Seeka Provides ASM Presentation

Annual Shareholder Meeting
16 April 2021

Agenda
2
Welcome to Seeka’s 2021 meeting
5
Meeting resolutions
4
Chief executive’s report
3
Chair’s introduction and financial statements
2
Proxies and voting instructions
1
Directors
Packing the 2021 kiwiberry crop

Directors
3
Cecilia Tarrant
John Burke
Amiel (Mel) Diaz
Ashley Waugh
Chair audit and risk committee
Fred HutchingsChair
Ratahi Cross
Marty Brick

Proxies
4
Chair
10,528,257
Te Horipo Karaitiana
1,714,410
New Zealand Shareholders' Association
1,072,852
Michael Franks
10,143
Total
13,325,662

Online voting and asking questions
5
The voting boxThe voting box
Question boxQuestion box

Chair’s Introduction
Fred Hutchings

Despite challengesWe delivered for our stakeholders
7
1
234
Record earningsMaintained dividendReduced debtRestructured Australia with orchard sales and leasebackCarefully refined and delivered on our strategyCommenced our journey to be a more sustainable business, and to understanding the potential impacts of climate change
56

Covid-19 and drought impacted performanceSeeka was an essential business in NZ and Australia−
All fruit successfully picked and packed during lockdowns
−
No wage subsidy received
$5.3m estimated impact of Covid-19−
$3.1m of direct costs
−
$2.2m of productivity losses and constraints
$5m estimated impact of drought on Hayward volumes
8
Planned early and prepared our business to operate in a Covid-19 environment
Despite these challenges, our earnings are up!

All results and comparatives consistent with NZ IFRS 16 Leases
. These financials should be read in
conjunction with Seeka’s Ann
ual Report 2020.
Financial highlights$251.5m Revenue – up 6%$42.9m EBITDA – up 24%$16.3m Net profit before tax – up 65%−
Guidance range $15m ~ $17m
$15.2m Net profit after tax – up 120%−
Benefited from $5.6m deferred tax changes
9
Year ended 31 December 2020 – audited
NZD millions
2020
2019
Growth
Revenue
251.5 236.9
6%
Cost of sales
198.8 189.4
5%
Gross profit
52.7 47.5
11%
EBITDA
42.9
34.5
24%
Net profit before tax
16.3
9.9
65%
Net profit after tax
15.2
6.9
120%

1. As required by NZ IAS 33, 2,748,877 shar
es held by Seeka Trustee Limited for the
Grower Loyalty and Employee Share Schemes a
re excluded from EPS calculations. If included, the EPS would be $0.47 (2019: $0.22).
Earnings per share and dividends52 cents earnings per share22 cents per share dividend paid or declared $5.20 net tangible assets per share
10
Earnings and net tangible assets per share
NZD
2020
2019
Earnings per share
1
$ 0.52
$ 0.23
Net tangible assets per share
$ 5.20
$ 4.55

$116.8m
$77.9m
$38.9m
December
2019
Repaid in 2020
December
2020
Bank debt back in target range$77.9m net bank debt at 31 December 2020−
$38.9m repaid in 2020
$28.2m sale of Australian kiwifruit orchard−
$6.2m gain
$10.7m sale of Northland orchard−
$2.8m gain
11
3.38
x
Debt to EBITDA
Net bank debtNZD millions
1.81
x
Debt to EBITDA

Progressing our growth strategyOPAC acquisition consistent with Seeka’s strategy−
Integrated orcharding and post harvest operation in
Ō
p
ō
tiki
−
Grows our foundation kiwifruit business
Connects Seeka to the East Coast and GisborneForecast to deliver material efficiencies and synergiesSeeking shareholder approval at today’s meeting−
Will provide further details when explaining resolution 5
12

Directors’ fees
Propose an $80k increase to $530k per annumWithdrew resolution to increase
director fees prior to 2020 ASM
−
Response to Covid-19
Resolution reinstated for consideration today−
Will provide further details when explaining resolution 3
13

Chief Executive’s Report
Michael Franks

Key focus areas
Forklifts, traffic, peopleMachine guardingInjury and incident managementInformation and data managementCommunicationLegal compliance
Safety
3 serious harm incidents in 2020−
2 in post harvest involving forklifts
−
1 in orchard operations
when loading a tractor
Need to improve our safety performance – during harvest, and after harvest
2021 health and safety targets
Targets
Total recordable injury frequency
Less than 4.5
Serious InjuriesWhen
 
someone
 
becomes
 
permanently
 
disabled
 
or
 
requires
 
immediate
 
in
‐
patient
 
hospitalisation
0
Inspirational People
Every
 
division
 
holding
 
and
 
recording
 
a
 
H&S
 
meeting
 
between
 
March
 
and
 
December
90%
15

The components of your Seeka business
A New Zealand company feeding the world
Orcharding, NZGrowing kiwifruit, avocadoand kiwiberry- Lease and manage orchards- Orchard development- Largest kiwifruit grower
Post harvest, NZPicking, packing, coolstoring and dispatch- 8 modern facilities- Delicious Nutritious Food Company- Innovation and maintenance teams
Retail services, NZMarketing produce in NZand Australia- Adding value- Marketing and produce distribution- Wholesale business
Seeka AustraliaOwn and lease orchards and own post harvest facilities- Kiwifruit, nashi, European pears- Largest kiwifruit grower- Fully integrated orchard to market
16
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 fruitdirect to the markets
APPROX
APPROX

Orchard operations$75.7m Revenue – up 5%−
Lift in volumes and fruit returns
Developing orchards on long-term leased land−
Securing supply
−
Partnering with iwi and the Provincial Growth Fund
Growing kiwifruit, avocado and kiwiberry – led by Kevin Halliday
17
Financial performance – Orchard operationsNZD millions
2020
2019
Growth
Revenue
75.7 72.4
5%
EBITDA
5.4 5.0
9%
EBIT
3.5 3.7
( 5%)
Segment assets
63.4
54.2
17%
8.9
5.9
7.6
7.5
8.0
2.3
2.6
3.1
3.9
5.0
11.2
8.5
10.7
11.4
13.0
2016
2017
2018
2019
2020
NZ kiwifruit grownMillions of trays
SunGoldHayward
Performance is driving growth
in Seeka’s orchard operations

Post harvest operations$140.1m RevenueDrought impacted Hayward volumes−
$5m estimated impact
Covid-19 drove up costs−
Distancing protocols
−
Higher labour costs and labour shortage
−
$5.3m estimated impact
Harvesting, packing, coolstoring, dispatching and processing – led by Kevin Halliday
18
Financial performance - Post harvest operations
NZD millions
2020
2019
Growth
Revenue
140.1 140.1
-
EBITDA
41.9 41.0
2%
EBIT
29.8 29.4
1%
Segment assets
232.7
222.9
4%
Capacity to handle 2021 and 2022 volumes
23.5
15.6
19.2
17.4
15.7
7.4
8.7
10.8
14.4
16.1
32.4
25.7
31.4
33.5
33.4
2016
2017
2018
2019
2020
NZ kiwifruit handled
Millions of trays
Class 2 & otherSunGoldHayward

Retail services operations$21.8m Revenue – up 77%$3.0m EBITDA – up 80%Business revitalised−
Vibrant leadership and great customer relations
Business continues to grow
Retail services and marketing, including Kiwi Crush – led by Verena Cunningham
19
Retail services growing strongly
Financial performance - Retail services operations
NZD millions
2020
2019
Growth
Revenue
21.8 12.3
77%
EBITDA
3.0 1.7
80%
EBIT
2.2 1.1
94%
Segment assets
12.4
11.2
10%

Australian operations$13.1m Revenue – up 13%Hot, dry growing conditions impacted yields−
Improved fruit returns
−
Sold first crop of Ricó pears
$7.4m EBITDA−
$1.2m operational – up from $0.6m loss in 2019
−
Gain on sale and leaseback of 3 kiwifruit orchards
Developing new orchards−
Kiwifruit, Ricó pears and new nashi varieties
Growing, packing and retailing kiwifruit, nashi and European pears – led by Rob Towgood
20
2.6
1.8
2.2
1.3
0.9
0.7
1.8
1.4
1.3
5.6
4.2
4.4
2018
2019
2020
Fruit handledThousands of tonnes
OtherPearsNashiKiwifruit
Financial performance - Australia operations
NZD millions
2020
2019
Growth
Revenue
13.1 11.6
13%
EBITDA
7.4 (0.6)
EBIT
6.3 (2.1)
Segment assets
47.2
52.2
( 9%)
Australia positioned for growth

Trends in financial performance$18.1m increase in EBITDA in five years−
14% cumulative annual growth rate since 2018
2020 downsides−
Covid-19 direct costs
−
Covid-19 productivity losses
−
Lower Hayward yields and volumes
2020 upsides−
Asset sales gains
−
Deferred tax gain
EBITDA below expectations−
Focus on lifting core business
−
Post harvest charges reset for harvest 2020
21
EBITDA reflects cash generated
$24.8m
$23.1m
$33.3m
$34.5m
$42.9m
2016
2017
2018
2019
2020
EBITDA
NZ IFRS 16 Leases
14
%
CAGR
Business reset to operate in a Covid-19 world

OPAC acquisitionKiwifruit orcharding and post harvest businessModern post harvest infrastructure in
Ō
p
ō
tiki
−
Large capacity build completed 2019
−
New MAF RODA packline, new coolstores, new offices
−
Infrastructure currently under utilised
Servicing
Ō
p
ō
tiki, Te Kaha and Gisborne regions
−
Major growth areas
Long association with Seeka−
Many OPAC shareholders and supplying gr
owers are already Seeka shareholders
−
Similar ownership structure – 44 shareholders
22
Premium kiwifruit business located in
Ō
p
ō
tiki

Benefits of acquiring OPACIncreases our market share to 25% - up from 20%−
Apply our purchasing power to lower input costs
New supply from the East Cape,
Ō
p
ō
tiki and Gisborne plus
a modern post harvest facility−
Seeka will be servicing all main North Island kiwifruit regions
Strong position to work collaboratively with Zespri−
Simplifies the supply chain
Generate material synergy savings−
Estimated $2.5m to $3.0m savings per year – when implemented
23
Growing our foundation kiwifruit business
The combined business will offer a
comprehensive service to the North
Islands’ main kiwifruit regions
Once fully integrated, the synergies are
forecast to increase earnings per share

Seeka is focused on sustainability
24
Environmental, social and governance
Northland‒
Higher temperatures
‒
Drier conditions
‒
More instances of drought
‒
Rising sea levels
BOP & Coromandel‒
Higher temperatures
‒
Increased precipitation
‒
More frequent weather events
‒
Rising sea levels
East Coast
‒
Higher temperatures
‒
Drier conditions
‒
More instances of drought
‒
More intense weather events
‒
Increased coastal erosion
‒
Rising sea levels
Positioning our business to operate in a changing climate−
Setting targets and reporting our progress
Created a Board Sustainability CommitteeWorking to understand the likely effects of climate change−
Risk and opportunity analysis
Targeting initiatives to “Grow a Better Future”−
Measuring our emissions
−
Minimising our environmental footprint
−
Carbon reduction initiatives: Hybrid vehicles, Worm farm,Solar energy, LED lighting, Waste audits, Regenerative horticulture

Meeting Resolutions
Fred Hutchings

Resolution 1. Director election – Peter Ratahi Cross
To re-elect Peter Ratahi Cross as a Director.”−
Peter Ratahi Cross retires by rotation and is standing for re-election
−
Board supports and recommends Peter Ratahi Cross for re-election
Ratahi Cross to address the meeting
3 minutes to address the meeting
To consider, and if thought fit, pass the following as an ordinary resolution:
26

Resolution 2. Director election – Ashley Waugh
“To re-elect Ashley Waugh as a Director.”−
Ashley Waugh retires by rotation and is standing for re-election
−
Board supports and recommends Ashley Waugh for re-election
Ashley Waugh to address the meeting
3 minutes to address the meeting
To consider, and if thought fit, pass the following as an ordinary resolution:
27

Resolution 3. Directors’ Remuneration“That the pool of funds available for the
remuneration of Directors be increased
by an amount of $80,000 per annum, from a maximum of $450,000 per annum to a maximum of $530,000 in each financial year payable to all Directors taken together, effective 1 January 2021."
To consider, and if thought fit, pass the following as an ordinary resolution:
28

Resolution 3Policy is to set an annual pool at the market mid range point−
Reviewed every 2 years
−
Seek professional advice
−
Last increase was to $450,000 per annum
approved by shareholders April 2018
Board withdrew a resolution to increase director re
muneration prior to 2020 ASM in response to Covid-19
−
Business focused on continuity and delivering
an essential service to our stakeholders
Seeka has continued to grow across all key metrics in
the 3 years since the last increase (FY17 to FY20)
−
53% increase in market capitalization
−
35% increase in revenue
−
50% increase in total assets
Explanatory summary - Policy
29

Resolution 3Consultants Strategic Pay reviewed
Seeka director remuneration January 2020
−
Benchmarked against their database of more
than 200 NZ private sector businesses
−
Key metrics of FY19 market capitalisat
ion, revenue, assets and market sector
Explanatory summary – Strategic Pay report and Board recommendation
Strategic Pay key metrics
Seeka FY19
Survey range
Survey
sample Director fees
Chair fees
Market capitalisation
$ 148m
$ 75m - $ 225m
14
$70,000
$125,000
Revenue
$ 237m
$ 190m - $ 290m
13
$80,000
$145,000
Assets
$ 368m
$ 300m - $ 500m
13
$63,560
$117,000
Industry
Agribusiness
N/A
8
$50,000
$102,500
Private sector companies
N/A
200
$60,460
-
Seeka Board proposal April 2021
$62,500
$125,000
30

Resolution 31. Chair fee increase inline with Strategic Pay advice t
hat Chair fee is typically twice base director fee.
2. Provisional fee for the Board to appoint a new director prior
to the 2022 ASM, and at the ASM the Board will revert to 7 dire
ctors.
Explanatory summary – Proposed pool allocation
Proposed pool allocation
Number
Current pool
2021 proposal
Increase
Annual pool of director fees -
as determined by Resolution 3
$ 450,000
$ 530,000
17.8%
Individual allocations -
as determined by the Board
Chair
1
1
$ 100,000
$ 125,000
25.0%
Chair Audit and Risk Committee
1
$ 67,500
$ 77,500
14.8%
Directors – Non Executive
5
$ 56,500
$ 62,500
10.6%
New Director – Succession Planning
2
-
$ 15,000
Total allocation
7
$ 450,000
$ 530,000
17.8%
31

Resolution 4. Appointment and Remuneration of Auditors"To record the re-appointment of PwC (PricewaterhouseCoopers) as auditor of the Company, and to authorise the Directors to fix the remuneration and expenses of the auditor for the coming year."−
PwC automatically reappointed as auditors under the Companies Act 1993
−
Resolution authorises the Board to fix PwC’s fees and expenses for 2021
To consider, and if thought fit, pass the following as an ordinary resolution:
32

Resolution 5. Approval of Issue of new Ordinary Shares in relation to acquisition of OPAC by Amalgamation"That Seeka issue up to 7,042,574 new fully
paid ordinary shares of Seeka, at
the issue price, and for the consideration, described in the explanatory note pursuant to the Amalgamation Proposal described in the explanatory note and accompanying the Notice of Meeting."
To consider, and if thought fit, pass the following as an ordinary resolution:
33

Resolution 5$59m acquisition – agreed fair value−
$33.94m of net assets,
plus
−
$25.06m of net bank debt
Seeka will issue new shares in exchange for OPAC shares−
1.4833 Seeka Shares for every OPAC share
Maximum of 7,042,574 new Seeka shares to be issued−
Equals the $33.94m fair value of OPAC’s net assets
On acquisition Seeka will assume OPAC’s net bank debt−
$25.06m
34
Acquisition structure

Resolution 5
35
Conditions and milestones
25 March
Acquisition announced
13 April
OPAC shareholders must approve the acquisition ( 95% approval )
Approved
16 April
Seeka shareholders must approve the issue of new shares
Today’s vote
By 4 May
OPAC growers must agree to supply Seeka in 2022 and 2023( at least 80% of 2021 volumes secured for 2022 and 2023 )
In progress
4 May
Acquisition completed once all conditions meet
Shares issued

Resolution 5
Acquisition is consistent with Seeka’s strategy−
Grows our foundation kiwifruit business
−
Seeka Group expected to generate more than $300m in revenue
Once integrated, synergies forecast to increase earnings per share−
Estimating $2.5m to $3.0m of material synergy savings
36
Explanatory summary
This acquisition is fully recommended and supported by
both Seeka and OPAC’s Boards of Directors

Questions
37

VotingAt the Meeting−
Votes will now be collected
Online−
If you have not already done so,can shareholders now please cast your vote
38

General Business

My thanksDirectorsFor diligent attention to the companyManagement and staffFor an excellent year in a most-testing situationGrowers and contractorsFor ongoing supportCustomers and consumersFor buying our produceShareholdersFor continuing interest in your company
40
Meeting attendees please join us for refreshmentsOnline shareholders have 5 minutes left to cast your vote
Seeka Kerikeri packline

seeka.co.nz