Seeka provides amalgamation presentation

9 April 2021


Seeka provides amalgamation presentation

Seeka Limited (NZX:SEK) provides a copy of the presentation to be given at the Opotiki Packing and
Cool Storage Limited (“OPAC”) shareholders meeting to be held on Tuesday 13 April 2021 to
consider the amalgamation proposal.

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Seeka Acquisition of OPAC
Presentation Pack March 2021

OPAC refers to Opotiki Packing and Cool Storage Limited
Seeka refers to Seeka Limited
Introduction
Covered are
−Acquisition terms
−Enlarged business overview
−Rationale for the acquisition
−Arrangements with growers
−Benefits of the combined business
−Seeka as an investment
−Seeka as a publicly listed company
−Key risks
2
This presentation outlines the proposed acquisition of Opotiki Packing and Cool Storage Limited by Seeka Limited
This acquisition is fully recommended and supported
by both OPAC and Seeka’s Boards of Directors
You should take independent advice in considering
whether to support the acquisition

Acquisition terms
Seeka will acquire OPAC into a wholly-owned subsidiary of Seeka, called Seeka Eastern Star Limited. Following
amalgamation, Seeka intends to call this subsidiary Seeka Opac.
OPAC shareholders will be offered 1.4833new fully paid ordinary shares in Seeka for every OPAC share
they hold
−These Seeka shares are the same as all existing Seeka shares
−They will be listed and traded on the main board of the NZX
If OPAC shareholders approve the amalgamation, then OPAC shareholders who vote “no” and exercise minority
buyout rights will be entitled to receive their entitlement in cash
−If OPAC shareholders holding more than 5% of OPAC shares on issue vote “no” and elect to receive cash, then Seeka
may elect not to proceed with the acquisition
Of the OPAC shareholders that vote, 75% or more must vote in favour for the acquisition to proceed
Of the Seeka shareholders that vote at Seeka’s Annual Meeting, more than 50% must vote in favour of the issue
of new Seeka shares for the acquisition to proceed
3

Enlarged business overview
The combined business is expected to deliver
−Lower pricing to growers
−Industry competitive fruit returns
−Proven consistent dividend stream
−A comprehensive service to Zespri
The combined business is expected to create
−New Zealand’s largest kiwifruit grower
−New Zealand’s second-largest post harvest operator
−Synergies not available to both companies operating independently
4
A combined Seeka / OPAC business will handle approximately 25% of New Zealand’s kiwifruit
crop
Seeka OPAC will offer a
comprehensive service to the North
Islands’ main kiwifruit growing regions

Rationale for the acquisition
The enlarged operation offers
−Better purchasing power to lower input costs
−Better resourced to invest in automation and new technology –both at post harvest and in the orchard
−Deep technical expertise and enlarged management resources –uniting the best people in the industry
Strong position to work collaboratively with Zespri
−Simplify the supply chain
−Improve product and service delivery
−Add value to the global supply service
Generate material synergy savings from combined group operations
−Estimated $2.5m to $3.0m savings per year –when implemented
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The combined business will continue to deliver excellent service and returns to growers, and
increased shareholder wealth
Once fully integrated, the
synergies are forecast to
increase earnings per share

Arrangements with growers
Seeka’s pack price is lower than OPAC’s
Major growers estimated to be supplying more than 75,000 trays to OPAC (2021 season) and other Growers are requested
to support the acquisition and commit to supplying Seeka (incl. Seeka OPAC) for the 2022 and 2023 packing seasons
−Major Growers supply at least 80% of total 2021 estimated kiwifruit volumes by tray; together with other Growers, that in
aggregate with committed Major Growers, supply at least 80% of total 2021 estimated kiwifruit volumes by tray
−Without such commitments the acquisition may not proceed
When an OPAC grower signs for two more seasons (2022 and 2023)
−The grower’s pack price will be discounted by $0.10 per tray from Seeka’s list prices for harvest 2022 and 2023
Any supply commitment is subject to price, quality and service
OPAC growers will continue to operate their current pools for harvest 2021
For harvest 2022, OPAC Growers Limited is expected to alignwith Seeka Growers Limited
−Counsellors (Directors in OGL) will as appropriate be co-opted to Seeka Growers Limited
−OPAC growers will have the option of continuing to operate regional pools
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All growers are encouraged to support the acquisition

Benefits of a combined business
Strength from geographical spread
−As opposed to focussing on one region
Benefits from purchasing power
Seeka is a leader in technology, automation and quality systems
−Fruit performance is excellent
−Returns to growers are industry leading
−Fruit loss is low
Combined Group is expected to generate more than $300m in revenue
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Seeka as an investment
A New Zealand company feeding the world
Orcharding, NZ
Growing kiwifruit, avocado and
kiwiberry
-Owned, leased, managed and
long term leased orchards
-Orchard development
-Largest kiwifruit grower
Post harvest, NZ
Picking, packing, coolstoring
and dispatch of produce
-8 modern facilities
-Delicious Nutritious Food
Company
-Innovation and maintenance
team
Retail services, NZ
Marketing produce in NZ and
Australia
-Adding value
-Marketing and distribution
-Growing wholesale business in
Auckland and Christchurch
Seeka Australia
Own and lease orchards plus
own post harvest facilities
-Adding value
-Kiwifruit, nashi, European pears
-Largest kiwifruit grower
-Fully integrated business
of export kiwifruit
are grown by Seeka
8
%
of export kiwifruit
are packed by Seeka
20
%
Innovative services
and products from
our value chain
Growing and retailing
our Australian fruit
direct to the markets
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APPROXAPPROX

Seeka is a publicly-listed company
Listed on the main board of the NZX
−Subject to FMCA and NZX Listing Rules
Established share-trading platform
−Seeka shares trade every day
−Seeka shareholders have liquidity
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Transparent reporting of Seeka’s performance and open trading of Seeka shares
NZD per share2019
2020
2020
Earnings
$ 0.23$ 0.52$0.24
Dividend declared or paid
$ 0.24$ 0.22$0.22
Net asset backing per share
$ 4.55$ 5.20$6.02
NZD millions2019
2020
2020
Revenue
$ 236.9 m $ 251.5 m $ 48.0 m
Net profit before tax
$ 9.9 m$ 16.3 m$ 1.2 m
Net profit after tax
$ 6.9 m$ 15.2 m$ 1.2 m
SeekaOPACSeekaOPAC
Seeka 1-year share price

Key risks
Risks for investors in this acquisition include, and are not limited to
−Disease, pests and natural disasters
−Labour supply
−Seasonal fluctuation in volumes and fruit quality
−Acquisition benefits not meeting expectations
−Climate change
−Market disruption
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Any investment involves risks
The Boards of OPAC and Seeka recommend this transaction
Any investment in the kiwifruit
industry is subject to typical
industry risks.

seeka.co.nz