ArborGen Holdings Annual Results – Year Ended 31 March 2021

Market Announcement
27 May 2021



ArborGen Holdings Reports US$3.2m Net Profit,
Projects Increasing Advanced Genetics Sales

 Pleasing result despite headwinds and challenges in 2021, with a solid year-over-year performance
 Significant improvements in net earnings, operating cash flow, US-GAAP EBITDA
1

 Strengthened balance sheet and renegotiated banking terms and tenure
 Positive progress on cash flow initiatives
 Increasing supply and growing demand for higher value, advanced genetic (MCP
2
) seedlings
 Well positioned for FY22 with 30% increase in MCP seed harvested
 Advanced genetic (mainly MCP) seedlings expected to increase from 31% of FY21 total US loblolly sales
volume, to 35-40% in FY22
 US-GAAP EBITDA guidance for FY22 of US$13 - $14.5 million – a material increase on FY21 US-GAAP
EBITDA which included government grant income
 Further growth of MCP expected in future years from maturity of orchards and flowers pollinated in FY21
 Strong housing growth and carbon credits provide significant growth opportunities
 Added opportunity to extend proprietary intellectual property into other crop species
ArborGen Holdings Limited (NZX: ARB) has announced an after-tax profit of US$3.2 million for the year ended
31 March 2021 and is projecting rising availability and sales of its genetically-enhanced seedlings to the
plantation forestry sector.
Excellent progress was made on ArborGen’s core strategy to grow supply and sale of its proprietary advanced
genetic products (MCP seedlings) in its largest market, the US, where it is the unparalleled leader. The
company is now positioned to realise the gains from over two decades of investment, with proven MCP
performance at commercial scale, increased market awareness of the value of MCP products and an
increasing supply of MCP seed.
Results highlights (audited results for the year ended 31 March 2021):
• Profit growth in line with expectations despite Covid impact
• Doubling of US-GAAP EBITDA
1, 3,4
to US$11.3m, up 109% in line with the increased guidance provided in
May 2021 (US$11-$11.5m)
• Material improvement in Net Profit after Tax to US$3.2m
4
($2.7m loss in FY2020)
• Strong operating cash flow of US$9.9m, up 106%
4

• Reduction in net debt to US$27.4m, down $2.2m
• Global seedlings sales were down approximately 10%, to 391 million largely driven by consequences of
the Covid pandemic such as sawmill closures and a shortage of planting crews due to temporary
suspension of H2-B visas into the US

1
US-GAAP EBITDA is US-GAAP Earnings Before Interest, Tax, Depreciation and Amortisation. ArborGen uses US-GAAP EBITDA when
discussing financial performance. This is a non-GAAP financial measure and is not recognised within IFRS. Non-GAAP financial
measures should not be viewed in isolation nor considered as a substitute for measures reported in accordance with GAAP.
Management believes that US-GAAP EBITDA provides useful information, as it is used internally to evaluate performance, and it is
also a measure that equity analysts focus on for comparative company performance purposes, as the measure removes distortions
caused by differences in asset age, depreciation policies and debt:equity structures.
2
MCP – Mass Control Pollinated
3
FY21 US-GAAP of $11.3m excludes public company/corporate costs of US$1.3m. Further detail and reconciliation provided in FY21
financial statements and investor presentation.
4
Includes other significant items comprising government grant subsidies of $3.7 million, partially offset by expenses in the period of
$1.7 million relating to seedlings written-off and incremental Covid expenses incurred in the period (2020: a loss of $3.9 million).

2

For the new fiscal year ending 31 March 2022, ArborGen is targeting increased US-GAAP EBITDA of US$13m
to $14.5m, driven by increased availability of its proprietary MCP seedlings in the US, improving markets in
all regions, and increasing recognition of the benefits of its proprietary genetics in the US and Brazil. This
target represents significant growth on FY21 which included Covid related government grant income.
Chief Executive, Andrew Baum, said the business made good progress during the year in improving
operational performance and cash generation. Pleasingly, after three years of constrained supply, increased
MCP seed and, in turn, seedling production is now offering substantial margin growth potential.
“Last year’s cone harvest (completed in late 2020) saw a substantial increase in MCP seed production,
particularly in our severely constrained Eastern US (Coastal and Piedmont) regions, allowing us to increase
our MCP seedling production this year by over 30%, or approximately 30 million seedlings. The margin
growth potential for ArborGen is substantial as MCP margins are 6-8 times higher than OP margins on an
absolute basis.
“Added to this, we have also recently completed our 2021 MCP pollination activity which saw an
unprecedented number of flowers, resulting in a 35% increase in MCP bagging and pollination activity
5
over
the prior year. Subject to uncontrollable factors, such as extreme weather, the increase in this recently
completed 2021 MCP pollination activity will drive a significant boost in MCP seedling supply for the fiscal
year ending March 2024.”

Note: MCP supply projections are based on a number of factors including the number of trees in our seed orchards, number of flowers
bagged and number of flowers pollinated each year which are subject to climatic variabilities, bushels of cones harvested, pounds of
seed extracted per bushel, and the number of seedlings per pound of seed. As such, actuals may vary from projections due to biological
factors outside of our control, as well as operational decisions.

Turning to the immediate outlook, Chairman David Knott said strong tailwinds were positioning the business
well for FY22.


5
Bagging and pollination activity involves the bagging of flowers followed by injection of selected pollen into bags to
produce targeted offspring trees utilising ArborGen’s proprietary IP and expertise.
0
100
200
300
400
2020202120222023202420252026
Million seedling equivalents
Seedling production year
MCP Supply Availability
EasternWestern

3

With 50% of adults in the US now fully Covid-vaccinated, and the expectation is that 75% to 85% will be
vaccinated by August of this year. Regulations around H2-B non-immigrant labour visas have eased, and
strong underlying demand for wood, especially softwood, is driving an expansion of sawmill capacity, which
will in turn support strong demand for softwood seedlings this financial year and beyond.
In New Zealand, demand is being driven by replanting of the “wall of wood” forests established in the late
1980s to mid-1990s and new forest establishment to meet government climate change commitments.
In Brazil, ArborGen’s orders to date are nearly 70% higher than at this time last year. The company is
projecting increasing sales in Brazil based on increasing softwood exports, recently-announced pulp mills,
strong demand for eucalyptus pulp and charcoal products, expansion of ArborGen’s sales and marketing
teams, and rising recognition of the value of its proprietary products.
ArborGen continues to progress a range of initiatives to minimise the effects of adverse weather events.
These include building an inventory of reserve seed, reducing supply risk through geographically dispersed
orchards and nurseries, a diversified age profile for orchard trees, and nursery procedures protecting
vulnerable younger seedlings.
Mr Knott said that beyond converting customers to ArborGen’s higher-value genetics, the company had
continued to drive initiatives to improve cash generation performance.
These included reducing discretionary overhead costs and capital expenditure, increasing collaboration
income, and improved utilisation of nursery equipment.
Improved funding arrangements with Synovus Financial Corporation provided ArborGen with an additional
US$4.5 million of working capital.
Mr Knott said that “ArborGen is now well positioned to further build on our market leading intellectual
property, extensive capabilities and proprietary products. Our team responded with agility and resilience to
the Covid pandemic, which affected families, communities and businesses in all our regions. We remained
focused on our core goals and are confident of delivering an improving performance in FY22 and increasing
value to shareholders.”

ENDS

For assistance or further information, please visit www.arborgenholdings.com or contact:
Andrew Baum
Chief Executive Officer (US-based)
T: +1 888 888 7158
E: ambaum@arborgen.com
Sharon Ludher-Chandra
Company Secretary & Performance
Improvement Director (NZ-based)
T: +64 21 898 624
E: info@arborgenholdings.com

For media assistance, please contact Jackie Ellis on +64 27 246 2505 or email jackie@ellisandco.co.nz.
About ArborGen Inc
ArborGen is the largest commercial global seedling supplier and a leading provider of advanced genetics, for the forest
industry. Employing state-of-the-art technology, ArborGen is developing high-value products that significantly improve
the productivity of a given acre of land by enabling our customers to grow trees that yield more wood per acre with
greater consistency and quality in a shorter period of time. For more information, please visit ArborGen’s website
www.arborgen.com.

---

ARBORGEN HOLDINGS
FY21 Results
Presentation
For the 12 months ended 31 March 2021
Dated 27 May 2021

DISCLAIMER
2
ThispresentationhasbeenpreparedbyArborGenHoldingsLimited(“ArborGen”),toprovideanoverviewoftheperformanceofArborGenanditsactivitiesatthedateofthispresentation.Itisnot
preparedforanyotherpurposeandmustnotbeprovidedtoanypersonotherthantheintendedrecipient.ThispresentationshouldbereadinconjunctionwithArborGen’sinterimandannual
reports,marketreleasesandotherperiodicandcontinuousdisclosureannouncements,whichareavailableatwww.nzx.com/companies/ARBandwww.arborgenholdings.com.
The information in this presentation is of a general nature only. It is not a complete description of ArborGen.
This presentation is not a recommendation or offer of financial products for subscription, purchase or sale, or an invitationorsolicitation for such offers.
This presentation is not intended as investment, financial or other advice and must not be relied on by any prospective investor.It does not take into account any particular prospective investor’s
objectives, financial situation, circumstances or needs, and does not purport to contain all the information that a prospective investor may require. Any person who is considering an investment in
ArborGen securities should obtain independent professional advice prior to making an investment decision, and should make anyinvestment decision having regard to that person’s own objectives,
financial situation, circumstances and needs.
Past performance information contained in this presentation is not an indication of future performance and should not be relied upon as such.This presentation may also contain forward looking
statements with respect to the financial condition, results of operations and business, and business strategy of ArborGen. Information about the future, by its nature, involves inherent risks and
uncertainties. Accordingly, nothing in this presentation is a promise or representation as to the future or a promise or representation that an transaction or outcome referred to in this presentation
will proceed or occur on the basis described in this presentation. Statements or assumptions in this presentation as to future matters may prove to be incorrect.
A number of financial measures are used in this presentation and should not be considered in isolation from, or as a substitute for, the information provided in ArborGen’sfinancial statements
available at www.arborgenholdings.com. This presentation may include non-GAAP financial measures. This information has been included on the basis that ArborGen management and directors
consider that this non-GAAP information assists readers to understand the key drivers of ArborGen’sperformance which are not disclosed as GAAP measures in ArborGen’sfinancial statements.
ArborGen and its related companies and their respective directors, employees and representatives make no representation or warranty of any nature (including as to accuracy or completeness) in
respect of this presentation and will have no liability (including for negligence) for any errors in or omissions from, or for any loss (whether foreseeable or not) arising in connection with the use of or
reliance on, information in this presentation.
AllreferencestocurrenciesinthisdocumentareinUSdollars(US$)unlessotherwisestated.

FY21: DELIVERING ON OUR VISION
•Solid year on year performance in FY21 with significant
improvements in net earnings, operating cash flow and US-
GAAP EBITDA
•Profit growth in line with expectations despite Covidimpact
•Material improvement in NPAT to $3.2m ($2.7m loss in FY20)
•Strong operating cash flow of $9.9m, up 106%
•Reduction in net debt to $27.4m, down $2.2m FY21
•Doubling of US-GAAP EBITDAto $11.3m, up 109%
•Well positioned for FY22 with 30% increase in MCP seed
harvested
•Further growth of MCP expected in future years from maturity
of orchards and flowers pollinated in FY21
•10+ year lead on the competition in loblolly pine advanced
genetics supported by decades of investment developing the
best proprietary genetics and deploying these in seed orchards
3
FY22 Outlook and Guidance
•US-GAAP EBITDA guidance for
FY22 of $13 -$14.5 million –a
material increase on FY21 US-
GAAP EBITDA which included
government grant income,
resulting in higher cash flow
and further reduction in net
debt
•Strong tailwinds for FY22 and
beyond –stronghousing growth
and carbon credits provide
significant growth opportunities,
with added opportunity to
extend proprietary intellectual
property into other crop species
FY21 results provide validation of the strategic vision, with the
value story now becoming apparent. Strong momentum and
supportive tailwinds will drive further growth in FY22 and
beyond.
AllreferencestocurrenciesinthisdocumentareinUSdollars(US$)unlessotherwisestated.

OUR BUSINESS
We are a leading global provider of conventional and advanced genetics tree
seedling products.
•Largest global commercial supplier of tree seedlings, specialising in loblolly
pine (US and Brazil), radiata pine (NZ) and eucalyptus (Brazil and Australia)
plantation forestry species
•Leading provider of advanced genetics for the forest industry in these
regions, offering high-value products that significantly improve the
productivity of a given acre of forestry land
•Unique IP and field trails demonstrating the out-performance of our
advanced genetic products. Continued significant investment in R&D and
state of the art technology to drive continuous improvement
•Competitive advantage driven by decades of R&D, intellectual property,
investment and capability
•DNA repository of more than 30,000 families and ability to identify trees
that will perform best in specific regions and sites
•18 seedling nurseries, 12 seed producing orchards and overall production
capacity of 540 million
•Servicing more than 2,000 customers each year
4

OUR VISION
5
PULP & PAPER PRODUCTSWOOD PRODUCTS
BIOENERGYCHARCOAL
Primary End Markets
We are building a global, high growth business by
bringing proprietary seedlings that offer “step changes”
in productivity to the forestry industry
•We have unparalleled product portfolios in each of our core markets
•Comprehensive Technology platform
•Over 5,000 next-generation pine products and 200+ eucalyptus in
pipeline
•Own one of the world’s largest and most diverse repositories of
commercial tree germplasm
•Catalogued roughly 30,000 unique varieties
•Currently conducting ~1,000 field trials containing more than one
million trees
•Base of over 8,500 customers

GLOBAL FOOTPRINT
Our business spans over 20 locations in four countries and has more than 185 employees
6
We are targeting markets where
genetics will make a significant
difference
We are already the leader in three of the
largest pine & eucalyptus markets in the
world—US, South America and Australasia
We will expand into markets where:
–Deploying our superior genetics will
create significant gains in productivity
and profitability
–We can establish a large scale
defendable competitive position
EXISTING ARBORGEN OPERATING BUSINESS
U.S. South Loblolly Pine
U.S. South Hardwood
Australia & New Zealand
Radiata Pine
Brazil Loblolly Pine
Brazil Eucalyptus

LEADING TECHNOLOGY PLATFORM
7
Germplasm Repository
Over 30,000 unique varieties of
radiata and loblolly pine which
provide the “raw material” for
our product development
programs
Tree Improvement
Expertise
Built on over 100 collective
years of tree improvement
research and based on the most
comprehensive and extensive
field trial program in forestry
We are currently conducting
~1,000 field trials containing
more than 1 million trees
Proprietary Production
Technologies
Enabling commercialisationof
unique proprietary products,
and entry into new crop species
Genomics and
Bioinformatics
Pioneering the use of genomics
in loblolly pine. This is at the
core of our business and will
accelerate product
development timelines
ArborGenuses advanced
statistical models and
proprietary growth and yield
models to develop products
with advanced genetics
Biotechnology Product
Development
We are developing eucalyptus
products with herbicide
resistance using our eucalyptus
transformation system which is
one of the broadest and most
advanced in the world
We are the leading provider of proprietary advanced genetics operating across the entire technology spectrum

OUR PRODUCT PORTFOLIO
We are advancing genetics through breeding
Open Pollinated: OP Advanced, Select and Elite
Produced from best mother & fertilized with pollen of an unknown
father tree
ELITE GENETICS PRODUCTS
MCP: Advanced, Select, Elite, 2.0
Seedlings produced from best mother and father. ArborGenhas the
most advanced and most broadly adapted MCP pipeline in the
industry
Varietals
Multiple copies of best MCP seedlings, selected from extensive trials.
ArborGenis the only company in the world with the ability to produce
varieties at scale
8

WE ARE TRANSFORMING
FORESTRY PRODUCTIVITY
9
Our pine technology platform is
positioned to transform forestry
productivity
Double-Cross
Hybrids
Single-Cross
Hybrids
Open-Pollinated
Varieties
Yield
(bushels / acre)
Biotech
Current stage
of US forestry seedlings
The corn sector provides a parallel insight into the opportunity
for ArborGen’s advanced genetics to lift the yield in forestry
Forestry Terminology
Transgenic (or GE)
Varietal
MCP
(mass control pollinated)
OP
(open pollinated)

CORE GROWTH STRATEGY
Our core strategy is to grow supply and sale of our proprietary
advanced seedling genetics (MCP) in our largest market –the US.
This involves:
•Developing an extensive portfolio of best-in-class proprietary
MCP products through continued investment in R&D;
•Expanding the supply of our proprietary genetics through the
establishment of orchards across the US South; and
•Accelerating our Acquire, Build Confidence, Convert and Defend
(ABCD) sales and marketing strategy –actively acquiring new
customers and converting or upgrading customers from lower
margin, lower genetic open pollinated (OP) seedlings to higher
value MCP seedlings
Outcome: Substantial productivity, yield gains and financial
returns for customers and material financial gains for ArborGen.
10
We are now beginning to realise
the gains from over two decades
of investment:
•Proven MCP performance at
commercial scale
•Increased market acceptance of
the value of MCP products
•Increasing supply of MCP seed
•Margins are 6 –8 times higher
on MCP products

FY21 PROGRESS
11

PROGRESS ON OUR GOALS
Withthecorebuildingblocksofthebusinessnowinplace,wecontinue
toprogressthestrategic,operational,andfinancialgoals:
1.Expandingoursupplyofproprietaryadvancedgenetics,andgrowing
salesofadvancedproducts;
2.Mitigatingtheriskofadverseclimaticevents;
3.Expandingourfootprintinacapital-lightmannerinourcoregrowth
regions;and
4.Improvingcashflowgeneration.
12

FY21 HIGHLIGHTS
Commercial Highlights
•Built supply of higher value MCP
seed inventory with material
increase in MCP seed production
•Introduced new MCP 2.0 variety
•MCP bagging and pollination
activity increased by 35% yoy
•Developed and produced new
cross-breed to further boost US
Coastal MCP supply
•Expanded portfolio in Brazil
through expanded third party
exclusive agreements
•Successful integration of leased
nurseries into ArborGen’s
operations
13
Financial Highlights
•Solid year on year performance.
Pleasing result despite headwinds
and challenges in 2021
•Significant improvements in net
earnings, operating cashflow,
EBITDA
•Strengthened balance sheet and
renegotiated banking terms and
tenure
•Positive progress on cashflow
initiatives

EXPANDING SUPPLY AND
SALE OF ADVANCED MCP
SEEDLINGS IN THE US
14
•Mass Control Pollinated (MCP)
seedlings are produced by controlling
the fertilisation of trees with specific
pollen from elite parent trees
•More than 20 years of field trials and
published evidence supports the
superior performance of MCP over
Open Pollinated (OP) seedlings
•MCP seedlings deliver substantially
better log quality, high forest
productivity and superior financial
returns
•ArborGen is the leading provider of
MCP seedling products in the US and
responsible for over 85% of all MCP
sales in the addressable market over
the past five years
•ArborGen has over 30,000 MCP
crosses grouped into four broad
categories
500
600
700
800
900
1,000
1,100
1,200
1,300
1,400
1,500
OPMCP - AdvancedMCP - SelectMCP - EliteMCP - 2.0
Bare Land Value (BLV) $ per acre
Premium MCP seedlings add substantial value for landowners*
*Indicative only –ultimate value accretion is dependent on site location and silvicultureregime adopted,
amongst a range of other factors. Bare land value or BLV is a specialised Discounted Cash Flow technique
used for timberland investments that calculates the value of bare land in timber production.
84% value accretion

EXPANDING SUPPLY AND SALE OF ADVANCED MCP SEEDLINGS IN THE US
15
FY21 Activity:
•Maturation of MCP orchards is increasing seed availability going
forward –younger orchards now entering their productive life
•Cones harvested saw a substantial increase in MCP seed in the
severely constrained Eastern provenances, allowing a 30% increase
(approx. 30m seedlings) in MCP seedling production for FY22
•Unprecedented number of flowers in 2021 (up 35% yoy) –nearly every
orchard exceeded target resulting in a marked increased in MCP
pollination
•Increased MCP bagging and pollination activity will drive a substantial
increase in future seed supply –2021 activity will drive significant
boost in MCP seed in 2023 and in turn MCP seedling production in
fiscal year ending March 2024 (see timeline on next slide)
0
100
200
300
400
2020202120222023202420252026
MCP Supply Availability
million seedling equivalents
EasternWestern
Seedling production
Note:MCPsupplyprojectionsarebasedonanumberoffactorsincludingthenumberoftreesinourseedorchards,numberofflowersbaggedandnumberofflowerspollinatedeachyear
whicharesubjecttoclimaticvariabilities,bushelsofconesharvested,poundsofseedextractedperbushel,andthenumberofseedlingsperpoundofseed.Assuch,actualsmayvaryfrom
projectionsduetobiologicalfactorsoutsideofourcontrol,aswellasoperationaldecisions.

PRODUCTION TIMELINE
16

ADDING SUPERIOR, FURTHER-ADVANCED MCP
PRODUCTS TO OUR PORTFOLIO
•Significant investment in building supply pipeline of further-advanced
products
•Continued investment in R&D to deliver proprietary best-in-class advanced
genetic products
•Focus on continuously moving customers up the MCP value chain
•Maintain strong competitive lead in the market
•Availability of higher-value MCP products such as MCP-Elite and MCP-2.0,
will increase substantially over the next five years
17
FY21 highlights
•Continued to build pipeline of superior, further advanced MCP products.
Commercially launched MCP 2.0, adding to existing portfolio of MCP
advanced, select and MCP elite families
•Field performance data on all products are pushing the boundaries in respect
to loblolly
•Continued to integrate new, better MCP parents into our orchards.

MITIGATING THE RISK OF ADVERSE
CLIMATIC EVENTS
Range of initiatives and standard operating procedures in place to minimise
and mitigate risks
Seed production
•Building sufficient inventory of reserve MCP seed to reduce dependence on
annual harvests
-OP seed supply –several years’ supply on hand
-MCP seed supply –building supply. Expect to reach buffer inventory
target in next three to four years
•Geographically dispersed orchards
•Diversified age profile for orchard trees
Seedling production
•Nursery procedures to protect young seedlings
•Additional crop sowing to provide buffer
•Geographically dispersed nurseries
18
Climate risks for ArborGeninclude Hurricanes, Drought and Flooding

GEOGRAPHICALLY DISPERSED ORCHARDS IN US
19
Bluff City
Bullard
Livingston
Jasper
Selma
Blenheim
Belville
ArborGen Headquarters
Nursery
Distribution Point
Orchards
Taylor
Shellman

CONTINUED GROWTH IN ALL REGIONS IN A CAPITAL LIGHT MANNER
United States
•Nursery expansion
(through leases) has
increased production
capacity by 60 million
seedlings
•Industrial customers
understand the value in
conversion to higher value
advanced genetics
•Focus is now on extending
conversion to the large
private customer segment
20
Australasia
•Next year’s seedling sales
are expected to increase
•Business growth includes
high-value horticultural
species such as hops,
blueberries, rubusand tea
South America
•Confirmed orders support
a lift in sales
•The lease of two new
nurseries has increased
production capacity and
lowered production costs
•Exclusive rights to
Vallourec’seucalyptus
clones in Brazil secured
•Development of
ArborGen’sproprietary
clones continuing

OPERATIONAL CASHFLOW INITIATIVES
•Acquisition of headquarters in South Carolina has lowered
annual property costs
•Reductions in discretionary overhead expenditure and
capex
•Consolidation of certain nursery and orchard roles
•Streamlined R&D activity
•Improved utilisation of equipment across nurseries
•Access to government funding programmes mitigated
Covid-19 related disruptions
•Increased margins from improved product mix and
improved production yields
•Improved funding arrangements reducing interest and
finance costs
21

FY21 FINANCIAL PERFORMANCE
All financial results are in US dollars (US$) unless otherwise stated.
22

FY21 OPERATING ENVIRONMENT
•One of the most challenging periods in the company’s history, with COVID-19 materially affecting sales in
two of the three regions we operate in (the US and Brazil), as well as severe weather events
•United States:
•Sawmill closures in early calendar year 2020 resulted in delayed log harvesting and, in turn, critical site
preparation activities for seedling planting
•Restrictions on migrant labour into the US from Central America combined with planting crews
contracting COVID-19, led to planting labour shortages during the critical planting season
•Effect of hurricanes (particularly Hurricane Laura in the US in 2020) on site preparation progress in
some regions
•South America: Material impact from COVID-19. Extended drought season in Brazil.
•New Zealand/Australia: Limited impact from COVID-19. Continued strong demand for timber and MCP
products.
23

FY21 FINANCIAL SNAPSHOT
USD $mFY21FY20% change
Revenue52.756.9-7%
Operating Earnings (before
other significant items)
2.62.4+8%
Net earnings
1
(NPAT/NLAT)3.2(2.7)
EBITDA (US-GAAP)
1,2,3
11.35.4+109%
Net Operating Cashflow9.94.8+106%
Net Debt27.429.6-7%
1.Includes other significant items of $2.0 million comprising government grant subsidies of $3.7 million, partially offset by expenses in the period of $1.7 million relating
to seedlings written-off and incremental Covid expenses incurred in the period (2020: a loss of $3.9 million).
2.US-GAAP EBITDA is US-GAAP Earnings Before Interest, Tax, Depreciation and Amortisation. ArborGenuses US-GAAP EBITDA when discussing financial performance.
This is a non-GAAP financial measure and is not recognised within IFRS. Non-GAAP financial measures should not be viewed in isolation nor considered as a substitute
for measures reported in accordance with GAAP. Management believes that US-GAAP EBITDA provides useful information, as it is used internally to evaluate
performance, and it is also a measure that equity analysts focus on for comparative company performance purposes, as the measureremoves distortions caused by
differences in asset age, depreciation policies and debt:equitystructures. A reconciliation is provided in note 30 of the 31 March 2021 audited financial statements.
3.Excludes public company costs of $1.3 million
•Solid year on year performance
•Pleasing result despite headwinds
and challenges in 2021
•Significant improvements in net
earnings, operating cashflow,
EBITDA
•Positive benefit from cashflow
initiatives
•Strengthened balance sheet and
reduction in net debt
24

FY21 REVENUE AND SEEDLING SALES
25
ArborGen Sales Volume (million units)
MCP & varietal sales comprised
31% of total US loblolly pine sales
volume but delivered 52% of US
loblolly sales revenue.
FY21 global seedling sales were
down approximately 10%, to 391
million largely driven by
consequences of the global
pandemic, such as sawmill
closures and a shortage of
planting crews due to temporary
suspension of H2-B visas into the
US.
Seedling Sales
FY21 (m)
Seedling
Sales
FY20 (m)
USA294333
USA Loblolly MCP %31%30%
Brazil6565
NewZealand/Australia3239
Total391437

FY21 REVENUE AND SEEDLING SALES
26
Sales Revenue
By Region
AustralasiaSouth AmericaUSA
US Loblolly pine sales
Revenue
MCP & VarietalsOpen Pollinated
US Loblolly pine sales
Volume
MCP & VarietalsOpen Pollinated

THREE YEAR PERFORMANCE
45
50
55
60
FY19FY20FY21
Revenue
27
0
2
4
6
8
10
12
FY19FY20FY21
US GAAP EBITDA
-6
-4
-2
0
2
4
FY19FY20FY21
NPAT
0
2
4
6
8
10
FY19FY20FY21
Operating Cashflow
*FY19 Net Debt includes capitalised HQ lease. FY20
and FY21 includes HQ mortgage
0
5
10
15
20
25
30
FY19FY20FY21
Net Debt*

FY22 OUTLOOK
28

REGIONAL OUTLOOK FOR FY22
United States
•Return to pre-COVID sales and
operating processes
•Easing of migrant labour
restrictions
•Growing adoption of MCP as
value story becomes evident
•~ 30% increase in MCP seedling
supply in FY22
•Focus on increasing proportion of
MCP seedlings sold
•Strong underlying demand for
solid wood products in the US
and structural supply constraints
in Canada, the Western US and
Europe, driving expansion in US
South sawmill capacity
29
Australasia
•Underlying demand drivers for
forestry remain strong
•Continue to focus on NZ
horticulture business, leveraging
our expertise
•Crop species include high-value
horticultural species such as
hops, blueberries, rubusand tea
South America
•Orders to date are 70% higher
than this time last year
•Positive market drivers –
increasing exports, new pulp mills
and strong demand for
eucalyptus based pulp and
charcoal products
•Expansion of sales and marketing
efforts
•Increased in-house production
capacity and lower product costs
•Expanded advanced genetic
eucalyptus portfolio

OUTLOOK
Strong tailwinds for FY22:
•Increased availability of proprietary MCP seedlings in US
•Improving market in all regions
•Higher demand for proprietary genetics in US and Brazil
•Return to pre-pandemic normalcy as COVID vaccine
programmes are rolled out
Beyond FY22:
•Increased MCP pollination achieved in 2021 (up 35% yoy) will
materially lift MCP seed volume, and in turn, MCP seedling
production in fiscal year ending March 2024
•Stronghousing growth and carbon credits provide significant
growth opportunities
•Opportunity to extend proprietary somatic embryo
capabilities, genomics and tissue culture expertise into other
crop species
30
FY22 GUIDANCE
Subject to any uncontrollable
factors, we are targeting US-
GAAP EBITDA for the current
year ending March 2022 to be
in the $13 -$14.5 million range
–a material increase on FY21
US-GAAP EBITDA which
included government grant
income,resulting inhigher
cash flow and further
reduction in net debt

FINANCIAL RECONCILIATION
31
Fiscal year ending March
20212020
Per Published IFRS Financial
Statements
NPAT3.2(2.7)
Lesstax benefit(0.6)(1.1)
Plus financing expense2.02.3
Plus depreciation & amortisations10.29.5
EBITDA IFRS -Group14.88.0
Plus corporate costs1.31.6
EBITDA IFRS -ArborGen16.19.6
add back IFRS adjustments not made
under US GAAP
investment in intellectual
property(3.7)(4.1)
Change in fair value of
biological assets0.10.6
Other IFRS adjustments(1.2)(0.7)
(4.8)(4.2)
EBITDA -US GAAP11.35.4
Fiscal year ending March
20212020
ArborGen-US GAAP
Revenue52.756.9
Gross Margin (excluding
DDA)19.921.4
GM %37.8%37.6%
LessSG&A (inc rental income)(6.9)(8.0)
LessR&D(3.7)(4.1)
Less /
plus Other significant items2.0(3.9)
EBITDA US GAAP -ArborGen11.35.4
Reconciliation of NZ IFRS to US GAAP EBITDA
Reconciliation of US GAAP EBITDA*
* Under US GAAP, from a statutory reporting perspective, the classification of
the expense items, and other significant items in this table may differ from
what is presented here.

---

Annual Review 2021

Page 1




Chairman and CEO’s Letter

Dear Shareholder

This Review outlines ArborGen Holdings Limited’s performance for the twelve-month period to 31 March 2021
and our assessment of the Company’s near-term growth trajectory. All dollar values are in US currency unless
otherwise stated.

The fiscal year ending March 2021 (FY2021) proved to be one of the most challenging periods we have
experienced, as the global Covid pandemic materially affected sales in two of the three regions in which we
operate – the United States and Brazil. While in Brazil the impact was expected through most of the year, in the
US it was not until lifting season when the extent of the impact of Covid on seedling demand (which affected the
entire seedling market) became apparent. Given these unprecedented conditions, we are extremely pleased to
be able to report solid year-over-year performance, with significant improvements in net earnings, operating
cash flow and US GAAP EBITDA
1
, and a reduction in net debt.

Looking ahead, strong underlying demand for solid wood products in the US over the next decade due to years
of underbuilding, demographic changes, an ageing housing stock, and structural supply constraints in Canada,
the Western United States and Europe is driving an expansion in sawmill capacity in the US South. This growth in
timber demand will in turn support increasing demand for softwood seedlings over the next decade. These
market dynamics create a strong tailwind for the execution of our strategy to drive the market to advanced
genetics and we are expecting that a significant increase in Mass Control Pollinated (MCP) seedling production
and sales will drive strong growth in our earnings and cash flow over the next few years.

Highlights

 Profit growth in FY2021 in line with expectations despite Covid impact
 Material improvement in net earnings to $3.2m ($2.7m loss in FY20)
 Strong operating cash flow of $9.9m, up 106%
 Reduction in net debt to $27.4m, down $2.2m
 Doubling of US-GAAP EBITDA
1
to $11.3m, up 109%
 Well positioned for FY22 with 30% increase in MCP seed harvested
 Further growth of MCP expected in future years from maturity of orchards and flowers pollinated in FY21
 Strong housing growth and carbon credits provide significant growth opportunities
 Added opportunity to extend proprietary intellectual property into other crop species
 US-GAAP EBITDA guidance for FY22 of $13 - $14.5 million – a material increase on FY21 which included
government grant income.


1
US-GAAP EBITDA is US-GAAP Earnings Before Interest, Tax, Depreciation and Amortisation. ArborGen uses US-GAAP
EBITDA when discussing financial performance. This is a non-GAAP financial measure and is not recognised within IFRS.
Non-GAAP financial measures should not be viewed in isolation nor considered as a substitute for measures reported in
accordance with GAAP. Management believes that US-GAAP EBITDA provides useful information, as it is used internally to
evaluate performance, and it is also a measure that equity analysts focus on for comparative company performance
purposes, as the measure removes distortions caused by differences in asset age, depreciation policies and debt:equity
structures. A reconciliation is provided in note 30 of the financial statements.

Page 2
Financial Performance

12 months ended 31 March

US $m FY21 FY20
%
change
Revenue 52.7 56.9 -7%
Operating Earnings (before other significant items)
2
2.6 2.4 8%
Net Earnings 3.2 (2.7) N/A
Net Cash from Operating Activities 9.9 4.8 106%

US GAAP EBITDA
1
11.3 5.4 109%
Net Debt 27.4 29.6 -7%

During the twelve-month period, the Group reported:
 Revenue of $52.7 million, comprising sales of $36.8 million in the US, $9.9 million in New Zealand and
Australia, and $6.0 million in Brazil. This is down from the $56.9 million reported in the prior period and is
almost entirely due to sales reductions in the United States and Brazil.
 Operating earnings (before other significant items) of $2.6 million, up $0.2 million on the $2.4 million
recorded in the prior period.
 Significant improvement in net earnings of $3.2 million
3
up from a loss of $2.7 million recorded in the prior
period. During the period, ArborGen received $4.3 million from the US Small Business Administration (SBA)
under the Paycheck Protection Program (PPP) of which $3.4 million was recognised as other income in the
twelve-month result. The prior period net loss of $2.7 million included $3.9 million of charges, including $1
million of seedling credits provided to customers to address prior period seedling survival claims, and $2.3
million of seed cost adjustments.
 US-GAAP EBITDA of $11.3 million (excluding public company / corporate costs of $1.3 million) – a material
improvement on the prior period’s $5.4 million.
 Net cash from operating activities of $9.9 million, a doubling of the $4.8 million in the prior period (including
Covid grants).
 Net debt (excluding $5.9 million of capitalised leases and deferred grant income) of $27.4 million, down from
$29.6 million in the prior comparable period. Net debt would have been even lower but for the late lifting
season brought about by restrictions on migrant labour into the US from Central America, which resulted in
accounts receivable being approximately $2 million higher than would otherwise have been the case at year
end. Such receivables were collected in April. The main use of cash during the period was a $2.5 million spend
on building the supply of higher value MCP seed inventory in the US as MCP bagging and pollination activity
increased by over 30% compared to the prior period.



2
Includes other significant items of $2.0 million comprising government grant subsidies of $3.7 million, partially offset by
expenses in the period of $1.7 million relating to seedlings written-off and incremental Covid expenses incurred in the
period (2020: a loss of $3.9 million).
3
Net earnings include a biological asset loss of $0.1 million ($0.6 million loss in the prior period) which relates to a share of
earnings on seedling crop still in the ground, as required under IFRS.

Page 3
Seedling Sales Performance

Turning to seedling sales performance in the 12 month period to 31 March 2021, ArborGen sold 391 million
seedlings globally – 294 million seedlings in the US (including 263 million loblolly pine seedlings of which 31%
were MCP and varietal seedlings), 32 million seedlings in Australasia, and 65 million seedlings in Brazil.

Seedling Sales
FY21 (m)
Seedling Sales
FY20 (m)
USA
294 333
USA Loblolly MCP%
31% 30%
Brazil
65 65
New Zealand/Australia
32 39
Total
391 437

In the US, unit seedling sales decreased by just over 10% to 294 million units in the period, from 333 million
seedling units in the prior period. This sales reduction year-over-year is largely explained by the global pandemic
which affected ArborGen in two key ways:

 Sawmill closures in the early part of calendar year 2020 resulted in delayed log harvesting and, in turn, critical
site preparation activities, both key prerequisites for seedling planting (customers typically clear and prepare
land for planting from March through to October with planting starting in November); and
 Temporary suspension of non-immigrant worker H2-B visas into the US combined with planting crews
contracting Covid, led to planting labour shortages during the critical planting season.
Added to this, a number of hurricanes during the period (particularly Hurricane Laura) affected site preparation
progress in certain regions.

Our New Zealand and Australian operations had a solid year despite seedling sales decreasing year-over-year to
32 million from 39 million – driven entirely by a reduction in NZ of lower margin sales of Open Pollinated (OP)
seedlings that supported the NZ Government’s one billion trees programme in the prior year.



In Brazil, sales of 65 million seedlings were flat on prior year as this region was hit the hardest by the pandemic
in 2020, followed by an extended drought season. That said, gross margin improved significantly year-over-
year due to reduced reliance on third party nursery production capacity following the integration of two leased
nurseries into our operations.

Key Growth and Strategic Initiatives

With the core building blocks of the business now in place, we continue to progress the strategic, operational,
and financial goals we have set for the business:
 Expanding our supply of proprietary advanced genetics, and growing sales of advanced products;
 Mitigating the risk of adverse climatic events;
 Improving cash flow generation; and
 Expanding our footprint in a capital-light manner in our core growth regions.

Page 4

MCP Growth Strategy
The most fundamental strategy for growing our earnings and cash flow is premised on growing supply and
sales of our proprietary advanced seedling genetics (MCP) supply and sales in our largest market – the US.
Specifically, this involves:
 Developing an extensive portfolio of best-in-class proprietary MCP products through continued investment
in research and development;
 Expanding the supply of our proprietary genetics through the establishment of orchards across the US
South; and
 Accelerating our Acquire, Build Confidence, Convert and Defend (ABCD) sales and marketing strategy –
actively acquiring new customers, but importantly, converting or upgrading our customers from lower
margin, lower genetic OP seedling to higher value MCP seedlings.

This, in turn, will drive substantial increases in plantation forest productivity and yields, strong financial returns
for our customers and also material increases in ArborGen’s margins, earnings and cash flow. Proven MCP
performance at commercial scale, increased market awareness of the value of MCP products, combined with
increasing supply of MCP seed means we are now positioned to realise the gains from over two decades of
investment.

Expanding Supply of our MCP Seedlings in the United States
ArborGen has invested significantly in developing its best-in-class proprietary genetics, deploying those
genetics in our seed orchards, and increasing our MCP bagging and pollination activity to increase seed supply
in future periods.
As the next chart shows, this historic activity is now bearing fruit, with the availability of our proprietary MCP
seedlings in the US showing a marked increase in future supply, particularly in our highest demand US Coastal
South and Piedmont markets, as our extensive younger seed orchards have started to flower and produce
seed.

Page 5

Note: MCP supply projections are based on a number of factors including the number of trees in our seed orchards, number of flowers
bagged and number of flowers pollinated each year which are subject to climatic variabilities), as well as bushels of cones harvested,
pounds of seed extracted per bushel, and the number of seedlings per pound of seed. As such, actuals may vary from projections due to
biological factors outside of our control, as well as operational decisions.

We are very pleased to report that after three years of constrained MCP supply due to a number of unusual
biological outcomes (including a lower than normal flower count due to extreme frost in 2017) and abnormal
weather events including Hurricane Michael 2018, some of our younger orchards have now entered their
productive life. Last year’s cone harvest (completed in late 2020) generated a material increase in MCP seed
production, particularly in our severely constrained Eastern (Coastal and Piedmont) regions. This is seed that
is available for seedling sales in the current fiscal year ending March 2022, which has allowed us to substantially
increase MCP seedling production this year by over 30%, or approximately 30 million seedlings.
The margin growth potential for ArborGen is substantial as MCP margins are 6-8 times higher than OP margins
on an absolute basis.
We have also recently completed our 2021 MCP bagging and pollination activity which saw an unprecedented
number of flowers, resulting in a 35% increase in bagging over the prior year. Nearly every orchard surpassed
its projected bagging target. In addition, we successfully carried out a night-time MCP pollination trial at our
Livingston seed orchard in Texas, which, if successful, is anticipated to enhance seed production in future
periods by allowing us maximise the time available for pollination during years when the pollination “window”
is short due to problematic weather conditions. We also produced, for the first time, a quantity of Texas and
Coastal MCP crosses (pollen from Coastal “fathers” crossed with Texas “mothers” to produce seed) to help us
further boost Coastal MCP supply that can be used in certain areas (discussed further below in the Risk
Mitigation section).

0
100
200
300
400
2020202120222023202420252026
MCP Supply Availability
million seedling equivalents
EasternWestern
Seedling production year

Page 6
Subject to uncontrollable factors, such as hurricanes, the increase in the recently completed 2021 MCP
pollination activity will drive a significant boost in MCP seedling supply for the fiscal year ending March 2024.
This time lag is explained in the chart below – that is, there are three years from pollination activity to ultimate
seedlings sales.
Production Timeline


Increasing the Proportion of Superior, Further-Advanced Products in our US Advanced Genetics Portfolio
As explained in our Interim Review, in addition to growing MCP seed supply, we are also focused on advancing
our pipeline of next generation advanced products to ensure we continuously move our customers up the MCP
value chain – offering them superior products to increase value and maintaining our strong competitive lead
in the market. In this respect, we focus our product development efforts each year on ensuring the MCP
families we offer our customers are the best available in the market.
We have invested significantly in building the supply pipeline of these products, and we project that the
availability of the higher-value MCP products such as MCP-Elite and MCP-2.0 where we have a very strong
competitive advantage, will increase substantially over the next five years.
The chart below is a simple illustration of the substantial value created by our top MCP products and varietal
products relative to OP products.

Page 7

Indicative only – ultimate value accretion is dependent on site location and silviculture regime adopted, amongst a range of other
factors. Bare land value, or BLV, is a specialised Discounted Cash Flow technique used for timberland investments that calculates the
value of bare land in timber production.

ArborGen is also the only global developer and supplier of loblolly varietal products which represent the
pinnacle of genetics value. Beyond the value they create as products themselves, varietals are used as parents
to produce our best-in-class, proprietary OP and MCP products – which no competitor can match.
ArborGen is the clear MCP market leader, responsible for over 85% of all MCP sales in the addressable market
over the past five years, and is the only company with a portfolio of MCP products addressing the entire US
loblolly market and the only provider of MCP 2.0 products to the market. Our MCP pipeline continues to
improve as we integrate new, better MCP parents into our orchards.

Mitigating the Risk of Adverse Climatic Events
Given the nature of our business, we are clearly subject to climatic events that could adversely impact both
our seed and seedling production, and hence we have a number of initiatives and standard operating
procedures (SOPs) to minimise and mitigate the risks of these events.
With respect to seed production, the most important risk mitigation strategy is to build sufficient inventory of
reserve seed so that we are not completely reliant on seed harvested each year. While we have several years
of OP seed inventory on hand, MCP seed supplies in some provenances are limited due to the eight to ten year
interval between planting orchards and the first seed harvest, and the severe weather events in 2018 which
devastated our largest orchard complex. These supply issues, combined with strong and growing demand for
MCP, which requires most of our annual seed harvest to be used in annual seedling production have prevented
us from reaching our inventory buffer targets. We are actively working on building our buffer MCP seed
inventory to combat the risks of adverse weather events and biological factors. In this respect, the projected
growth in our MCP seed supply (shown on the chart on page 5) should allow us to reach our minimum two-
years on hand of seed inventory in the next three to four years (we have already begun building inventory in
Texas and Arkansas).
500
700
900
1,100
1,300
1,500
OP Ctrl.MCP-AMCP-SMCP-EMCP-2.0
Substantial Value Created for Our Customers
Bare Land Value $ per acre

Page 8

Beyond building seed inventory, our orchard investments have allowed us to further reduce MCP seed supply
risk:
 We have ten geographically dispersed orchards in South Carolina, Georgia, Florida, Alabama, Texas and
Arkansas.


 Investments in orchard capacity made eight to ten years ago are now bearing fruit as the large number of
younger trees in our orchards aged between seven and twelve years (representing about 60% of our total
orchard trees) are now becoming highly productive, and we continue to plant new trees with improved
genetics as older trees are taken out of production.

With respect to seedling production, seedlings are most vulnerable to mortality in the first four to six weeks
of growth post sowing of seed from extreme weather events (wind storms, hail storms and flooding). To
mitigate losses due to extreme weather, ArborGen has an array of nursery procedures which we are
continuously improving including:
 The use of crop covers and wind fences to protect against wind damage;
 Modifying field topography to maximise drainage and minimise flooding; and
 The use of field glues to minimise seed washing away due to heavy rains immediately after planting.

In addition to standard nursery SOPs, we plant more seedlings than we expect to sell during the initial sowing
period in the event of seedling losses. Last year we also established the option of sowing an additional crop
up to a month after initial sowing through staging of additional buffer seed at our nurseries.

Page 9
Operational Cash Flow Initiatives
We constantly strive to increase the cash generation performance of our business. While the single largest
driver of cash flow improvement comes from converting our customers to higher value genetics, we continue
to implement a range of initiatives designed to supplement that core objective. Over the last year, these have
included:
 The consolidation of certain nursery and orchard roles resulting in annual savings of $0.2 million;
 The elimination of certain R&D roles and work streams reducing R&D spend by approximately $1 million on
an annualised basis (about half of the savings will materialise in the current (FY2022) year);
 An increase in collaboration income and lease income (from leasing part of our greenhouse facilities)
targeted for the current year;
 Improved utilisation of equipment across our nurseries;
 Reductions in discretionary overhead costs and capital expenditure in all the regions in which we operate;
and
 Accessing government funding programmes, where we qualify, to mitigate Covid related disruptions.


Improved Funding Arrangements
As reported in our Interim Review, in November 2020, we successfully renegotiated and extended our revolving
credit facility agreement with Synovus Financial Corporation (Synovus) relating to our $17 million letter of credit
(LOC) facility in the US, to 31 August 2023 from 31 August 2021. As part of the amendment to the agreement,
Synovus also agreed to:
 Increase the annual 60-day (continuous) pay down maximum borrowing limit to $10 million, up from $7.5
million previously; and
 Release the final $2 million of restricted cash Synovus previously required as collateral.
The interest rate applicable to the LOC is the 30-day London Inter-bank Offered Rate (LIBOR) base rate plus
2.75% with a minimum annual rate of 3.5%.
The renegotiated agreement provides us with $4.5 million of additional working capital ‘cushion’, and is a
recognition of strengthened performance and the inherent significant seasonality of the business.


Immediate Outlook

Turning to the current FY2022 fiscal year, increased availability of our proprietary MCP seedlings in the US,
improving markets in all regions, and higher demand for our proprietary genetics in the US and Brazil, create
strong tailwinds for fiscal 2022. In light of this, and subject to any uncontrollable factors, we are targeting US-
GAAP EBITDA
4
for the current year ending March 2022 to be in the $13 - $14.5 million range and further
reduction in net debt from internal cash generation across the period. This target represents significant
growth on FY21 which included Covid related government grant income.






4
Excluding public company / corporate costs of approximately $1 million

Page 10

United States

With 50% of adults now fully vaccinated and the expectation that 75%-85% will be vaccinated by August of this
year, our operational and sales activities in our largest market will continue to return to normalcy. Consistent
with the US Centre for Disease Control recommendations, we are gradually returning to normal operations at
our production facilities, increasing our face-to-face customer interactions and participation in industry
meetings as they begin to restart. This bodes well for ArborGen’s upcoming sales season which commences in
December 2021. The regulations around H2-B non-immigrant labour visas have also eased, reducing the risk
that this will be a barrier to planting in FY2022.

Moreover, strong underlying demand for solid wood products (particularly softwood products) in the US is
driving an expansion in sawmill capacity in the US South, which in turn will support strong demand for softwood
seedlings in the current period and beyond.

With approximately 180 million units of our total US loblolly sales of 263 million seedling units last year
comprising OP seedlings (approximately 70% of total sales), we are very focused on increasing MCP production
and converting existing customers from OP genetics to MCP genetics to create substantial value for customer
estates, and to drive earnings growth. In this respect, and as noted earlier, this year we have sown the highest
volume of MCP seed in our history (up 30% or 30 million units on last year) for sale in the current fiscal year
ending March 2022.

From a demand standpoint, our larger industrial customers now fully understand the increased value our
advanced genetics offer them in terms of the economic returns delivered to their forest estates and have stated
objectives ranging from 50% to 90% of their estates being planted with MCP genetics over time. As previously
indicated, we are now focused on extending our conversion activities into the large private landowner segment)
which comprises more than 50% of the total US seedling market and approximately 60% of our customer base
in seedling unit terms.

Outside of forestry, our somatic embryo capabilities, genomics and tissue culture expertise create a number of
opportunities for us in other crop species. We have already deployed our technology in sugar cane, developed
tissue culture protocols for cannabis and are evaluating other opportunities including coffee and cocoa
production. We are also evaluating opportunities to license elements of our technology platform in areas that
are not competitive with us.

Australia / New Zealand
The underlying demand drivers for forestry in NZ and Australia remain strong. In NZ, demand is driven by a
combination of “wall of wood” age class re-planting of existing forests established in the late 1980s to mid-
1990s planting boom, as well as new forest establishment driven by government policies to meet climate
commitments, regional development goals, land use change, and increased planting of native species.
We also continue to be focused on growing our NZ horticulture business propagating high-value horticultural
species, leveraging our expertise in tissue culture and nursery production to rapidly produce elite germplasm
plant material for growers. Currently, we are working on a wide variety of crops including hops, blueberries,
rubus and tea.

Page 11
Brazil

While sales have to date been materially affected by the impact of Covid in the region, we are optimistic that
we will see a substantial increase in sales in the current year as evidenced by the fact that orders to date are
nearly 70% higher than they were at this time last year. We believe that increasing softwood product exports,
new pulp mills (recently announced), strong demand for eucalyptus based pulp and charcoal products,
expansion of our sales and marketing efforts and increasing recognition of the value of our proprietary products
will all contribute to these projected sales increases.

We continue to benefit from increased in-house production capacity and lower production costs (and hence
improved gross margins) following the lease of two full-scale nurseries:

 A 15 million eucalyptus nursery in Minas Gerais (the largest charcoal producing state in Brazil) from Brotale
in late 2019; and
 A 15 million eucalyptus nursery in Mato Grosso do Sul in April 2020.
In respect of our superior genetics offering, in October 2020 we announced that ArborGen had entered into an
agreement with Vallourec (one of the leading suppliers of steel in South America, and specialty steel globally)
which gives us exclusive rights to develop and commercialise Vallourec’s genetically improved eucalyptus
clones in Brazil. The partnership will expand the products ArborGen can offer our customers, as well as allow
us to expand into new markets in Brazil. We also have exclusive rights to commercialise International Paper’s
and Gerdau’s eucalyptus clones in Brazil, and continue to develop our own proprietary eucalyptus clones which
we have begun selling in small quantities, with full-scale commercialisation expected by 2024.

We would like to thank all of our stakeholders for their continued support – it is very much appreciated. As
noted at the outset, we are putting considerable effort into the operational performance and cash generation
of this business. We are committed to delivering increasing value for our shareholders.




Dave Knott Jr
Chairman

27 May 2021
Andrew Baum
CEO

---

ArborGen Holdings Limited and Subsidiaries
Consolidated Income Statement
For the year ended ended 31 March 2021
Year endedYear ended
March 2021Mar 2020
NotesUS$mUS$m
Revenue2452.7 56.9
Cost of sales7
(34.5) (37.2)
Gross profit18.2 19.7
Change in fair value of biological assets11
(0.1) (0.6)
Other income0.8 0.3
Administration expense
(16.3) (17.0)
Operating earnings excluding items below
2.6 2.4
Government grants, Inventory adjustment and other7
2.0 (3.9)
Operating profit (loss) before financing expense4.6 (1.5)
Financing expense22(2.0) (2.3)
Profit (loss) before taxation2.6 (3.8)
Tax benefit80.6 1.1
Net earnings (loss)3.2 (2.7)
Earnings (loss) per share information (cents per share)
Basic
0.6 (0.5)
Diluted
0.6 (0.5)
Weighted average number of shares outstanding (millions of shares)
Basic499.5 497.8
Diluted502.8 497.8
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
Page 12

ArborGen Holdings Limited and Subsidiaries
Consolidated Statement of Comprehensive Income
For the year ended ended 31 March 2021
Year endedYear ended
March 2021Mar 2020
US$mUS$m
Net earnings (loss)3.2 (2.7)
Items that may be reclassified to the Consolidated Income Statement:
Movement in currency translation reserve202.2 (2.5)
Movement in hedge reserve200.4 (0.7)
Other comprehensive earnings (loss) (net of tax)2.6 (3.2)
Total comprehensive earnings (loss)5.8 (5.9)
ArborGen Holdings Limited and Subsidiaries
Statement of Changes in Equity
For the year ended ended 31 March 2021
Year endedYear ended
March 2021
Mar 2020
NotesUS$mUS$m
Total comprehensive earnings (loss)5.8 (5.9)
Movement in ArborGen Holdings shareholders' equity:
Movement in issued capital190.2 1.3
Movement in share based payment reserve20
0.3 (1.1)
Total movement in shareholder equity6.3 (5.7)
Opening Group equity141.9 147.6
Closing group equity148.2 141.9
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
Page 13

ArborGen Holdings Limited and Subsidiaries
Consolidated Statement of Cash Flows
For the year ended ended 31 March 2021
Year endedYear ended
March 2021
Mar 2020
NotesUS$mUS$m
Cash was provided from operating activities
Receipts from customers52.5 55.7
Government grants received4.6 -
Cash provided from operating activities
57.1 55.7
Payments to suppliers, employees and other(47.2) (50.9)
Cash (used in) operating activities
(47.2) (50.9)
Net cash from (used in) operating activities9.9 4.8
Sale of assets- 0.1
Investment in fixed assets13(1.0) (5.3)
Investment in intellectual property
15(3.7) (4.1)
Net cash from (used in) investing activities(4.7) (9.3)
Debt drawdowns8.5 25.2
Repayment of lease liabilities(1.3) (12.6)
Debt repayment
(12.4) (4.7)
Interest paid(2.0) (2.5)
Net cash from (used in) financing activities
(7.2) 5.4
Net movement in cash
(2.0) 0.9
Opening cash, liquid deposits and restricted cash
7.9 7.2
Effect of exchange rate changes on net cash
0.3 (0.2)
Closing cash, liquid deposits and restricted cash6.2 7.9
Net earnings
3.2 (2.7)
Adjustment for:
Financing expense
2.0 2.5
Depreciation and amortisations
710.2 9.5
Taxation
(0.6) (1.1)
Foreign exchange
0.4 (0.8)
Deferred grant income0.9 -
Change in fair value of biological assets
0.1 0.6
Other non cash items
0.7 0.2
Cash flow from operations before net working capital movement
16.9 8.2
Trade and other receivables
(1.7) (1.4)
Inventory
(5.3) (0.5)
Trade and other payables
- (1.5)
Net working capital movement
(7.0) (3.4)
Net cash from operating activities9.9 4.8
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
Page 14

ArborGen Holdings Limited and Subsidiaries
Consolidated Balance Sheet
As at 31 March 2021
March 2021
Mar 2020
NotesUS$mUS$m
Current assets
Cash and liquid deposits
96.2 5.9
Trade and other receivables
1012.2 10.5
Inventory
1134.5 29.3
Total current assets
52.9 45.7
Non current assets
Restricted cash9 & 18- 2.0
Fixed assets
1343.3 43.5
Right-of-use assets
145.8 5.7
Intellectual property
15 & 16101.3 103.8
Total non current assets
150.4 155.0
Total assets
203.3 200.7
Current liabilities
Trade, other payables and provisions
17(13.1) (13.1)
Current lease obligation22(0.8) (1.2)
Current debt18(1.0) (6.3)
Current taxation liability
(0.1) -
Deferred grant income
7(0.9) -
Total current liabilities
(15.9) (20.6)
Term liabilities
Term debt
18(32.6) (31.2)
Derivative financial instruments
5 & 27(0.3) (0.7)
Lease obligation22(5.1) (4.5)
Deferred taxation liability
12(1.2) (1.8)
Total term liabilities
(39.2) (38.2)
Total liabilities(55.1) (58.8)
Net assets
148.2 141.9
Equity
Share capital
19202.5 202.3
Reserves
20(54.3) (60.4)
Total group equity
148.2 141.9
Net Asset Backing
29US 30 cps US 29 cps
Dave Knott JrPaul Smart
Chairman of the BoardAudit Committee Chairman
27 May 2021
Both of the above signatories certifies that these financial statements comply with generally accepted accounting
standards and present a true and fair view of the financial affairs of the ArborGen Holdings Group.
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
Page 15

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 16

1 GENERAL INFORMATION
ArborGen Holdings Limited (ArborGen Holdings) is an international forestry business. ArborGen Holdings, a limited liability company
incorporated and domiciled in New Zealand, is listed on the New Zealand stock exchange. As at 31 March 2021 ArborGen Holdings had one
investment ArborGen Inc (ArborGen Inc) (95% economic interest (with 5% warrants outstanding relating to ArborGen’s acquisition of Cellfor),
and 100.0% voting interest and ownership of common stock).
On the 30th of September 2019 Rubicon Limited formally changed its name to ArborGen Holdings Limited and also changed its NZX listing
ticker to be ARB on that date. Any historical references to ArborGen Holdings refer also to Rubicon Limited.
2 APPROVAL OF ACCOUNTS
These consolidated financial statements have been prepared on a consolidated Group basis and were approved for issue by the Board of
Directors on 27 May 2021.
3 BASIS OF PRESENTATION
The financial statements presented are those of ArborGen Holdings Limited (the Company) and Subsidiaries (the Group).
Basis of preparation
The Company is a FMC reporting entity for the purposes of the Financial Reporting Act 2013 and Financial Markets Conduct Act 2013.
The presentation currency used in the preparation of these financial statements is United States dollars (US$), rounded to the nearest hundred
thousand dollars.
Statement of compliance
The financial statements have been prepared in accordance with New Zealand International Financial Reporting Standards (NZ IFRS) and
other applicable financial reporting standards. The financial statements are in compliance with International Financial Reporting Standards
(IFRS). The Group has designated itself as a profit-oriented entity for the purposes of compliance with NZ IFRS.
The financial statements have been prepared in accordance with the requirements of the Financial Reporting Act 2013, Financial Markets
Conduct Act 2013 and the Companies Act 1993 and comply with generally accepted accounting practice in New Zealand (NZ GAAP).
Chief operating decision-makers
The chief operating decision-makers’ are the Board of Directors who jointly make strategic decisions for ArborGen Holdings.
COVID
The global Covid pandemic materially affected sales in two of the three regions in which we operate – the United States and Brazil. While in
Brazil the impact was experienced through most of the year, in the US it was not until lifting season when the extent of the impact of Covid
became apparent.
Under the various governmental Covid recovery plans ArborGen has received support in the US, New Zealand and Australia. In May 2020
ArborGen Inc received US$2.3 million from the US Small Business Administration (SBA) under the CARES Act Paycheck Protection Program
(PPP). The PPP is a loan scheme designed to provide a direct incentive for businesses with fewer than 500 employees in the US to keep their
workers on the payroll due to the uncertainties caused by Covid. The SBA loans will be forgiven if all employees are kept on the payroll for
eight weeks and the money is used for payroll costs, rent, mortgage interest, or utilities payments over the eight weeks after receiving the
loan. At least 75% of the forgiven amount must have been used for payroll costs which includes employee salaries, hourly wages, sick or
medical leave, and group health insurance premiums.
In March 2021 ArborGen Inc received a second SBA loan under the PPP of US$2.0 million. The funds have been used to fund payroll costs
including benefits and other business related costs due to the uncertainties caused by Covid. Similar to the previous loan if all employees are
kept on the payroll for eight weeks and at least 60% of the loan is used for payroll related costs plus rent, mortgage interest, or utilities
payments over the eight week period the loan will be forgiven. As with the previous PPP loan this funding will ensure ArborGen retains all
employees and avoid any layoffs during a period of significant uncertainty.
ArborGen applied for forgiveness of this first PPP loan in accordance with the guidelines late last year. While this application is still being
processed, ArborGen believes it has provided the documents necessary to support the full forgiveness of the loan, and accordingly has
recognised this loan as other income. ArborGen believes it has met t he requirements for forgiveness on approximately 55% the second PPP
loan and accordingly has recognised $1.1 million of that loan as other income.
In the US the forestry industry is defined as an “essential critical infrastructure workforce” and as such, our operations across all nurseries and
orchards continue to progress with all typical activities continuing as planned, while ensuring compliance with all appropriate state specific
regulations and requirements. Seedling sales decreased by just over 10% to 294 million units in the period, from 333 million seedling units in
the prior period. This reduction year-over-year is largely explained by the Covid pandemic which affected ArborGen in two key ways:
 Sawmill closures in the early part of calendar year 2020 resulted in delayed log harvesting and, in turn, critical site preparation activities
– both key prerequisites for seedling planting (customers typically clear and prepare land for planting from March through to October with
planting starting in November); and

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 17

 Temporary suspension of non-immigrant worker H2-B visas into the US combined with planting crews contracting Covid, led to planting
labour shortages during the critical planting season.
These issues resulted in the write off of $1.5m of seedlings.
To mitigate the impact of Covid related disruptions, ArborGen reduced costs and accessed available government funding programmes, where
we qualified.
4 SIGNIFICANT ACCOUNTING POLICIES
Accounting Policies
All significant accounting policies are set out on the following pages. There have been no changes made to accounting policies during the
year. All mandatory amendments and interpretations have been adopted in the current year. None had a material impact on these financial
statements.
Use 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. Actual results could differ from those estimates. The principal areas
of judgement in preparing these financial statements are:
ArborGen cash generating unit impairment (note 16)
The carrying value of investments is assessed at least annually to ensure there is no impairment. Performing these assessments generally
requires management to estimate future cash flows to be generated by the investment, which entails making judgements about the expected
future performance and cash flows of the investment and the appropriate discount rate to apply when valuing future cash flows. The carrying
value of assets acquired are also affected by the estimates and judgements applied to capitalisation of developmental expenditure and the
adopted amortisation policy.

Basis of Consolidation
Subsidiaries
Subsidiaries are entities that are controlled, either directly or indirectly, by the Company. Control exists when the Parent has the power, directly
or indirectly, to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential
voting rights that presently are exercisable or convertible are taken into account. The financial statements of subsidiaries are included in the
consolidated financial statements from the date that control commences until the date that control ceases. ArborGen is a subsidiary of
ArborGen Holdings Limited.
Transactions and balances between subsidiaries or between the Parent and subsidiaries are eliminated on consolidation.

Functional Currency
Foreign operations
Items included in the financial statements of each entity in the Group are measured using the currency that best reflects the economic
substance of the underlying events and circumstances relevant to that entity (the functional currency). The consolidated financial statements
are presented in US$ (the presentation currency).
The assets and liabilities of all of the Group companies that have a functional currency that differs from the presentation currency, including
goodwill and fair value adjustments arising on consolidation, are translated to the presentation currency at foreign exchange rates ruling at
balance date. All exchange differences arising from the translation of foreign operations are recognised in the foreign currency translation
reserve.
Transactions
Transactions in currencies other than the functional currency are translated at the foreign exchange rate ruling at the date of the transaction.
Monetary assets and liabilities denominated in currencies other than the functional currency at balance date are translated to the functional
currency at the foreign exchange rate ruling at that date, with foreign exchange differences arising on translation being recognised in the
income statement. Non-monetary assets and liabilities that are measured in terms of historical cost in a currency other than the functional
currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities that are stated at fair value
in a currency other than the functional currency are translated using the exchange rate ruling at the date the fair value was determined.
Valuation of Assets
Land, buildings, plant and equipment
Land, buildings, plant and equipment are stated at historical cost less accumulated depreciation and impairment. Land is not depreciated.
Depreciation on other fixed assets is calculated using the straight-line method. Expected useful lives are:
Buildings 25 to 40 years
Plant and equipment 3 to 15 years

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 18

Inventory
Trading inventory, raw materials and work in progress are valued at the lower of cost or net realisable value. Cost includes direct costs and
overheads at normal operating levels and excludes borrowing costs. Net realisable value is the estimated selling price in the ordinary course
of business, less applicable variable selling costs.
Biological assets (such as seedlings or treestocks) are measured at the end of each reporting period at their fair value less costs to sell. Fair
value is the price that would be received to sell an asset in an orderly transaction between market participants at the measurement date.
Intellectual property
Intellectual property is amortised over the useful life of the assets. Intellectual property relates primarily to output from ArborGen Inc’s research
and development activities and is reviewed at least annually for impairment, and otherwise is amortised (on average) over 20 years. The useful
life is reviewed each balance date and adjusted if appropriate.
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less
any provision for expected credit losses.
The Company applies the simplified approach to measuring expected credit losses which uses a lifetime expected credit loss allowance for all
trade receivables as they all display the same risk profile. The measurement of expected credit losses is a function of the probability of default,
loss given default and the exposure at default. The Company considers an event of default as occurring when information obtained (internally
and externally) indicates a debtor is unlikely to pay its creditors including the Company. The assessment of the probability of default and loss
given default is based on historical data adjusted by forward looking information relating to the debtor and general economic conditions of the
debtors. As for the exposure at default, this is represented by the assets’ gross carrying amount at the reporting date.
Cash and cash equivalents
Cash and cash equivalents comprises, cash balances and call deposits. Bank overdrafts that are repayable on demand and form an integral
part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash
flows.
Assets held for sale and discontinued operations
Assets held for sale are assets whose carrying value will be recovered principally through sale rather than through continuing use. Assets held
for sale are stated at the lower of their carrying amount and fair value less costs to sell and are not depreciated or amortised while they are
classified as held for sale.
A discontinued operation is a component of the Group’s business that represents a separate major line of business. Classification as a
discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier.
Impairment
The carrying amounts of the Group’s assets are reviewed regularly, including at each reporting date, to determine whether there is any
indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated and whenever the carrying amount of an
asset or its cash-generating unit exceeds its recoverable amount, an impairment loss is recognised. Impairment losses are recognised in the
income statement.
Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated
to cash-generating units, and then to reduce the carrying amount of other assets in the cash-generating unit on a pro-rata basis.
The recoverable amount of non-financial assets is the greater of their fair value less costs to sell or value in use. In assessing value in use,
the estimated future cash flows are discounted to their present value using a post-tax discount rate that reflects current market assessments
of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash flows, the
recoverable amount is determined for the cash-generating unit to which the asset belongs. With the exception of goodwill, an impairment loss
is reversed if there has been a change in the estimates used to determine the recoverable amount.
An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised.

Valuation of Liabilities

Trade and other payables
Trade and other payables are stated at amortised cost.
Provisions
A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past event, and
it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are measured at the Group’s best estimate
of the expenditure required to settle the present obligation. Provisions are determined by discounting the expected future cash flows at a rate
that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability.

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 19

Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial recognition, borrowings
are stated at amortised cost with any difference between cost and redemption value being recognised in the income statement over the period
of the borrowings on an effective interest rate basis.
Deferred income tax
Deferred income tax is provided in full, using the balance sheet method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the consolidated financial statements. The deferred income tax is not accounted for if it arises from
initial recognition of an asset or liability in a transaction, other than a business combination, that at the time of the transaction affects neither
accounting, nor taxable, profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively
enacted by the balance date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax
liability is settled. The measurement of deferred taxation assets and liabilities reflects the tax consequences that would follow from the manner
that the Group expects, at balance date, to recover or settle the carrying amount of its assets and liabilities. Deferred income tax assets are
recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.
Hedge accounting
The Group designates certain derivatives as hedging instruments in respect of cash flow hedges. Interest Rate swaps hedging interest rate
exposure on issued debt are accounted for as cash flow hedges.
At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and the hedged item, along
with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge
and on an ongoing basis, the Group documents whether the hedging instrument is effective in offsetting changes in fair values or cash flows
of the hedged item attributable to the hedged risk, which is when the hedging relationship meets all of the following hedge effectiveness
requirements:
- there is an economic relationship between the hedged item and the hedging instrument;
- the effect of credit risk does not dominate the value changes that result from that economic relationship; and
- the Group applies a hedge ratio of 1:1.
The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated and qualify as
cash flow hedges is recognised in other comprehensive income and accumulated under the heading of cash flow hedging reserve, limited to
the cumulative change in fair value of the hedged item from inception of the hedge. The gain or loss relating to the ineffective portion is
recognised immediately in profit or loss, and is included in the ‘other gains and losses’ line item. The Group discontinues hedge accounting
only when the hedging relationship (or a part thereof) ceases to meet the qualifying criteria (after rebalancing, if applicable). This includes
instances when the hedging instrument expires or is sold, terminated or exercised. The discontinuation is accounted for prospectively. Any
gain or loss recognised in other comprehensive income and accumulated in cash flow hedge reserve at that time remains in equity and is
reclassified to profit or loss when the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the gain or loss
accumulated in the cash flow hedge reserve is reclassified immediately to profit or loss.
Items carried at fair value
The items which are carried at fair value include derivative financial instruments. These items are classified into the following levels in the fair
value measurement hierarchy:
Level 1 – quoted prices (unadjusted) in active markets for identical assets of liabilities;
Level 2 – inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly (i.e. as prices) or
indirectly (i.e. derived from prices); and
Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Income Determination
Revenue recognition
Revenue is measured based on consideration specified in a contract with a customer and is recognised when control over a good or service
transfers to a customer. Revenue excludes amounts collected on behalf of third parties and is net of any value added tax, rebates, returns and
discounts, and after eliminating sales within the Group.
The Group’s revenues are earned from the sale of seedlings or treestocks and logistics services to some customers. Seedling or Treestock
revenue is recognised, either when the goods are dispatched or when goods have reached their destination, depending on the terms and
agreements with customers and when documentary evidence supports the customer taking ownership and control of the product. Logistics
and other services revenue is recognised over the period the service is provided.
Goods sold
Revenue from the sale of goods is recognised in the income statement when control over a good or service transfers to a customer. Products
are generally sold with volume discounts and customers have a right to return faulty product. Sales are recorded based on the price negotiated

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 20

with the customer, net of estimated volume discounts and returns. Historical experience is used to estimate the level of returns likely and
volume rebates are calculated on a preset formula.
Government grants
Government grants are not recognised until there is reasonable assurance that the grants will be received and that the Group will comply with
the conditions attaching to them. Government grants are recognised in the income statement on a systematic basis over the periods in which
the Group recognises as an expense the related costs for which the grants are intended to compensate. Government grants are disclosed
further in note 7.
Investment income
Interest income is recognised in the income statement as it accrues, using the effective interest method.
Finance expense
Finance expenses comprise interest payable on borrowings calculated using the effective interest rate method.
Leases
The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognises a ROU asset and a
corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases and leases of low
value assets. For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the lease term
unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by
using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its incremental borrowing rate.
Lease payments included in the measurement of the lease liability comprise:
- Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
- Variable lease payments that depend on an index or rate, initially measured using the index or rate at the commencement date;
- The amount expected to be payable by the lessee under residual value guarantees;
- The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
- Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is presented as a separate line in the consolidated statement of financial position.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (using the effective
interest method) and by reducing the carrying amount to reflect the lease payments made.
The Group remeasures the lease liability (and makes a corresponding adjustment to the related ROU asset) whenever:
- The lease term has changed or there is a significant event or change in circumstances resulting in a change in the assessment of
exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a
revised discount rate.
- The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value,
in which cases the lease liability is remeasured by discounting the revised lease payments using an unchanged discount rate (unless
the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
- A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is
remeasured based on the lease term of the modified lease by discounting the revised lease payments using a revised discount rate
at the effective date of the modification.
The Group did not make any such adjustments during the periods presented.
The ROU assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the commencement
day, less any lease incentives received and any initial direct costs. They are subsequently measured at cost less accumulated depreciation
and impairment losses.
ROU assets are depreciated over the shorter period of lease term and useful life of the underlying asset. The estimated useful lives of ROU
assets are determined on the same basis as similar owned assets within fixed assets. If a lease transfers ownership of the underlying asset
or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated
over the useful life of the underlying asset. The depreciation starts at the commencement date of the lease.
The ROU assets are presented as a separate line in the consolidated statement of financial position.
The Group applies IAS 36 to determine whether a ROU asset is impaired and accounts for any identified impairment loss as described in the
‘Property, Plant and Equipment’ policy.
Variable rents that do not depend on an index or rate are not included in the measurement the lease liability and the ROU asset. The related
payments are recognised as an expense in the period in which the event or condition that triggers those payments occurs.

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 21

Research and development costs
All research costs are recognised as an expense when incurred. When a project reaches the stage where it is reasonably certain that further
expenditure can be recovered through the processes or products produced, development expenditure is recognised as a development asset
under intellectual property. The asset is amortised from the commencement of commercial production of the product to which it relates, over
the period of expected benefit.
Income tax
Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement except to
the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at balance date,
and any adjustment to tax payable in respect of previous years.

Employee Benefits
Share-based payments
The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognised as an expense,
with a corresponding increase in equity, over the vesting period of the awards.
Segmental Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-makers. The Group
has one reportable segment, being forestry genetics. The Group’s geographical segments are based on both the location of customers and
primary location of assets (refer to note 24 segmental information summary).
Goods and Services Tax (GST)
The income statement, statement of comprehensive income and statement of cash flow have been presented exclusive of GST. All items in
the balance sheet are stated net of GST, except for receivables and payables, which include GST invoiced.
Comparatives
Changes in prior year disclosure comparatives have been made to align with the current year presentation.
Future NZ IFRS Pronouncements
Standards or interpretations issued but not yet effective and relevant to the Group.
The International Accounting Standards Board has issued a number of standards, amendments and interpretations which are not yet effective
and which may have an impact on the Group’s financial statements, none of these have been early adopted. The Group expects to adopt
these standards when they become mandatory. None are expected to materially impact the Group's financial statements although may result
in changes in disclosure.

5 FINANCIAL RISKS
This note presents information about the Group's potential exposure to financial risks that the Group has identified; the Group’s objectives,
policies and processes for managing those risks; the estimation of fair values of financial instruments; and the Group's management of capital.
Quantitative disclosures of some of the key financial risks are made below.
5.1 Foreign exchange risk
Both ArborGen Holdings and ArborGen Inc are US functional currency, operating in three geographies – the United States, Brazil and
Australasia. Generally, there are limited cash flows between Australasia and the US, and the foreign exchange risk in Australasia is limited to
the translation effect on its net earnings and balance sheet from movements in the USD against the NZD and AUD. Similarly, the Brazil
operations are to a large degree internally self-sufficient from a funding perspective, which limits the effect of relative currency movements to
the net earnings and balance sheet translation impacts.
5.2 Credit risk
The Group is at risk of customer default on payment for treestocks at the conclusion of a growing season. This risk is mitigated by dealing with
a wide-range of customers in multiple markets and by securing up-front deposits from selected customers for the treestocks it grows each
year. The nature of nursery activity is such that its customers tend to require yearly repeat business, and historically customer payment defaults
have not been material to the business. However, in the US market (the Group’s largest market), as treestock orders are not considered to be
unconditional until late in the season each year, there remains the risk that orders cancelled prior to collection may not be able to be sold to
other customers during the remaining season. In addition there is the risk of non-payment of further lease obligations by a tenant, over and
above an initial bond paid (refer to note 28 contingent liabilities). We will enforce our rights under the lease agreement, and are exploring
alternative lease arrangements.

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the period ended 31 March 2021
Page 22

5.3 Liquidity risk
The Group has four banking facilities (in total $40 million (2020: $40 million)) three are with two banks in the United States; a $10.0 million
reducing loan (2020: $ 10.5 million), matures in May 2036, a $17 million revolver which expires in August 2023 (2020: $ 17 million) and a $10.9
million seven year mortgage (2020: $11.3 million), and a NZ$2 million line of credit with a New Zealand bank. In addition to these bank
facilities the Group has a $2.88 million Note issued to related parties (2020: $ 2.88 million). These facilities are used to fund the group’s working
capital and capital expenditure needs. If any of these facilities were not to be renewed then the Group may need to obtain similar facilities from
other banks, or an equivalent amount of funding may need to be provided through a capital raising event.
Liquidity risk management requires the maintenance of available cash combined with the availability of funding to meet the Company’s needs
as they develop. Forecasts are prepared of cash requirements to ensure there are financial resources in place to meet its day-to-day operating
and investment needs. The Group believes it has sufficient resources to meet its funding needs through to 31 May 2022.
5.4 Interest rate risk
The Group’s has facilities that are either fixed or floating depending on their nature and use. Fixed interest rate facilities include; the $10.0
million reducing loan facility, the $10.9 million mortgage facility fixed via an interest rate swap and $2.88 million Note. Floating rate facilities
are the US revolver facility and the New Zealand Line of Credit (when drawn).
Interest rate swap contracts
Under interest rate swap contracts, the Group agrees to exchange the difference between fixed and floating rate interest amounts calculated
on agreed notional principal amounts. Such contracts enable the Group to mitigate the risk of changing interest rates on the fair value of issued
fixed rate debt held and the cash flow exposures on the issued variable rate debt held. The fair value of interest rate swaps at the reporting
date is determined by discounting the future cash flows using the curves at the reporting date and the credit risk inherent in the contract, and
is disclosed below. The average interest rate is based on the outstanding balances at the end of the financial year.
The Group adopts a policy of ensuring that between 50% and 80% of its interest rate risk exposure is at a fixed rate. This is achieved partly
by entering into fixed‑rate instruments and partly by borrowing at a floating rate and using interest rate swaps as hedges of the variability in
cash flows attributable to movements in interest rates. The Group applies a hedge ratio of 1:1.
The Group determines the existence of an economic relationship between the hedging instrument and hedged item based on the reference
interest rates, tenors, repricing dates and maturities and the notional or par amounts. The Group assesses whether the derivative designated
in each hedging relationship is expected to be effective in offsetting changes in cash flows of the hedged item using the hypothetical derivative
method.
As at 31 March 2021, the Group had one interest rate swap totalling $10.9 million (2020: $11.3 million), covering the US head office property
mortgage facility. The swap, entered into in August 2019 and expires in August 2026, receives a floating rate of 2% above 30-day LIBOR and
pays a fixed interest rate of 3.52%. This swap is designated a cash flow hedge, is fully effective with the counterparty being Synovus the
issuing bank.
5.5 Capital risk
ArborGen Holdings capital includes share capital, reserves and retained earnings, and ArborGen Holdings manages capital in such a manner
as to maintain stakeholder confidence and safeguard ArborGen Holdings’ ability to continue as a going concern, whilst also maximising the
return for shareholders and sustaining resources for the future development of the business. In order to maintain or adjust the capital structure
ArborGen Holdings may, pay dividends or return capital, or issue new shares or sell assets.

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
6REPORTING CURRENCY
The Group reports in United States dollars (US$), consequently all financial numbers are in US$ unless otherwise stated.
7OPERATING EXPENSES INCLUDE
Year endedYear ended
March 2021March 2020
Refer to noteUS$mUS$m
Depreciation and amortisations included in:
Cost of sales expense
(2.7) (2.5)
Administration expense: intellectual property
15(6.2) (5.9)
Administration expense: G&A(1.3) (1.1)
Total depreciation and amortisations(10.2) (9.5)
Cost of inventory expensed in cost of sales(34.5) (37.2)
Employee related expenses (excluding restructuring and transaction-related expenses)(17.3) (17.3)
Government grant income
(1)
3.7 -
Seedling write off and Covid related costs
(2)
(1.7) -
Seedling mortality customer assistance
(3)
- (1.0)
Inventory cost adjustment
(4)
- (2.3)
Varietal inventory cost adjustment
(5)
- (0.4)
Transaction-related expenses incurred by ArborGen Inc in relation to the acquisition by ArborGen Holdings
(6)
- (0.2)
Government Grants, Inventory adjustment and other2.0 (3.9)
(1)During the period ArborGen Inc received $4.6 million of assistance in the form of Government support grants in US, Australia and NZ, under the various Covid
support programmes. As a result of receiving these grants ArborGen was able to retain all staff and continue to operate in the challenging environment. Of that
cash received $3.7 million has been deemed to either meet the threshold for forgiveness under the US CARES Act Paycheck Protection Program (PPP) or is a
grant. The remaining $0.9 million is recorded as a deferred grant income in the balance sheet and should meet the threshold for forgiveness in the 2022
financial year (refer to note 3).
(2)The Group incurred significant costs directly related to the Covid pandemic, primarily due to cancellation of ordered seedlings in the US, where sawmill
closures in the early part of calendar year 2020 delayed harvesting which flowed on to delay site preparation activities. Compounding these issues was the
temporary suspension of non-immigrant worker H2-B visas into the US, which combined with planting crews contracting Covid, led to planting labour shortages
during the critical planting season. Sales orders cancelled due to the Covid pandemic left ArborGen with 25 million seedlings that had to be destroyed, resulting
in a seedling write off of $1.5 million.
(3)The extremely unusual and widespread seedling survival issues occurring throughout the US South-eastern region, affected the survival of some of the 2019
year’s seedlings, including across some of our customer sites. While we didn’t believe this mortality issue could be attributed to our seedling quality, the industry
agreed to share the cost of this loss, and accordingly we recorded $1 million as an expense in the 2020 fiscal year to assist customers to replace lost seedlings.
(4)A series of extreme weather events had the effect of lowering seed production volumes (yield) for the 2018/2019 seed harvest. This lower yield resulted in an
abnormally high average cost per pound of seed produced. This adjustment returned the seed costs to a normal production cost, or standard cost, per seed.
(5)In the previous period circa one million of bareroot varietal seedlings, for sale in fiscal year 2021, were lost and this varietal inventory cost adjustment recognises
the write-down from those losses.
(6)The transaction related cost of $0.2 million in the prior period, is the final expense under the ArborGen retention plan put in place when ArborGen was
acquired in June 2017.
Expenses incurred also includes payments made and accrued for:
- Directors fees for non-executive Directors of ArborGen Holdings for the current period of $232,881 (paid in NZ$341,000) (2020: $265,939 (paid in NZ$413,105)).
In addition non-executive Directors participate in Directors share plans, $148,496 was accrued in relation to these share plans (NZ$224,017) (2020: $235,369
(NZ$364,379)). In September 2020, 829,016 shares vested to Directors under the plans together with cash tax payments of $38,971 (NZ$57,573)
(refer to notes 19, 20 and 25).
- The statutory audit of the annual financial statements in the current period; for ArborGen Holdings NZ$104,000 (2020: NZ$99,000) and ArborGen $190,000
(Deloitte) (2020: $180,000).
- Other services provided by the auditors for ArborGen Holdings in the current period were less than NZ$10,000 (2020: NZ$20,500), which include attendance at
the annual meetings and procedures relating to the interim financial statements.
- Refer to Reporting and Disclosure and Auditors in the Corporate Governance section of the Annual Report for commentary on the Audit Committee process in
managing the relationship with the Auditor and confirming their independence.
8INCOME TAX EXPENSE
Year endedYear ended
March 2021March 2020
US$mUS$m
Earnings (loss) before taxation2.6 (3.8)
Taxation at 28%(0.7) 1.1
Adjusted for:
Change in deferred tax liability0.6 1.1
Net taxation losses not recognised(0.2) (1.8)
Recognition of previously unrecognised benefits
(1)
0.9 0.7
Taxation (expense)/benefit0.6 1.1
(1)Reflects the utilisation of previously unrecognised tax losses.
9CASH, LIQUID DEPOSITS AND RESTRICTED CASH
At 31 March the Group held total cash, liquid deposits and restricted cash of $6.2 million (2020: $7.9 million) comprising cash held by: ArborGen $6.2 million
(2020: $5.2 million) and no restricted cash on deposit with Synovus to secure the ArborGen debt facility (2020: $2.0 million) (refer to note 18).
Page 23

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
10TRADE AND OTHER RECEIVABLES
March 2021March 2020
US$mUS$m
Trade debtors10.3 8.2
Prepayments1.8 1.9
Other receivables0.1 0.4
Trade and other receivables12.2 10.5
11INVENTORY
March 2021March 2020
US$mUS$m
Finished goods - seedlings1.4 0.7
Work in progress - seedlings
(1)(4)
8.2 7.3
Finished goods - seed16.0 13.4
Work in progress - seed
(2)
8.1 7.0
Fair value on biological assets
(3)(4)
0.8 0.9
Inventory34.5 29.3
(1)Work in progress - seedlings, is principally growing seedling crop.
(2)Work in progress - seed, is principally harvesting seed to be sown as a future crop.
(3)Fair value adjustment on biological assets reflects the change in fair value less costs to sell of biological assets (seedlings) as at balance date.
(4)Seedlings in progress are treated as biological assets for financial reporting purposes and are recognised at fair value less costs to sell, $9 million
(2020: $8.2 million). Biological assets will be transferred to finished goods seedlings at lifting, for dispatch to customers and sale.
Fair value adjustment on biological assetMarch 2021March 2020
US$mUS$m
Opening balance0.9 1.5
Change in fair value of biological assets recognised in income statement
Fair value change for crop to be lifted in the coming period0.8 0.9
Reversal of prior period fair value change(0.9) (1.5)
Change in fair value of biological assets recognised in income statement(0.1) (0.6)
Closing fair value uplift biological asset0.8 0.9
At both 31 March 2021 and 31 March 2020, only the Australasian crops are established and fair valued. The Australasian crops are primarily lifted from late
May through until September of each year.
12TAXATION
Deferred taxation (liability)March 2021Mar 2020
Refer to noteUS$mUS$m
Opening provision for deferred taxation(1.8) (2.9)
Taxation (expense)/benefit in the income statement 80.6 1.1
Deferred taxation (liability)(1.2) (1.8)
In June 2017 when ArborGen Inc. became a consolidated subsidiary of the Company, a deferred tax liability was recognised on the intellectual property asset
as a result of the fair value exercise undertaken for the acquired assets and liabilities. The current year balance is $1.0 million (2020: $1.8 million).
NZ IFRS only allows the recognition of taxation assets when utilisation is considered probable, which is subject to the future earnings of the Group and on
meeting shareholder continuity and loss carry forward expiry dates. The Group had taxation losses (gross after valuation adjustments) at 31 March 2021 of $89.1
million, predominately in the United States (2020: $84.0 million). The Group has unrecognised tax losses in New Zealand of $35.3 million (2020: $31.9 million)
after the utilisation of $1.7 million and $53.8 million in the US (2020: $52.1 million) after the utilisation of $1.8 million. The Group's unrecognised US losses
will be utilised against future earnings. At acquisition (June 2017), ArborGen Inc had pre-acquisition losses of $26.9 million, that can be utilised at $1.4 million
per annum. ArborGen Holdings also has imputation credits available to its shareholders of $2.8 million (2020: $2.4 million).
13FIXED ASSETS
March 2021March 2020
US$mUS$m
Cost
Land16.0 15.3
Buildings25.7 24.7
Plant and equipment6.5 6.3
Total cost48.2 46.3
Accumulated depreciation
Buildings(3.2) (2.0)
Plant and equipment(1.7) (0.8)
Total accumulated depreciation(4.9) (2.8)
Net book value
Land16.0 15.3
Buildings22.5 22.7
Plant and equipment4.8 5.5
Fixed assets net book value43.3 43.5
Domicile of fixed assets
Australasia10.1 8.7
United States33.2 34.8
Fixed assets net book value43.3 43.5
Page 24

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
13FIXED ASSETS continued
Fixed assets net book value
LandBuildingsPlant and
equipment
Finance lease
assets
Total
US$mUS$mUS$mUS$mUS$m
31 March 2020
Opening net book value15.3 9.9 6.0 11.5 42.7
Transfer of right-of-use assets- - - (11.5) (11.5)
Exchange differences(0.6) (0.3) (0.5) - (1.4)
Additions- 4.3 1.0 - 5.3
Transfer of leased assets
(1)
0.6 9.7 - - 10.3
Disposition of TCLP operations- - (0.1) - (0.1)
Depreciation charge- (0.9) (0.9) - (1.8)
Fixed assets net book value as at 31 March 202015.3 22.7 5.5 - 43.5
31 March 2021
Opening net book value15.3 22.7 5.5 - 43.5
Exchange differences0.7 0.4 0.5 - 1.6
Additions- 0.6 0.4 - 1.0
Depreciation charge- (1.2) (1.6) - (2.8)
Fixed assets net book value as at 31 March 202116.0 22.5 4.8 - 43.3
(1)In August 2019 the Group acquired the ArborGen US headquarters' premises in Ridgeville South Carolina, for $14.5 million (including costs of $0.1 million).
Prior to acquisition these premises were recognised on the Group balance sheet as a finance lease asset and as a lease obligation. The value of the
leased asset transferred at acquisition was $10.3 million (refer to note 14).
14RIGHT-OF-USE ASSETS
Right-of-use assets net book value
Land &
Buildings
Plant and
equipment
Total
US$mUS$mUS$m
31 March 2020
Opening net book value- - -
Transfer from finance lease assets10.7 0.8 11.5
Assets recognised under IFRS 16
(1)
4.0 1.4 5.4
Additions0.2 0.6 0.8
Other transfers
(2)
(10.3) - (10.3)
Depreciation charge(0.4) (1.3) (1.7)
Right-of-use assets net book value as at 31 March 20204.2 1.5 5.7
31 March 2021
Opening net book value4.2 1.5 5.7
Exchange differences0.1 - 0.1
Additions0.5 0.5 1.0
Depreciation charge(0.5) (0.5) (1.0)
Right-of-use assets net book value as at 31 March 20214.3 1.5 5.8
(1)This is initial recognition of the right-of-use assets existing at 1 April 2019 representing assets held under operating leases.
(2)In August 2019 the Group acquired the ArborGen US headquarters' premises in Ridgeville South Carolina, for $14.5 million. Prior to acquisition these premises
were recognised on the Group balance sheet as a finance lease asset of $10.3 million and as a lease obligation totalling $11.1 million (refer to note 13).
15INTELLECTUAL PROPERTY
0
March 2021Mar 2020
Refer to noteUS$mUS$m
Opening balance103.8 105.6
Capitalisation during period3.7 4.1
Amortisation during period7(6.2) (5.9)
Intellectual property101.3 103.8
16ARBORGEN INVESTMENT AND IMPAIRMENT
We regularly review the carrying value of the ArborGen cash generating unit to determine whether there has been a subsequent change in circumstances
or conditions that requires an impairment to be taken through earnings. Our impairment review is undertaken on a ‘Value-in-use’ (VIU) basis, which is the
estimated value to be derived from our continued ownership and operation of the ArborGen business.
In the prior year (Fiscal year ending March 2020), our approach was to utilise a set of cash flow assumptions that had already been sensitised for more
conservative outcomes, particularly in the largest and most material market for ArborGen – the US, for impairment testing purposes (the 2020 Case). We have
applied the same approach this year with our 2021 Case.
Consistent with the approach taken in the prior year, our impairment analysis utilises a 10-year plus terminal DCF valuation model. We use a 10-year period
rather than a shorter time period because ArborGen’s advanced genetic products in the US market (the largest and most material market) are in the earlier
stages of supply availability and adoption, and hence this period of time is deemed appropriate to adequately capture the scale-up of advanced genetics supply
and adoption in the US. The same holds true for ArborGen’s Brazil position where projected growth in advanced genetics sales, market share expansion and
continued recovery in the forestry sector from its current depressed state, necessitate the use of a 10-year model. We use a DCF methodology because
ArborGen’s advanced products adoption profile does not lend itself to the application of short-term market multiple metrics to determine valuation, given the
relatively early-stage of ArborGen’s revenue, earnings and cash profile. With time these metrics will become directly applicable, but for now the Board believes
a 10-year DCF approach is the most appropriate to use to assess impairment.
Page 25

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
Our DCF impairment model values only the projected cash flows from the existing core markets (i.e. Australia, New Zealand, United States and Brazil), with
growth market opportunities outside of the core excluded from the analysis. Separate demand projections are determined for each geography and end-use
market. The total addressable seedling market for each geography is then estimated, as is seedling type, production technology employed, production cost
and sales price.
To highlight the assumptions that have been utilised to derive the 2021 Case cash flows, the model assumes -
- Minimal organic growth in ArborGen’s US loblolly market share outside of recent acquisitive growth – i.e. the growth that is assumed is derived primarily from
recent acquisition activity already undertaken and in place – i.e. the Jasper nursery in Texas, and the Taylor nursery in Edgefield, South Carolina;
- Modest recovery in the overall US loblolly market consistent with projections from Forest Economic Advisers (FEA) driven primarily by projected growth in
saw timber demand in the US South, and recovery from depressed Covid-19 seedling demand levels in 2020-2021;
- Minimal ‘real’ price increases in individual US seedling products despite the projected recovery in US sawn timber prices supported by continued projected
growth in US South sawmill capacity and saw timber demand, and continued R&D investment;
- Increasing overall OP and MCP weighted average prices reflecting an increasing proportion of higher value sub-category product sales (e.g. MCP-elite and
MCP-2.0) over the next 10 years;
- That in the terminal year ArborGen’s total advanced genetics seedlings sales in the US represent 61% (primarily mass control pollinated (MCP) adoption)
of its total US loblolly sales. This adoption rate is significantly lower than ArborGen’s projected US MCP seed supply as younger seed orchards mature and
near-term supply constraints are overcome, and compares with a NZ adoption rate of over 80% of sales in recent years;
- Limited recovery in the overall Brazilian eucalyptus forestry markets from current recessionary levels;
- Continued growth in Brazil following the recent expansion of ArborGen’s internal production capabilities in Minas Gerais, Mato Grosso do Sul and Sao Paulo;
- Continued expansion of ArborGen’s eucalyptus offering leveraging licensed International Paper, Vallourec and Gerdau’s eucalyptus clones, and ArborGen’s
own eucalyptus advanced products; and
- ArborGen’s advanced genetics sales as a percentage of its total eucalyptus in Brazil approaching 80% in the terminal year.
These cash flows are then discounted at a cost of capital that reflects the underlying risk inherent in the cash flow assumptions. Specifically, the discount rate
applied to the DCF analysis was calculated using a derived weighted average cost of capital (WACC), with the cost of equity calculated using the Capital Asset
Price Model and the cost of debt based on the risk-free rate plus the option adjusted spread for BBB rated bonds. Specifically, cash flows from each market that
forms the ArborGen cash generating unit are discounted at separate WACC rates, or an overall weighted average derived nominal post-tax nominal WACC of 10.6%.
There are warrants outstanding equal to 5% of the issued ArborGen’s share capital, which reduces the Group’s effective economic exposure in ArborGen to
95%. These warrants arose out of ArborGen’s purchase of CellFor in 2012, and represent part-consideration for that acquisition. The warrants are
automatically exercised, for no payment, upon an IPO of ArborGen. The warrants may be exercised by a 66.67% (by value) of the warrant holders, at any time
prior to 19 June 2032. The derived 100% equity valuation using the above approach is $267.1 million (2020: $260.8 million) – $295.5 million (2020: $290.4
million) enterprise value less net debt of $28.4 million (2020: $29.6 million). Adjusting for the CellFor Warrants that are equal to 5% of the issued capital in
ArborGen, arrives at a 95% equity valuation in ArborGen of $254.4 million (2020: $248.8 million).
The table below shows the assumptions and sensitivities for the critical US loblolly market compared with those used in last year’s assessment. As an added
sensitivity to test impairment, a change in discount rate is the simplest sensitivity to apply particularly given the DCF model assumes inputs at the conservative
end of the spectrum of outcomes. In this instance, the post-tax WACC applied to the DCF model would need to increase to 15% before an impairment would
arise, which we do not believe is within a reasonable range given the sector ArborGen operates in, and the relatively conservative inputs that underlie the longer
term cash flows for the US loblolly market.
The uptake of advanced genetics seedlings sales in the US loblolly market (i.e. MCP adoption) is a key assumption in the model. This uptake progressively
increases throughout the forecast period to the terminal year where it is assumed this uptake reaches 61%, up from the FY2022 Budget assumption of circa
40%. However, keeping all other elements constant and excluding ANZ and Brazil from the valuation, even if the uptake reached 49% by terminal year, this
would not result in an impairment.
US$ millions
2021 Case2020 Case
US Loblolly Market - terminal year assumptions
Loblolly market size - millions900 900
ArborGen market share %37.8%37.8%
ArborGen unit sales - millions340340
% advanced genetics MCP59%55%
% advanced genetics Varietal2%2%
% traditional genetics39%43%
Total ArborGen valuation
Us inflation rate3.0%3.0%
Terminal Growth rate (TGR)
(1)
3.0%3.0%
Nominal post-tax discount rate10.6%11.0%
ArborGen implied enterprise valuation
(2)
$295.5$290.4
less net debt
(3)
$28.4$29.6
ArborGen equity valuation (100%)$267.1$260.8
Discount Rate Sensitivity
Nominal post-tax discount rate15.0%15.4%
ArborGen implied enterprise valuation$176.6$171.5
less net debt$28.4$29.6
Total group equity
(4)
$148.2$141.9
Terminal year sensitivities equity value impact (increase/decrease)Equity value change by
Total market size - 25 million+/- $1.8+/- $4.2
Market share by 1%+/- $1.8+/- $4.0
Advanced genetics adoption by 1%+/- $2.7+/- $1.8
Real MCP price by 5%+/-$11.0+/- $8.6
(1)A TGR of 3% in a 3% inflation environment equates to a 0% real TGR assumption.
(2)This represents the total ArborGen valuation and not just the US market.
(3)Net debt including capital leases of $1 million.
(4)Note this reconciles the ArborGen equity valuation to total group equity value, rather than to carrying value of the investment, and is merely a presentation change.
Page 26

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
17TRADE, OTHER PAYABLES AND PROVISIONS
March 2021March 2020
US$mUS$m
Trade creditors(6.8) (6.6)
Accrued employee benefits
(1)
(1.8) (2.4)
Other payables (1.0) (1.3)
Seedling Mortality(0.1) (0.2)
Seedling deposits from customers
(2)
(3.4) (2.6)
Trade, other payables and provisions(13.1) (13.1)
(1)Includes accrued expense of $0.2 million being the cash component of the 2021 LTI Plan for ArborGen Inc Senior management (refer notes 20 and 25).
(2)The deposits from customers will be recognised as revenue within 12 months as the seedlings are transferred to the customer.
18TERM AND CURRENT DEBT
March 2021March 2020
Summary of repayment terms
US$mUS$m
Due for Repayment:
Less than one year(1.0) (6.3)
between one and two years(3.9) (8.5)
between two and three years(11.0) (3.9)
between three and four years(1.0) (1.0)
between four and five years(1.0) (1.0)
after five years(15.7) (16.8)
Total term and current debt(33.6) (37.5)
Summary of Interest Rates by Repayment PeriodMarch 2021March 2020
Due for Repayment:
Less than one year3.99% 4.98%
between one and two years4.22% 4.96%
between two and three years3.98% 4.80%
between three and four years4.37% 4.38%
between four and five years4.37% 4.38%
after five years4.12% 4.13%
Current debt - weighted average interest rate
3.99% 4.98%
Term debt - weighted average interest rate
4.48% 4.44%
The weighted average interest rates reflect the effective interest rate, inclusive of fee amortisations.
At 31 March 2021 the Group 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. In addition the Group has subordinated promissory notes (Notes) (issued to
Directors, shareholders and senior management in August 2019) to facilitate the US Ridgeville headquarters property purchase.
ArborGen has a non-revolving promissory note issued to AgSouth for $9.9 million 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 is a $17 million letter of credit (LOC) facility (currently $10 million), was favourably amended extending the
expiry from 31 August 2021 to 31 August 2023 and increasing the annual 60-day (continuous) pay down maximum borrowing limit (between 1 March and 31
August) to $10 million (previously $7.5 million). Synovus also released the $2 million that was previously maintained as a certificate of deposit (restricted cash
2020; $2 million). The LOC bears interest at the 30 day LIBOR base rate plus 2.75%, subject to a minimum annual rate of 3.5% (formerly 4.75%), and is
collateralised by all the of ArborGen Inc.'s United States assets not otherwise pledged under the AgSouth agreement.
The credit agreements with both Synovus and AgSouth include covenants which require ArborGen to maintain a minimum net worth of $29 million and $24
million respectively.
ArborGen New Zealand Unlimited (ArborGen NZ) has a NZ$2 million line of credit facility, which is subject to renewal on an annual basis.
As part of the acquisition of the US Ridgeville headquarters premises the Group has two financing facilities. The first is represented by the Notes issued by
ArborGen Inc to related parties (being Directors, shareholders and senior management) for $2.88 million. The Notes are fully subordinated to all bank debt,
repayable at maturity (August 2022), and due to their subordinated nature attract a 7% per annum interest rate, payable six monthly in arrears. Independent
advice, at the time of issuance, confirmed that the interest rate and terms were reasonable to the Company (refer to note 25).
The second facility, drawn through Rubicon Industries USA LLC (RIUSA), is an $11.5 million mortgage from Synovus (currently $10.9 million outstanding),
which is secured by headquarters land and buildings. The mortgage is a seven-year term facility, based on a 20-year amortising loan, incurring interest at the
30-day LIBOR base rate plus 2% (currently 2.11%). The Group has entered into a seven-year interest rate swap, with terms that match that of the mortgage, at a
fixed rate of 3.52%. The mortgage requires RIUSA to maintain a debt service coverage ratio of not less than 1.25:1 for the trailing 12 months.
At 31 March 2021 the Group held cash and liquid deposits of $6.2 million (2020: $7.9 million, including restricted cash of $2 million) and had debt of $33.6
million and lease liability of $5.9 million (2020: $37.5 million of debt and $5.7 million of lease obligations).
Page 27

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
19CAPITAL
March 2021Mar 2020
Share capitalUS$mUS$m
Share capital at the beginning of the period202.3 201.0
Issue of shares
(3) (4)
- 1.2
Vesting of shares - non executive directors' share plan
(1) (2)
0.2 0.1
Share capital202.5 202.3
Number of shares
March 2021Mar 2020
Opening shares on issue499,395,391 489,574,393
Issue of shares
(3)
- 9,000,000
Issue of shares
(2) (4)
216,347 820,998
Number of shares on issue499,611,738 499,395,391
Treasury stock
March 2021Mar 2020
Opening shares on issue1,931,700 1,666,050
Issue of shares
(1) (2)
- 820,998
Vesting of shares
(1) (2)
(829,017) (555,348)
Number of shares on issue1,102,683 1,931,700
(1)In accordance with the shareholders' resolution passed at the ArborGen Holdings Annual Shareholders’ meeting held on 17 September 2018, on 18 September
2018 ArborGen Holdings issued 1,666,050 new shares to the Rubicon Non-Executive Directors Share Plan (the Trust). The Trust holds the shares on behalf of
the three Directors (Tom Avery, Ozey Horton, and Paul Smart, equally) until the vesting terms are met. The shares 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. The new shares were issued at the NZX 20-day market VWAP for ArborGen Holdings 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, and the share based transactions are recorded in the share based
payment reserve. On 18 September 2020 the second tranche of 555,351 shares vested to the three Directors (185,117 each) (refer to notes 20 for share based
payment information).
(2)In accordance with the shareholders' resolution passed at ArborGen Holdings Annual Shareholders’ meeting held on 17 September 2019, on 18 September
2019 ArborGen Holdings issued 820,998 new shares to the 2019 Rubicon Non-Executive Director Share Plan (the 2019 Trust). The 2019 Trust will hold the
shares on behalf of the newly appointed Director (George Adams) until the vesting terms are met. The shares will vest in three equal tranches on the first,
second and third anniversaries following the date of issue (18 September 2019), provided that the Director remains a Director of the Company on the relevant
anniversary date. The new shares were issued at the NZX 20-day market VWAP for ArborGen Holding shares of NZ18.27 cents per share, for a total value of
NZ$150,000. The share based transactions are recorded in the share based payment reserve and the shares are accounted for as treasury stock until vesting.
On 18 September 2020 the first tranche of 273,666 shares vested to George (refer to note 20 for share based payment information).
(3)Pursuant to the settlement agreed with the former CEO and CFO on 29 March 2019, ArborGen Holdings allotted and issued nine million new ordinary shares in
two tranches, four million on 1 April 2019 and five million on 30 May 2019.
(4)In accordance with the provisions of an Executive Fixed Trading Plan, ArborGen Holdings issued 216,347 new shares to Andrew Baum (CEO). The new shares
were issued for 20% of his base remuneration (net of taxes) for the period 16 August 2020 to 31 December 2020, at the five-day VWAP of NZ$0.13189 for a total
value of NZ$28,534.01.
20RESERVES
March 2021Mar 2020
Retained earnings
US$mUS$m
Opening balance(56.5) (53.8)
Net earnings (loss)3.2 (2.7)
Closing balance(53.3) (56.5)
Cash flow hedge reserve
(1)
Opening balance(0.7) -
Fair value gains / (losses) for the year0.4 (0.7)
Closing balance(0.3) (0.7)
Share based payments reserve
Opening balance0.2 1.3
Non-executive Directors' share plan
(2)
0.1 0.2
Non-executive Directors' share plan shares vested
(3)
(0.2) (0.1)
Executive share plan
(4)
0.4 -
Executive settlement share plan shares vested
(5)
- (1.2)
Closing balance0.5 0.2
Currency translation reserve
Opening balance(3.4) (0.9)
Translation of independent foreign operations2.2 (2.5)
Closing balance(1.2) (3.4)
Total reserves(54.3) (60.4)
(1)The cash flow hedging reserve records the net movement of cash flow hedging instruments, being interest rate swaps. (refer to notes 4, 5, 18 & 27)
(2)
Under the two Rubicon Non-Executive Directors' Share Plans in the current period $148,496 was accrued in relation to the cost of the share plan (NZ$224,017)
(2020: $157,697 (NZ$244,132).
(3)Under the 2018 Rubicon Non-Executive Directors' Share Plan, in the current period, 829,017 shares vested and the relevant portion of the reserve transferred to
share capital (2020: 555,348 ) (refer to notes 19).
(4)Pursuant to the 2021 LTI plan (the Plan) an expense of $0.6 million has been accrued, the $0.4 million in the share based payment reserve represents the
portion that will be settled by the issuance of shares (refer to note 25). The fair value of the Plan is $0.9 million, which is to be settled in shares $0.6 million
and cash $0.3 million. The total restricted stock units (equivalent of an ordinary shares) under the Plan is 5,176,445. Any award under the Plan is on the
basis of 2021 performance for one third and a two year service requirement for the remaining two thirds.
(5)Pursuant to the settlement agreed with the former CEO and CFO on 29 March 2019, ArborGen Holdings allotted and issued nine million new ordinary shares,
with the $1.2 million being transferred to share capital (refer note 19).
Page 28

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
21CAPITAL EXPENDITURE COMMITMENTS
In November 2018 ArborGen entered into agreements with TexMark Timber Treasury, L.P. (TTT) initially to manage and then from 1 April 2019 lease TTT's
nursery and seed orchard facility located in Texas. ArborGen has the right to acquire the leased properties for $2.5 million, payable upon the expiration of the
5-year lease period. It is ArborGen’s current intention to exercise this option and the present value of this amount is recorded as a liability in term lease
obligation (refer to note 22).
22LEASE OBLIGATIONS
The expected future minimum rental payments required under leases (including capitalised finance leases) that have initial or remaining non-cancellable lease
terms in excess of one year at 31 March 2021 are as follows:
March 2021March 2020
Refer to noteUS$mUS$m
Lease obligations are reconciled as follows:
Current lease obligations27(0.8) (1.2)
Term lease obligations27(5.1) (4.5)
Total lease obligation(5.9) (5.7)
Financing expense includes interest payments relating to lease obligations of $0.3 million (2020: $0.7 million).
The lease expense for short-term leases was $325,000 (2020: $300,000) and low value leases $35,000 (2020: $40,000).
In November 2018 ArborGen entered into a management agreements with TTT, which converted to a lease agreement from 31 March 2019. The terminal
payment (or deferred settlement) is the $2.5 million purchase price, payable at expiration of the lease (refer to note 21).
23REMUNERATION
Year endedYear ended
Key management compensation
March 2021March 2020
Refer to noteUS$mUS$m
Salaries and other short-term employee benefits2.7 2.8
Share based payments (executive settlement share plan)
(1)
19 & 25- -
Other payments
(2)
7- 1.0
2.7 3.8
Key management compensation is prepared on a cash basis and excludes Directors. Directors remuneration is disclosed in notes 7 and 25.
(1)In accordance with the provisions of an Executive Fixed Trading Plan, ArborGen Holdings issued 216,347 new shares to Andrew Baum (CEO). The new shares
were issued for 20% of his base remuneration (net of taxes) for the period 16 August 2020 to 31 December 2020, at the five-day VWAP of NZ$0.13189 for a total
value of NZ$28,534.01.
(2)Upon the 100% acquisition of ArborGen Inc a plan was put in place to retain ArborGen senior management, split across ten individuals. The benefit under this
plan totalled $2.0 million, with payments made by ArborGen Inc of $1.0 million in July 2018 and the final $1.0 million in June 2019.
24SEGMENTAL INFORMATION SUMMARY
The Group has one reportable segment and the analysis is as follows:Year endedYear ended
March 2021Mar 2020
Forestry geneticsUS$mUS$m
Operating revenue52.7 56.9
Financing expense(2.0) (2.3)
Tax (expense) / benefit0.6 1.1
Net earnings (loss) after taxation4.5 (1.1)
Total assets203.3 200.4
Liabilities(54.9) (58.3)
Capital expenditure(4.8) (9.4)
Depreciation and amortisation(10.2) (9.5)
Reconciliation
Corporate
Net earnings (loss) after taxation(1.3) (1.6)
Total assets- 0.3
Liabilities(0.2) (0.5)
Total Group
Total revenue52.7 56.9
Financing expense(2.0) (2.3)
Tax (expense) / benefit0.6 1.1
Net earnings (loss) after taxation3.2 (2.7)
Total assets - per balance sheet203.3 200.7
Total assets203.3 200.7
Total liabilities(55.1) (58.8)
Capital expenditure(4.8) (9.4)
Depreciation and amortisation(10.2) (9.5)
Page 29

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
24
SEGMENTAL INFORMATION SUMMARY (continued)
The Group's geographical analysis is as follows:
Australasia
Operating revenue9.9 10.3
Non current assets10.2 8.9
South America
Operating revenue6.0 7.9
Non current assets0.1 0.3
North America
Operating revenue36.8 38.7
Non current assets140.1 145.8
Total Group
Operating revenue
(1)
52.7 56.9
Non current assets150.4 155.0
(1)The Group's revenue represents sales of seedlings and treestock of $51.4 million (2020: $55.6 million) and the provision of logistic services $1.3 million
(2020: $1.3 million).
25RELATED PARTY TRANSACTIONS AND BALANCES
March 2021March 2020
Refer to noteUS$mUS$m
Income Statement
Non-executive Directors' share plan
(1)
7, 19 & 20
(0.2) (0.2)
Directors remuneration (excluding Non-executive Directors' share plan)7(0.2) (0.3)
Executive share plan
(4)
19 & 20
- -
ArborGen senior management 2021 LTI plan
(2)
(0.6) -
Interest on subordinated notes
(3)
18
(0.2) (0.1)
Balance Sheet
ArborGen senior management 2021 LTI plan
(2)
17 & 20
(0.6) -
Subordinated notes
(4)
18
(2.9) (2.9)
(1)On 17 September 2018 (at the Annual Shareholders’ meeting) shareholders passed a resolution approving the Rubicon Non-executive Directors Share Plan.
Under the share plan, 1,666,050 new shares were issued to the Trust on 18 September 2018. The Trust will hold the shares on behalf of the three 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.
On 17 September 2019 (at the Annual Shareholders’ meeting) shareholders passed a resolution approving the 2019 Rubicon Non-executive Directors Share
Plan. Under the share plan, 820,998 new shares were issued to the 2019 Trust. The 2019 Trust will hold the shares on behalf of the Director (George Adams)
until the vesting terms are met. The shares will vest in three equal tranches on the first, second and third anniversaries following the date of issue (18 September
2019), provided that the Director remains a Director of the Company on the relevant anniversary date (refer to notes 7, 19 & 20).
(2)Pursuant to the 2021 LTI plan an expense of $0.6 million has been accrued. The lability will be settled by the issuance of shares and cash (refer to
notes 20 & 17).
(3)As part of the acquisition of the US Ridgeville headquarters premises subordinated Notes were issued by ArborGen Inc to related parties (being Directors,
shareholders and senior management) for $2.88 million. The Notes are fully subordinated to all bank debt, repayable at maturity (August 2022), and due to their
subordinated nature attract a 7% per annum interest rate, payable six monthly in arrears. Independent advice, at the time of issuance, has confirmed that the
interest rate and terms were reasonable to the Company (refer to note 18).
(4)In accordance with the provisions of an Executive Fixed Trading Plan, ArborGen Holdings issued 216,347 new shares to Andrew Baum (CEO). The new shares
were issued for 20% of his base remuneration (net of taxes) for the period 16 August 2020 to 31 December 2020, at the five-day VWAP of NZ$0.13189 for a total
value of NZ$28,534.01.
26PRINCIPAL OPERATIONS

ArborGen Holdings Limited (a New Zealand incorporated limited liability company) is the holding company of the ArborGen Group.
The principal subsidiaries, as at 31 March 2021, were:
Country of Interest %Interest %BalancePrincipal
DomicileMarch 2021March 2020DateActivity
Principal subsidiaries
Rubicon Forests Holdings LimitedNZ10010031 MarchHolding company
Rubicon Industries USA LLCUSA10010031 MarchHolds ArborGen, Inc investment
ArborGen Inc
(1)
USA10010031 MarchForestry genetics
ArborGen Inc subsidiaries
ArborGen Comercie de Produtos FlorestalBrazil10010031 MarchForestry genetics
Importacao e Exportacao LTDA
ArborGen Technologia Florestal LTDA Brazil10010031 MarchHolding company
ArborGen New Zealand Holding LLCUSA10010031 MarchHolding company
ArborGen New Zealand UnlimitedNZ10010031 MarchForestry genetics
ArborGen Australia Holdings Pty LtdAust10010031 MarchHolding company
ArborGen Australia Pty LtdAust10010031 MarchForestry genetics
(1)ArborGen Holdings owns 100% of ArborGen Inc’s issued share capital, or 95% by economic interest (given the 5% of outstanding warrants). These warrants
arose out of ArborGen Inc’s purchase of Cellfor in 2012, and represent part-consideration for that acquisition. The warrants are automatically exercised, for no
payment, upon an IPO of ArborGen Inc, or alternatively at any time if 66.67% of the warrant holders so elect. The warrants can also be exercised by ArborGen
Inc, upon either a sale of substantially all of the ArborGen Inc business or of a sale of 50.01% or more of ArborGen Inc’s share capital.
Page 30

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
27FINANCIAL INSTRUMENTS
(a)
Market risk
(i) Exposure to currency risk
The functional currency of the Group is the US$ and the risk to the Group's equity and earnings are from assets, liabilities, revenues and costs in currencies
denominated in currencies other than US$. The Group's exposure to foreign currency risks on financial instruments is shown in the following:
in US$mMarch 2021March 2020
US$Non US$US$Non US$
Cash, liquid deposits and restricted cash4.2 2.0 5.7 2.2
Trade debtors and other receivables8.5 1.9 7.4 1.2
Trade creditors and other payables(8.7) (4.4) (8.5) (4.6)
Current debt(1.0) - (6.3) -
Non current debt(32.6) - (31.2) -
Lease obligation(5.2) (0.7) (5.5) (0.2)
Gross balance sheet exposure
(1.2) (1.4)
The following exchange rates applied during the year:
Average rate
(1)
Spot rate
March 2021March 2020March 2021March 2020
NZ$:US$0.67130.64780.69890.5994
US$:R$0.18650.24400.17670.1928
US$:AU$0.71910.68200.76130.6139
(1)These are merely arithmetical averages not hedged rates.
Foreign exchange contracts
The Group had no foreign exchange contracts outstanding (2020: nil).
Sensitivity Analysis - gross balance sheet exposure
Given the small size of the gross balance sheet exposure shown above, any movement in the NZ$, R$ and AU$ against the US$ is unlikely to be material.
(ii) Exposure to interest rate risk
The Group has $33.6 million of debt at 31 March 2021 (2020: $37.5 million), drawn at a mix of fixed and floating rates.
The weighted average interest rate of borrowings and interest rate hedges are shown in note 18 term and current debt.
As at 31 March 2021, the Group had one interest rate swap totalling $10.9 million (2020: $11.3 million), covering 32% (2020: 31% ) of total debt. The swap was
entered into in August 2019 and expires in August 2026. The swap receives a floating rate of 2% above 30-day LIBOR and pays a fixed interest rate of 3.52%. At 31
March 2021 the mark-to-market of the swap resulted in liability of $0.3 million, which is reflected in the cash flow hedge reserve and derivative financial
instrument liability (refer note 20).
(b)
Credit Risk
(i) Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure, which at 31 March 2021 was $16.6 million of trade and other receivables,
and cash, liquid deposits and restricted cash (2020: $16.5 million).
US cash, liquid deposits and restricted cash are only held with banks that are part of the Group's banking consortiums. In the event of default, cash balances may be
set off against obligations owing by the Group to its lenders. Moody's credit ratings of the primary counterparties for cash and liquid deposits are all rated as
investment grade. The status of trade debtors, is as follows:
March 2021March 2020
US$mUS$m
Neither past due or impaired4.8 4.2
Past due but not impaired -1 month 3.3 2.6
2 month 2.4 1.5
Impaired 0.2 0.4
10.7 8.7
Less provision for expected credit loss(0.4) (0.5)
Net trade debtors
10.3 8.2
ArborGen Inc has a strong history of trade debtor collections and there is no reason to believe that the debtors will not be collected.
(c)Liquidity risk
The following are contractual maturities of financial liabilities and net settled derivatives. The amounts disclosed are the contractual undiscounted cash flows.
Carrying
value
Total cash
flows0-6 months6-12 months1-2 years2-5 yearsOver 5 years
Financial liabilitiesUS$mUS$mUS$mUS$mUS$mUS$mUS$m
31 March 2020
Non derivative financial liabilities
Trade and other payables (9.0) (9.0) (8.1) - - (0.9) -
Debt(37.5) (50.9) (0.8) (5.6) (14.4) (6.8) (23.3)
Lease obligation(5.7) (6.5) (0.6) (0.6) (1.1) (3.2) (1.0)
Financial liabilities as at 31 March 2020(52.2) (66.4) (9.5) (6.2) (15.5) (10.9) (24.3)
31 March 2021
Non derivative financial liabilities
Trade and other payables (8.6) (8.6) (8.2) - - (0.4) -
Debt(33.6) (41.7) (0.8) (0.2) (4.1) (14.2) (22.4)
Lease obligation(5.9) (5.9) (0.5) (0.5) (0.8) (1.9) (2.2)
Financial liabilities as at 31 March 2021(48.1) (56.2) (9.5) (0.7) (4.9) (16.5) (24.6)
Page 31

ArborGen Holdings Limited and Subsidiaries
Notes to the Consolidated Financial Statements
For the year ended ended 31 March 2021
28CONTINGENT LIABILITIES
The tenant for part of ArborGen’s Ridgeville head office facility (the Property) which is legally owned by ArborGen Holdings’ subsidiary Rubicon Industries USA LLC
(Rubicon), contracted certain parties to perform some improvement work on parts of the Property leased from Rubicon. These parties have filed mechanic’s liens
against the Property alleging they are owed $496,000 in total that the tenant has failed to pay. Rubicon was not part of any contractual arrangements between the
tenant and their contractors, and has been working to achieve a resolution, including as to payment of rental arrears. Rubicon has also obtained surety bonds to
bond the liens in question as required under its loan agreement.
In November 2020, ArborGen Inc. filed a claim against a former customer for uncollected receivables for seedlings sold in relation to the fiscal year ending March
2020 in the amount of $0.3 million and legal fees. In December 2020, the customer filed a response to ArborGen's complaint with a counterclaim for damages
suffered. The parties are currently in settlement discussions.
29ASSET BACKING - NON-GAAP MEASURE
At 31 March 2021 the net asset backing was 30 cents per share (cps) (NZ$43 cps), (2020: 29 cps, NZ$48 cps); and net tangible asset backing (including right-of-use
assets) was 9 cps (NZ$13 cps) (2020: 8 cps, NZ$13 cps), calculated on the basis of shares on issue at 31 March 2021 (excluding treasury stock) 498,509,055
(2020: 497,463,691).
30NON-GAAP PERFORMANCE MEASURE
ArborGen Holdings shareholders and users of the financial statements are very interested in ArborGen Inc.'s underlying performance under US-GAAP (as well as
under IFRS ), as that is the result that ArborGen Inc. would report in a US ‘listing’ situation. ArborGen Holdings believes 'Adjusted US-GAAP EBITDA' provides useful
information, as it is used internally to evaluate performance. It is also a measure that equity analysts focus on for comparative company performance purposes, as the
measure removes distortions caused by different depreciation policies and debt:equity structures.
In contrast with US-GAAP, IFRS requires the capitalisation of ArborGen’s development spend, the amortisation of intellectual property, the accrual of the change in
fair value of biological assets on the seedling crop each year prior to its sale, and the capitalisation of operating leases. Because of these differences, US-GAAP
results, and in particular 'Adjusted US-GAAP EBITDA' cannot be easily derived from reported IFRS numbers. For these reasons and in order to provide users with
relevant and understandable information we provide the reconciliation below.
EBITDA, US-GAAP EBITDA and Adjusted US-GAAP EBITDA are all non-GAAP financial measure and are not recognised under NZ IFRS. As they are not necessarily
uniformly defined or utilised, these measures may not be comparable with similarly titled measures used by other companies. Non-GAAP financial measures should
not be viewed in isolation or considered as a substitute for measures reported in accordance with GAAP.
The following table provides users useful ArborGen Inc. information for year-on-year comparison and reconciles net earnings to 'Adjusted US-GAAP EBITDA'.
Year endedYear ended
March 2021March 2020
ArborGen
Refer to noteUS$mUS$m
Revenue2452.7 56.9
Cost of sales24(34.5) (37.2)
Gross profit18.2 19.7
Net profit (loss) after taxation244.5 (1.1)
less tax benefit24(0.6) (1.1)
plus Financing expense242.0 2.3
Operating profit (loss) before financing expense5.9 0.1
plus depreciation and amortisations710.2 9.5
EBITDA (NZ IFRS)16.1 9.6
Add back NZ IFRS adjustments
Investment in intellectual property15(3.7) (4.1)
Change in fair value of biological assets110.1 0.6
Other IFRS adjustments (including IFRS 16 adjustment)(1.2) (0.7)
US-GAAP EBITDA11.3 5.4
Add back other significant items
Government Grants, Inventory adjustment and other7(2.0) 3.9
Adjusted US-GAAP EBITDA
9.3 9.3
Page 32

Page 33
Independent Auditor’s Report

To the Shareholders of ArborGen Holdings Limited

Opinion We have audited the consolidated financial statements of ArborGen Holdings Limited and
its subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at 31
March 2021, and the consolidated income statement, statement of comprehensive
income, statement of changes in equity and statement of cash flows for the year then
ended, and notes to the consolidated financial statements, including a summary of
significant accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 12 to 32,
present fairly, in all material respects, the consolidated financial position of the Group as
at 31 March 2021, and its consolidated financial performance and cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial
Reporting Standards (‘NZ IFRS’) and International Financial Reporting Standards (‘IFRS’).
Basis for opinion We conducted our audit in accordance with International Standards on Auditing (‘ISAs’)
and International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International
Independence Standards) (New Zealand) issued by the New Zealand Auditing and
Assurance Standards Board and the International Ethics Standards Board for Accountants’
International Code of Ethics for Professional Accountants (including International
Independence Standards), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Other than in our capacity as auditor, and the performance of ancillary services in that
capacity, we have no relationship with or interests in the entity.
Audit materiality We consider materiality primarily in terms of the magnitude of misstatement in the
financial statements of the Group that in our judgement would make it probable that the
economic decisions of a reasonably knowledgeable person would be changed or
influenced (the ‘quantitative’ materiality). In addition, we also assess whether other
matters that come to our attention during the audit would in our judgement change or
influence the decisions of such a person (the ‘qualitative’ materiality). We use materiality
both in planning the scope of our audit work and in evaluating the results of our work.
We determined materiality for the Group financial statements as a whole to be US$2m.
Key audit matters Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the consolidated financial statements of the current period.
These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.

Page 34

Key audit matter How our audit addressed the key audit matter
ArborGen Cash Generating Unit - impairment
assessment
As set out in note 15 of the financial statements the
Group has US$101.3m of intellectual property recorded
on its balance sheet relating to the ArborGen business.
The impairment assessment in relation to the ArborGen
business, or Cash Generating Unit (CGU), as disclosed in
note 16, is considered to be a key audit matter as a
result of the significance of the intellectual property
asset to the Group, and the level of judgement required
when determining the value in use of ArborGen.
The value in use of ArborGen is determined by
undertaking a discounted cash flow analysis which
involves management making a number of assumptions
in relation to forecast future cash flows, determining an
appropriate weighted average cost of capital (WACC)
and terminal value (TV) growth rate. Each of these
inputs requires judgement to be applied.
In performing our audit procedures in this area we:
• assessed the appropriateness of the methodology applied by
management;
• examined the robustness of the financial model used by
management to calculate ArborGen's value in use;
• tested the key assumptions driving the forecast future cash
flow. Of particular importance are the average selling prices
and gross margin linked to the projected uptake of Mass
Controlled Pollinated (MCP) product primarily in the United
States market;
• performed a look back analysis for current year actual
results, including considering the impact of COVID-19,
compared to what was forecasted in the prior year
impairment model;
• undertook sensitivity analysis on key assumptions to assess
the impact on the carrying value of ArborGen;
• tested the calculation of the WACC and TV growth rate,
including obtaining input from our valuation specialists; and
• ensured the disclosures in the financial statements properly
reflect the judgements and estimates made by
management.

Other information

The directors are responsible on behalf of the Group for the other information. The other
information comprises the information in the Chairman’s letter that accompanies the
consolidated financial statements and the audit report, and the Annual Report that
accompanies the consolidated financial statements and the audit report.
Our opinion on the consolidated financial statements does not cover the other
information and we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and consider whether it is materially
inconsistent with the consolidated financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If so, we are required to report that
fact. We have nothing to report in this regard.
Directors’ responsibilities for
the consolidated financial
statements
The directors are responsible on behalf of the Group for the preparation and fair
presentation of the consolidated financial statements in accordance with NZ IFRS and
IFRS, and for such internal control as the directors determine is necessary to enable the
preparation of consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf
of the Group for assessing the Group’s ability to continue as a going concern, disclosing, as
applicable, matters related to going concern and using the going concern basis of
accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.

Page 35
Auditor’s responsibilities for the
audit of the consolidated
financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated
financial statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with ISAs and ISAs (NZ) will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial
statements is located on the External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-
responsibilities/audit-report-1
This description forms part of our auditor’s report.
Restriction on use This report is made solely to the Company’s shareholders, as a body. Our audit has been
undertaken so that we might state to the Company’s shareholders those matters we are
required to state to them in an auditor’s report and for no other purpose. To the fullest
extent permitted by law, we do not accept or assume responsibility to anyone other than
the Company’s shareholders as a body, for our audit work, for this report, or for the
opinions we have formed.




Peter Gulliver
Partner
for Deloitte Limited
Auckland, New Zealand
27 May 2021

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)
Name of issuer
Reporting Period
Previous Reporting Period
Currency
Amount (millions)Percentage change
Revenue from continuing operationsUS$52.7-7.4%
Total RevenueUS$52.7-7.4%
Net profit/(loss) from continuing operations US$3.2n/a
Total net profit/(loss) US$3.2n/a
Amount per Quoted Equity Security
Imputed amount per Quoted Equity Security
Record Date
Dividend Payment Date
Current period
Prior comparable
period
Net tangible assets per Quoted Equity SecurityUS 9 cps US 8 cps
A brief explanation of any of the figures above necessary to
enable the figures to be understood
Name of person authorised to make this announcement
Contact person for this announcement
Contact phone number
Contact email address
Date of release through MAP
Audited financial statements accompany this announcement.
27 May 2021
Not applicable
Not applicable
Not applicable
Please refer to accompanying releases
Authority for this announcement
Sharon Ludher-Chandra
Sharon Ludher-Chandra
09 356 9800
info@arborgenholdings.com
Interim/Final Dividend
No dividend is proposed for the period
Results for announcement to the market
ArborGen Holdings Limited
12 months to 31 March 2021
12 months to 31 March 2020
US Dollars