricted cash $4 million on deposit with Synovus and
ArborGen $3 million), ArborGen had bank debt of $25 million and lease liability of $12 million.
All term debt facilities are denominated in US dollars.
12

Rubicon Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the six months ended 30 September 2018
6SEGMENTAL INFORMATION SUMMARY
Since the acquisition of 100% of ArborGen (in June 2017) and the disposition of Rubicon's interest in Tenon Clearwood (January 2018), Rubicon has only
one reportable segment, being 'plant genetics'. Each of the primary statements reflects the full segmental operations, with discontinued operations
disclosed separately in both the income statement and statement of cash flow.
7CAPITAL
RUBICON GROUP
Sep 2018Mar 2018
Share capitalUS$mUS$m
Share capital at the beginning of the period201 201
Issue of shares- -
Share capital201 201
Number of sharesSep 2018Mar 2018
Opening shares on issue487,908,343 487,908,343
Issue of shares
(1) (2)
1,666,050 -
Closing shares on issue489,574,393 487,908,343
Treasury stockSep 2018Mar 2018
Opening shares on issue- -
Issue of shares
(1) (2)
1,666,050 -
Closing treasury stock shares on issue1,666,050 -
(1)In accordance with the shareholders resolution passed at Rubicon’s Annual Shareholders’ meeting held on 17 September 2018, on 18 September
2018 Rubicon issued 1,666,050 new shares to the Rubicon Non-Executive Directors Share Plan (the Trust). The Trust will hold the shares on behalf
of the three newly appointed Directors (Tom Avery, Ozey Horton, and Paul Smart, equally) until the vesting terms are met. The shares will vest, to each
Director, in three equal tranches on the first, second and third anniversaries following the date of issue (18 September 2018), provided that the
Director remains a Director of the Company on the relevant anniversary date. For the period ended 30 September 2018 the value of the share based
payment associated with this share plan is not material.
(2)The new shares were issued at the NZX 20-day market VWAP for Rubicon shares of NZ27.01 cents per share, for a total value of NZ$450,000.
These shares are accounted for as treasury stock until vesting.
8RESERVES
RUBICON GROUP
Sep 2018Mar 2018
Retained earnings
US$mUS$m
Opening balance(49) (51)
Net earnings(2) 2
Closing balance(51) (49)
Currency translation reserve
Opening balance- -
Translation of independent foreign operations(1) -
Closing balance(1) -
Total reserves(52) (49)
9RELATED PARTY TRANSACTIONS
Rubicon is the General Partner for its former subsidiary Tenon Clearwood LP (TCLP), for which it receives a management fee. Rubicon has advised
TCLP that with effect from 31 March 2019 Rubicon will withdraw from its role as general partner. Some of Rubicon's Board, management and their
associates have shareholdings in the TCLP.
10CONTINGENT LIABILITIES
On 14 August 2018 the Company announced it had received notice from the CEO and Director (Luke Moriarty), and CFO and Company Secretary
(Mark Taylor), of their intention to finish their roles with the Company and leave later in the 2018/19 fiscal year. Messrs Moriarty and Taylor are claiming
certain severance payments, which they have not quantified at this point, pursuant to their employment agreements. The Chairman, on behalf of the
Independent Directors and the Company, is assessing the merits of the claim, including taking independent legal advice in relation to this matter. Further
disclosure has been assessed as being potentially prejudicial in the event this matter moves to a legal dispute.
matter, which is currently being evaluated by the Companies legal counsel.
11MATERIAL POST BALANCE DATE EVENTS
Hurricane Michael
Post balance date (in October 2018), hurricane Michael struck the US. While it did not damage any of ArborGen’s current year nursery crop, one of
ArborGen's nine US orchard facilities did sustain some damage, and some advanced seed-producing orchard trees were lost at that site. The
impact of that loss is currently being assessed, and shareholders will be updated in due course, if required.
TTT
On 1 November 2018 ArborGen announced that it had entered into agreements with TexMark Timber Treasury, L.P. (“TTT”), a joint venture
between CatchMark Timber Trust, Inc. and a consortium of large institutional investors. TTT acquired Campbell Global’s former $1.4 billion of
timberlands located in Texas, US.
The primary agreement is for ArborGen to lease the TTT nursery and seed orchard properties located in Texas. This agreement includes a call
option that gives ArborGen the right to acquire the leased properties, and a corresponding put option that gives TTT the right to sell the leased
properties, for $2.5 million payable upon the expiration of the 5-year lease period. ArborGen’s current intention is that it will exercise the call option at the
end of the lease period. The lease agreement (and subsequent call option exercise) will allow ArborGen to increase its annual nursery production
capacity and sales by approximately 30 million seedlings per annum (effective from the next production season beginning 1 April 2019 when the lease
agreement takes effect), and also expand its productive seed-orchard capacity (including advanced genetics seed) in the Texas region. ArborGen has
also entered into an exclusive multi-year agreement to supply TTT all of its Texas seedling requirements for an initial term of 5 years, with term-renewal
periods thereafter.
13